TCRLA_Public/060519.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                    L A T I N   A M E R I C A

          Friday, May 19, 2006, Vol. 7, Issue 99

                            Headlines

A R G E N T I N A

BANCO MACRO: Appoints Jorge Scarinci as Investor Relations Head
BANCO PATAGONIA: Sees 217% Boost in First Quarter 2006 Profit
BANCO RIO: Posts ARS33.2 Mil. First Quarter 2006 Profit
CORCEL SA: Verification of Proofs of Claim Ends on July 5
DHARMA 10: Enters Bankruptcy on Court Orders

E. MAHER: Asks Court Approval to Reorganize Business
FUNDACION MIRAR: Individual Reports Due in Court on June 30
INDUSTRIA PLASTICA: Individual Reports Due in Court on June 30
MAGIA S.R.L.: Claims Verification Deadline Is Set for June 16
NAVICON S.A.: Court Concludes Reorganization Proceeding

ORIGINAL METAL: Files Petition for Reorganization
PRODUCCIONES GRAFICAS: Court Ends Reorganization Proceeding
SOCIEDAD DE BENIFICENCIA: Claims Verification Ends on June 16

* ARGENTINA: Selling US$239 Mil. 2012 Boden Bonds to Venezuela

B A H A M A S

WINN-DIXIE: Wants Two Creditors' Motion for Discovery Denied

B E R M U D A

ARCH CAPITAL: Plans US$125M Public Offering of Preferred Shares
ARCH CAPITAL: S&P Assigns BB+ Rating on US$100 Mil. Offering
INTELSAT LTD: Reports Revenues of US$280.4 Mil. in First Quarter

B O L I V I A

* BOLIVIA: Conditions Participation in South American Pipeline
* BOLIVIA: President to Assume Leadership of Andean Trade Bloc

B R A Z I L

BANCO NACIONAL: Disbursements Grow 48% to BRL3.8 Bil. in April
BANCO PACTUAL: A. Esteves Appointed as UBS LatAm Chief Officer
BRASIL TELECOM: Will Launch Wi-Fi & VoIP Terminal by Year-End
COMPANHIA VALE: Italian & Japanese Steelmakers Agree to 19% Hike
COMPANHIA ENERGETICA: Partners with CVRD to Start Aimores Plant

COMPANHIA VALE: Partners with Cemig to Operate Aimores Plant
ESPIRITO SANTO: Moody's Reviews B2 Rating for Possible Downgrade
GOL LINHAS: Files Shelf Registration with U.S. SEC
NOVELIS INC: Lenders Agree to Fin'l Statement Filing Extension
NOVELIS INC: Moody's Reviews Low-B Ratings & May Downgrade

C A Y M A N   I S L A N D S

AMMC CDO: Last Day to File Proofs of Claim Is Today
ARGENT NIM 2003-N4: Liquidators Stop Accepting Claims Today
ARGENT NIM 2003-N5: Filing of Proofs of Claim Ends Today
C & B HOLDINGS: Liquidator Presents Wind Up Accounts Today
CALIBRE 2003-III: Final Shareholders Meeting Is Set for Today

KOVER LIMITED: Glen Trenouth Presented Liquidation Account
OBEREK II: Holds Final Shareholders Meeting Today
TORUS (HY-JAPAN): Sets Final Shareholders Meeting Today

C O L O M B I A

BANCAFE: Gov't Sets COP1.1 Tril. Minimum Sale Price for Company

* COLOMBIA: Farmers Allege Free Trade Accord with US Unreliable
* COLOMBIA: IFC Invests Up to US$15 Mil. in Oil and Gas Sector

C O S T A   R I C A

* COSTA RICA: Faces Possible Increase in Gasoline Prices

C U B A

* CUBA: Saves US$60 Mil. Due to Reduction in Energy Consumption
* CUBA: Will Ship 72,000 Tons of Cement to Jamaica

D O M I N I C A N   R E P U B L I C

FALCONBRIDGE LTD: Gets Xstrata Cash Offer for CDN$16.1 Billion

E C U A D O R

* ECUADOR: Considers Five LatAm Oil Firms to Drill Oxy Fields
* ECUADOR: Justifies Cancellation of Occidental's Contract
* ECUADOR: U.S. Angered by Revocation of OXY Contract

H O N D U R A S

* HONDURAS: Local Producers Participate in U.S. Trade Congress
* HONDURAS: Spanish Firms Eyes Tourism Sector

J A M A I C A

KAISER ALUMINUM: Earns US$38.4 Million in Quarter Ended Mar. 31
SUGAR COMPANY: Government Launches Bidding Process

* JAMAICA: Will Receive 72,000 Tons of Cement from Cuba

M E X I C O

J.L. FRENCH: Committee Hires Ashby & Geddes as Delaware Counsel
MERIDIAN AUTOMOTIVE: Can Make Retiree Benefits Plan Compliant
MERIDIAN AUTOMOTIVE: Has Until Sept. 25 to Decide on Leases

P U E R T O   R I C O

ADELPHIA COMMS: Committee Wants Bank Lenders' Claims Estimated
DESARROLLO ECONOMICO: Voluntary Chapter 11 Case Summary
FIRST BANCORP: 1Q Total Loans Receivable Reach US$13.14 Billion
KMART CORP: Amy Himle Wants Stay Lifted to Pursue Claim
MUSICLAND HOLDING: Court Sets May 30 Admin. Claims Bar Date

MUSICLAND HOLDING: Giuliani Hired as Panel's Fin'l Advisor

T R I N I D A D   &   T O B A G O

RBTT FINANCIAL: Earns US$182.2 Mil. for Year Ended March 31

V E N E Z U E L A

CITGO PETROLEUM: Closes 14,000+ Gas Stations After Refinery Sale
PETROLEOS DE VENEZUELA: Could Drill Oxy Fields in Ecuador
PETROLEOS DE VENEZUELA: Restarting Puerto La Cruz Operations

* VENEZUELA: Buying Argentina's US$239 Mil. in 2012 Boden Bonds
* VENEZUELA: Hints at Pricing Oil Exports in Euros


                         - - - - -



=================
A R G E N T I N A
=================


BANCO MACRO: Appoints Jorge Scarinci as Investor Relations Head
---------------------------------------------------------------
Banco Macro, fka Banco Macro Bansud, S.A., has appointed Jorge
Scarinci as its new Investor Relations Officer.

Mr. Scarinci will be responsible for building the bank's
international investor relations program following the
successful IPO and NYSE listing completed in March 2006.

Mr. Scarinci comes to Banco Macro from Grupo Financiero Galicia,
where he held various positions in the Financial and Investor
Relations areas.

Jorge Horacio Brito, Chief Executive Officer, stated, "We are
very pleased to add Jorge Scarinci to our team.  His vast
experience in investor relations in the Argentine banking sector
will help us increase our visibility and the international
capital markets will have a senior and dedicated point of
contact for all inquiries."

                        *    *    *

On Dec. 13, 2005, Moody's Investors Service affirmed the credit
ratings of Banco Macro:

    -- Bank Financial Strength Rating: E -- Positive Outlook
    -- Long- Term Global Local Currency Deposits: Ba3
    -- Short -Term Global Local Currency Deposits: Not Prime
    -- National Scale Rating for Local Currency Deposits: Aa2.ar
    -- Long -Term Foreign Currency Deposits: Caa1
    -- Short -Term Foreign Currency Deposits: Not Prime
    -- National Scale Rating for Foreign Currency Deposits:
       Ba1.ar.


BANCO PATAGONIA: Sees 217% Boost in First Quarter 2006 Profit
-------------------------------------------------------------
Argentine bank Banco Patagonia SA reported that its profit rose
217% to ARS76 million in the first quarter of 2006, compared to
the same period in 2005.

Business News Americas relates that Banco Patagonia's profit was
propelled by:

   -- stronger net interest income from loans to the private
      sector,

   -- higher commission revenues, and

   -- better performance of its public sector assets.

Banco Patagonia's revenues increased 55% to ARS126 million while
its net service income rose 16% to ARS29 million.

A Patagonia spokesperson informed BNamericas that the net loan
portfolio stretched out 20.4% to ARS1.92 billion at the end of
the first quarter of this year.  The lending to the private
sector increased 49% to ARS1.40 billion.

According to BNamericas, Banco Patagonia said its goal is to
increase lending to the private sector 54% this year.  The
bank's lending last year had reached ARS1.87 billion.

Banco Patagonia became Argentina's fifth largest locally owned
private bank through its purchase of Lloyds TSB Argentina in
late 2004.  The bank operates through 139 branches and has 202
ATM machines, Business News Americas reports.

                        *    *    *

On Dec. 12, 2005, Moody's Latin America Calificadora de Riesgo
S.A. reaffirmed the 'BB' rating on US$80 million worth of bonds
issued by Banco Patagonia S.A. (f.k.a. Banco Patagonia Sudameris
SA), the CNV revealed in its Web site.

The undated bonds were described as "Serie 3 Oblig Negociables"
and are classified under "Series and/or Class."

The rating reflected the bank's financial status as of Sep. 30,
2005.  A "BB" rating indicates that the future of these bonds
cannot be well assured.


BANCO RIO: Posts ARS33.2 Mil. First Quarter 2006 Profit
-------------------------------------------------------
Banco Rio de la Plata, an Argentine subsidiary of Spain's Grupo
Santander, said in a statement that it gained ARS33.2 million in
the first quarter of 2006.

According to the statement, it was the first time that the bank
saw any profit since the Argentina's financial crisis in 2002.

Business News Americas recalls that Banco Rio lost ARS307
million in the first quarter last year because of:

   -- liability payments aimed at strengthening the balance
      sheet,

   -- paying corporate bond obligations worth ARS1.36 billion
      ahead of time, and

   -- its full ARS380 million debt with the central bank.

BNamericas relates that Banco Rio's operating profit in this
year's first quarter increased 122% to ARS154 million.  Net
financial income rose to ARS160 million and Net service income
was ARS164 million -- a 48% boost.

According to BNamericas, Banco Rio's lending amounted to ARS7.04
billion -- 49% increase -- at the end of the quarter compared to
the first quarter of 2005.  Banco Rio's loans to the private
sector now represent 46% of total assets, increasing 25%.

Exposure to securities backed by the government dropped 23% of
total assets from the 45% at the end of the first quarter of
last year, Banco Rio said in the release.

                  About Banco Rio

Headquartered in Buenos Aires, Argentina, Banco Rio de la Plata
is an Argentinean private bank providing a range of financial
services, including retail, corporate, and merchant banking,
insurance, credit cards and fund management, to individuals,
companies of all sizes, financial institutions and the public
sector (both provincial and national).  The company has a
network of approximately 280 branches and employs over 5,000
serving over 1 million customers.  It is part of the Latin
American franchise of Banco Santander Central Hispano, which
holds over 80% of the bank's share capital.

                        *    *    *

Moody's Investor Service assigns Caa1 ratings to Banco Rio de la
Plata's Issuer Rating and Long-Term Bank Deposits.

                        *    *    *

As reported in the Troubled Company Reporter on May 17, 2006,
Fitch Ratings has affirmed these ratings of Banco Rio de la
Plata:

   -- Individual 'E'; and
   -- Support '5'.


CORCEL SA: Verification of Proofs of Claim Ends on July 5
---------------------------------------------------------
Creditors of bankrupt company Corcel S.A. are required to
present proofs of their claims to Osvaldo Luis Weiss, the court-
appointed trustee, on or before July 5, 2006, La Nacion reports.
Creditors who fail to submit the required documents will not
qualify for any post-liquidation distributions.

Buenos Aires' Court No. 8 declared the company bankrupt in favor
of Mirtha Esther Galazzetti, whom the company owes US$188,457.23

Clerk No. 16 assists the court on the case.

The debtor can be reached at:

         Corcel S.A.
         Tucuman 980
         Buenos Aires, Argentina

The trustee can be reached at:

         Osvaldo Luis Weiss
         Avenida Presidente Roque Saenz Pena 651
         Buenos Aires, Argentina


DHARMA 10: Enters Bankruptcy on Court Orders
--------------------------------------------
Dharma 10 S.R.L. enters bankruptcy protection after a Buenos
Aires court ordered the company's liquidation.  The order
effectively transfers control of the company's assets to a
court-appointed trustee who will supervise the liquidation
proceedings.

Argentine bankruptcy law requires the trustee to provide the
court with individual reports on the forwarded claims and a
general report containing an audit of the company's accounting
and business records.

The name of the trustee, verification date and the dates of
submission of the reports are yet to be disclosed.

The debtor can be reached at:

           Dharma 10 S.R.L.
           Jose Evaristo Uriburu 1426
           Buenos Aires, Argentina


E. MAHER: Asks Court Approval to Reorganize Business
----------------------------------------------------
E. Maher S.A., a company operating in Buenos Aires, has
requested for reorganization after failing to pay its
liabilities since Dec. 15, 2005.

The reorganization petition, once approved by the court, will
allow the company to negotiate a settlement with its creditors
in order to avoid a straight liquidation.

The case is pending before Buenos Aires Court No. 5, with the
assistance of Clerk No. 9.

The debtor can be reached at:

           E. Maher S.A.
           Andres Lamas 839/41
           Buenos Aires, Argentina


FUNDACION MIRAR: Individual Reports Due in Court on June 30
-----------------------------------------------------------
The verified claims of creditors against bankrupt company
Fundacion Mirar Medico Oftalmologica para America Latina will be
presented in court as individual reports on June 30, 2006,
Infobae relates.  The presentation of a general report on the
case will follow on Aug. 28, 2006.

As reported in the Troubled Company Reporter on May 8, 2006, the
creditors of Fundacion Mirar were given until May 17, 2006, to
submit proofs of claim to Susana B. Gonzalez Cabrerizo, court-
appointed trustee.

The trustee can be reached at:

         Susana B. Gonzalez Cabrerizo
         Guayaquil 236
         Buenos Aires, Argentina


INDUSTRIA PLASTICA: Individual Reports Due in Court on June 30
--------------------------------------------------------------
Mirta Noemi Andrada, the court-appointed trustee, will present
the validated creditors' claims against bankrupt company
Industria Plastica Baires S.R.L. as individual reports in court
on June 30, 2006, Infobae relates.

As reported in the Troubled Company Reporter on May 15, 2006,
Ms. Andrada validated the creditors's claims unitl May 17, 2006.

A general report is also expected in court on Aug. 29, 2006.

The trustee can be reached at:

         Mirta Noemi Andrada
         Malabia 187
         Buenos Aires, Argentina


MAGIA S.R.L.: Claims Verification Deadline Is Set for June 16
-------------------------------------------------------------
The verification of creditors' claims against Magia S.R.L., a
company under reorganization, will end on June 16, 2006, Infobae
reports.

Graciela Beatriz Gobbi, the court-appointed trustee, will verify
the claims until June 16.

Infobae adds that a court based in Cordoba handles the
reorganization proceeding.

The debtor can be reached at:

         Magia S.R.L.
         Santa Rosa 3085, Alto Alberdi
         Ciudad de Cordoba
         Cordoba, Argentina

The trustee can be reached at:

         Graciela Beatriz Gobbi
         Obispo Trejo 351 Ciudad de Cordoba
         Cordoba, Argentina


NAVICON S.A.: Court Concludes Reorganization Proceeding
-------------------------------------------------------
The reorganization of Buenos Aires-based Navicon S.A. has ended.
Data revealed by Infobae on its Web site indicated that the
process was concluded after a Buenos Aires court approved the
debt agreement signed between the company and its creditors.


ORIGINAL METAL: Files Petition for Reorganization
-------------------------------------------------
Buenos Aires' Court No. 10 is reviewing the merits of Original
Metal S.A.'s petition to reorganize.  La Nacion recalls that the
company filed the petition following cessation of debt payments.
Reorganization will allow the company to avoid bankruptcy by
negotiating a settlement with its creditors.

Clerk No. 20 assists the court in this proceeding.

The debtor can be reached at:

          Original Metal S.A.
          Avenida Cordoba 1432
          Buenos Aires, Argentina


PRODUCCIONES GRAFICAS: Court Ends Reorganization Proceeding
-----------------------------------------------------------
The reorganization case of Producciones Graficas Condor S.A. has
been concluded.  Data revealed by Infobae on its Web site
indicated that the process was concluded after Buenos Aires'
Court No. 24 authorized the debt agreement signed between the
company and its creditors.

Clerk No. 48 assisted the court on the case.

The creditors of Producciones Graficas approved the company's
settlement plan during the informative assembly on Feb. 22,
2005.

On April 6, 2004, the Troubled Company Reporter stated that the
court approved Producciones Graficas' petition to reorganize
filed in 2003.  Antonio Florencio Canda was appointed as trustee
for the proceeding.

Creditors were given until June 29, 2004, to submit proofs of
claim to Mr. Canda for verification.  Mr. Canda presented the
validated claims in court on June 29, 2004.  The presentation of
a general report on the case followed on Aug. 26, 2004.

The debtor can be reached at:

          Producciones Graficas Condor S.A.
          Condor 2752
          Buenos Aires, Argentina

The trustee can be reached at:

          Antonio Florencio Canada
          Luis Belaustegui 4531
          Buenos Aires, Argentina


SOCIEDAD DE BENIFICENCIA: Claims Verification Ends on June 16
-------------------------------------------------------------
The verification of creditors' claims for the Sociedad de
Beneficencia Hospital Italiano insolvency case will end on June
16, 2006, states Infobae.  Creditors who fail to submit the
claims to the court-appointed trustee will be disqualified from
receiving any distribution that the company will make.

Infobae did not post in its Web site the name of the trustee for
the proceeding.

As reported in the Troubled Company Reporter on July 8, 2004,
Cordoba's Court No. 6 approved the reorganization petition filed
by Sociedad de Beneficencia.

Under insolvency protection, the company will be able to draft a
settlement plan for its creditors in order to avoid a straight
liquidation.

The debtor can be reached at:

         Sociedad de Beneficencia Hospital Italiano
         Roma 550
         Cordoba, Argentina


* ARGENTINA: Selling US$239 Mil. 2012 Boden Bonds to Venezuela
--------------------------------------------------------------
Argentina will be selling US$239 million in 2012 dollar-
denominated Boden bonds to Venezuela, El Universal reports,
citing Reuters.

Argentinean Bodens will be sold to Venezuela at "market prices,"
the Argentinean Government said Tuesday in its official gazette,
El Universal says.

Venezuela has purchased approximately US$3 billion in
Argentinean debt at face value, El Universal states.

                        *    *    *

Fitch Ratings assigned these ratings on Argentina:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     RD      Dec. 14, 2005
   Long Term IDR       B       Dec. 14, 2005
   Short Term IDR      B-      Jun.  3, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B       Jun.  3, 2005

                        *    *    *

Venezuela's foreign currency long-term debt is rated B2 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.




=============
B A H A M A S
=============


WINN-DIXIE: Wants Two Creditors' Motion for Discovery Denied
------------------------------------------------------------
Winn-Dixie Stores, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Middle District of Florida to deny Rita
Ferguson and Lydia Greenall's motion because the discovery they
requested is:

    (a) duplicative of an examination of the Debtors being
        conducted by the Official Committee of Unsecured
        Creditors, and therefore would impose duplication and
        unnecessary expense on the Debtors' estates; and

    (b) overbroad, unduly burdensome, and oppressive.

As reported in the Troubled Company Reporter on May 1, 2006,
Rita Ferguson and Lydia Greenall, as general unsecured creditors
in Winn-Dixie Stores, Inc., and its debtor-affiliates' chapter
11 cases, ask the U.S. Bankruptcy Court for the Middle District
of Florida to direct the Debtors to:

    -- submit to examination pursuant to Rule 2004 of the
       Federal Rules of Bankruptcy Procedure, and

    -- produce certain documents for inspection and copying.

Specifically, the Claimants want to examine:

    (a) the Debtors' self-insurance deductions and reserves;

    (b) WIN General Insurance, Inc., a wholly owned subsidiary
        of Winn-Dixie Stores, Inc.; and

    (c) communications between Debtors and other persons
        relating to the Debtors' self-insurance deductions and
        reserves and WIN General Insurance.

Ms. Ferguson holds an allowed claim -- Claim No. 5158.  Ms.
Greenall holds a disputed or disallowed claim -- Claim No. 5157.

The Claimants expect that the Debtors will eventually propose a
plan of reorganization, which seeks to pay unsecured claims,
including their Claims, at some fraction of their total amount.

Ms. Greenall also expects that the Debtors will deny her claim
entirely.

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates stores across the
Southeastern United States and in the Bahamas and employs
approximately 90,000 people.  The Company, along with 23 of its
U.S. subsidiaries, filed for chapter 11 protection on Feb. 21,
2005 (Bankr. S.D.N.Y. Case No. 05-11063, transferred Apr. 14,
2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840).
D.J. Baker, Esq., at Skadden Arps Slate Meagher & Flom LLP, and
Sarah Robinson Borders, Esq., and Brian C. Walsh, Esq., at King
& Spalding LLP, represent the Debtors in their restructuring
efforts.  Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed US$2,235,557,000 in total assets and
US$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 37; Bankruptcy Creditors' Service, Inc., 215/945-
7000).




=============
B E R M U D A
=============


ARCH CAPITAL: Plans US$125M Public Offering of Preferred Shares
---------------------------------------------------------------
Arch Capital Group Ltd. (NASDAQ:ACGL) said in a press statement
its intention to sell in an underwritten public offering US$125
million aggregate liquidation preference of its 7.875% Non-
Cumulative Preferred Shares, Series B, with a liquidation
preference of US$25.00 per share.  The Company intends to use
the net proceeds of the offering for general corporate purposes,
including contributions to the capital of its wholly owned
insurance and reinsurance subsidiaries to support their
underwriting activities.

The Company may redeem all or a portion of the preferred shares
at a redemption price of US$25 per share on or after May 15,
2011.  The preferred shares have been rated Baa3 by Moody's
Investors Service, BB+ by Standard & Poor's and BBB- by Fitch
Ratings.  The Company intends to apply to have the preferred
shares listed on the NYSE under the symbol "ARHPRB."

The offering is being led by Merrill Lynch & Co., Citigroup,
JPMorgan and Wachovia Securities, as joint book-running
managers.  Credit Suisse and UBS Investment Bank are senior co-
managers for the offering.

When available, copies of the prospectus supplement and base
prospectus relating to the offering may be obtained from:

     Merrill Lynch & Co.
     4 World Financial Center
     New York, NY 10080

           -- or --

     Citigroup Global Markets Inc.
     Brooklyn Army Terminal
     140 58th Street, 8th Floor
     Brooklyn, NY 11220

           -- or --

     J. P. Morgan Securities Inc.
     270 Park Avenue
     New York, NY 10017

Arch Capital Group Ltd. is a Bermuda public limited liability
company with approximately US$3.05 billion in capital at
March 31, 2006 and, through operations in Bermuda, the United
States, Europe and Canada, writes insurance and reinsurance on a
worldwide basis.

                          *      *      *

As reported in the Troubled Company Reporter - Latin America on
Feb. 2, 2006, A.M. Best Co. has assigned a debt rating of "bb"
to Arch Capital Group Limited's [NASDAQ:ACGL] US$200 million 8%
non-cumulative Series A preferred shares.  Arch's remaining debt
ratings and the financial strength rating of A- of Arch
Reinsurance Ltd. (Hamilton, Bermuda) and its affiliated
companies are unchanged. The rating outlook is stable.


ARCH CAPITAL: S&P Assigns BB+ Rating on US$100 Mil. Offering
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' stock
rating to Arch Capital Group Ltd.'s (NASDAQ:ACGL) proposed
US$100 million issuance of Class B, noncumulative preferred
shares.

At the same time, Standard & Poor's affirmed its 'BBB' long-term
counterparty credit and senior debt ratings on Arch Capital
Group Ltd. and affirmed its 'A-' long-term counterparty credit
and financial strength ratings on ACGL's operating companies:

   * Arch Reinsurance Ltd.,
   * Arch Reinsurance Co.,
   * Arch Insurance Co.,
   * Arch Specialty Insurance Co., and
   * Arch Excess & Surplus Insurance Co.

The outlook is stable.

The ratings are supported by the group's:

   * growing business franchise,
   * strong operating performance,
   * strong capital adequacy, and
   * strong financial flexibility.

These factors are partially offset by Arch's relatively short
operating history and significant proportion of casualty
writings that have not fully matured.

"We expect the preferred stock issuance to constitute a draw-
down on Arch's existing universal shelf and to be used to
support increased writings in the property business throughout
2006," said Standard & Poor's credit analyst Laline Carvalho.

The group's capital adequacy accounting for the issuance and
moderate premium growth is expected to remain in the strong
range and supportive of the ratings.  Standard & Poor's also
expects financial leverage to remain within the rating level,
with pro-forma debt plus preferreds, including the new issuance
of Series B preferred shares, at about 20% at March 31, 2006.

Standard & Poor's expects Arch's net exposures in property and
other short-tail lines of business in 2006 (particularly in
Arch's reinsurance division) to grow moderately, reflecting the
expectation of substantially improved market conditions in these
lines.  The rating agency expects other lines of business to
show flat or modest growth for the year.

Assuming normal catastrophe losses, Standard & Poor's expects
the group's 2006 operating results to be very strong, with a
combined ratio of 90%-92% and an ROR of 12%-14%.  Arch exceeded
this expectation in first-quarter 2006 with a combined ratio of
88.3% and ROR of 17%; however, the rating agency believes first-
quarter results are not necessarily reflective of expected full-
year 2006 results given the very low level of catastrophe losses
incurred by the industry in the first three months of the year.

Standard & Poor's expects the capital adequacy ratio to remain
in the strong range in 2006, reflecting anticipated strong
earnings for the year, partially offset by expected increased
net exposures in property and other short-tail lines.  The
rating agency expects total debt plus preferred leverage to
remain supportive of the ratings at about 18%-20% over the
medium term, with fixed-charge coverage remaining very strong at
more than 8x.



INTELSAT LTD: Reports Revenues of US$280.4 Mil. in First Quarter
----------------------------------------------------------------
Intelsat Ltd., and its subsidiaries, reported revenue of
US$280.4 million and a net loss of US$90.1 million for the
quarter ended March 31, 2006.  The company also reported EBITDA
for the quarter of US$180.1 million, or 64 percent of revenue,
and the company also reported Sub Holdco Adjusted EBITDA for the
same period of US$205.9 million, or 73 percent of revenue.

"Intelsat continues to produce solid results in its core service
offerings, such as lease and managed solutions services to
network services and telecom customers.  We have also made
meaningful progress in reducing operating expense, and as a
result, in the first quarter our Sub Holdco Adjusted EBITDA
margin improved to 73 percent of revenue," said Intelsat Chief
Executive Officer, Dave McGlade.  "In addition, backlog at March
31 totaled US$3.8 billion, and our steady backlog trend is
indicative of good sales activity in our core business."

"The PanAmSat transaction remains a key focus, and we continue
to make progress on integration planning and the regulatory
approvals needed to close the acquisition.  We are also
executing on our business strategies, which include maximizing
the value of our core business, and using our existing assets in
new applications, such as Voice Over IP and Internet Protocol
television services," Mr. McGlade continued.

Intelsat provided an update on the regulatory and operational
activities regarding its previously announced acquisition of
PanAmSat Holding Corporation.  The two pending U.S. regulatory
approvals required to close the transaction, the Federal
Communications Commission and the Department of Justice, are
still in process and proceeding normally.  The company continues
to expect that the transaction will receive all approvals
necessary in order to close in the second or third quarter of
2006.

On January 28, 2005, Intelsat Holdings, Ltd. acquired Intelsat,
Ltd.  A combined total revenue of US$280.4 million for the three
months ended March 31, 2006 declined US$12.7 million, or 4.3
percent, from US$293.2 million for the three months ended
March 31, 2005.  The difference was primarily attributable to
reductions in channel services, which decreased US$11.7 million
to US$48.6 million in the period.  Mobile satellite services, or
MSS, and other revenues declined by US$7.4 million, or 41
percent, to US$10.7 million for the three months ended
March 31, 2006, as compared to US$18.1 million in the prior-year
period, primarily due to reduced usage of mobile satellite
services sold to government customers.  These declines were
partially offset by increases in managed solutions revenue,
which increased US$6.7 million, or 27 percent, to US$31.3
million for the three months ended March 31, 2006, from US$24.6
million for the year-earlier period.

Lease revenue was relatively unchanged at US$189.8 million for
the period ended March 31, 2006, as compared to US$190.1 million
in the first quarter of 2005.  Total operating expenses for the
three months ended March 31, 2006 declined US$107.8 million to
US$249.5 million, from US$357.3 million in the same period in
2005, which included a US$69.2 million satellite impairment
charge due to the failure of the IS-804 satellite in January
2005.  Excluding the impairment charge, total operating expense
in the first quarter of 2006 decreased US$38.6 million, or 13
percent, from US$288.1 million for the three months ended March
31, 2005.  Depreciation and amortization expense increased
US$19.5 million, or 14 percent, to US$154.6 million for the
three months ended March 31, 2006, from US$135.1 million for the
same period in 2005, primarily due to purchase accounting
treatment following the Acquisition, as well as the IA-8
satellite, which entered service in July 2005.

Direct cost of revenue declined by US$15.7 million, or 22
percent, to US$55.1 million for the period from US$70.8 million
for the same period in 2005, primarily due to the reduction in
third party capacity costs related to the decline in MSS and
lease service sales to government customers.  Selling, general
and administrative expense for the first quarter of 2006 was
US$39.8 million, a decline of US$42.1 million from US$81.9
million in the three months ended March 31, 2005, which included
US$49.8 million in professionalfees related primarily to the
acquisition.

Income from operations was US$30.9 million for the three months
ended March 31, 2006 compared with a net loss from operations of
US$64.2 million for the three months ended March 31, 2005.  The
increase in income was primarily due to the IS-804 satellite
impairment charge.  Net loss for the three months ended
March 31, 2006 was US$90.1 million, compared with net loss of
US$151.7 million for the three months ended March 31, 2005.  The
factors described above, offset by higher interest expense in
the three months ended March 31, 2006, resulting from the debt
issued in connection with the 2005 financings, contributed to
the lower net loss in the first quarter of 2006.

EBITDA of US$180.1 million, or 64 percent of revenue, for the
three months ended March 31, 2006, reflected an increase of
US$108.7 million, or 152 percent, from US$71.4 million, or 24
percent of revenue, for the same period in 2005.  This increase
was primarily due to the IS-804 satellite impairment charge and
costs associated with the acquisition in January 2005, offset
somewhat by lower revenues, as described above.  Sub Holdco
Adjusted EBITDA decreased US$2.5 million to US$205.9 million, or
73 percent of revenue, for the three months ended March 31,
2006, from US$208.4 million, or 71 percent of revenue, for the
same period in 2005.  Intelsat generated free cash flow from
operations of US$3.0 million for the period ended March 31,
2006.

At March 31, 2006, Intelsat's backlog, representing expected
future revenue under contracts with customers, was US$3.8
billion.  At December 31, 2005, Intelsat's backlog was also
US$3.8 billion.

                        *    *    *

As reported in the Troubled Company Reporter on April 28, 2006,
Fitch currently has Intelsat and its subsidiaries' debt on
Rating Watch Negative, and rated its debt as follows:

   Intelsat, Ltd.

     -- Issuer default rating: B-
     -- Senior unsecured notes: CCC/RR6

   Intelsat (Bermuda), Ltd.

     -- Senior unsecured discount notes: B-/RR4

   Intelsat Subsidiary Holding Company Ltd.

     -- Senior secured credit facilities: BB-/RR1
     -- Senior unsecured notes: B+/RR2




=============
B O L I V I A
=============


* BOLIVIA: Conditions Participation in South American Pipeline
--------------------------------------------------------------
Bolivia has made a condition before it will join the proposed
US$20 billion gas pipeline that will connect Venezuela, Brazil,
Bolivia and Argentina.

"For the gas pipeline to work, we need that participating
companies are state firms," Bolivian Hydrocarbons Minister
Andres Soliz Rada said, as quoted by Bolivian news agency ABI.

The Minister noted that Brazil's Petroleo Brasileiro SA is 60%
owned by multinational corporations.

The ownership of Petrobras could pose a problem to Bolivia's
participation in the project, El Universal says.

                        *    *    *

Fitch Ratings assigned these ratings on Bolivia:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    B-       Jun. 17, 2004
   Long Term IDR      B-       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     B-       Dec. 14, 2005


* BOLIVIA: President to Assume Leadership of Andean Trade Bloc
--------------------------------------------------------------
The government of Bolivia told Prensa Latina that President Evo
Morales will assume presidency of the Andean Community of
Nations aka CAN, a trade bloc between Andean nations, at the
coming summit in Quito.

Presidential spokesman Alex Contreras and Minister of Planning
Carlos Villegas made the announcement after President Morales
returned from a successful European tour, Prensa Latina relates.

The government informed Prensa Latina that President Morales
will keep on trying to save CAN.  According to Mr. Contreras,
the president will attempt again to integrate all four Andean
countries so that the bloc can regain its spirit and achieve its
objectives.

According to Prensa Latina, Messrs. Contreras and Villegas
agreed that President Morales will take the leadership post
vacated by Venezuela's President Hugo Chavez.  The Venezuelan
leader had left CAN, claiming that the free trade accords signed
by CAN members Colombia and Peru with the US had ruined
relations in the bloc.

                        *    *    *

Fitch Ratings assigned these ratings on Bolivia:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    B-       Jun. 17, 2004
   Long Term IDR      B-       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     B-       Dec. 14, 2005




===========
B R A Z I L
===========


BANCO NACIONAL: Disbursements Grow 48% to BRL3.8 Bil. in April
--------------------------------------------------------------
Disbursements of Banco Nacional de Desenvolvimento Econ"mico
e Social aka BNDES increased 48% in April of current year in
relation to the same month of 2005, reaching BRL3.8 billion,
against BRL2.5 billion released in same month of last year.
In the same period, approvals amounted to BRL3.77 billion,
representing an increase of 10% in relation to the BRL3.4
billion approved in April 2005.  Such expansion indicates
continuity in disbursement growth for next months, since it
is a subsequent phase to BNDES approvals.

Improvement in April performance was basically generated by the
industry demand, which accounted for disbursements of BRL2.3
billion. This amount is equivalent to an increase of 97% in
relation to the same month of prior year.  The infrastructure
area was also highlighted in April, with BRL1.1 billion, a
volume 21% over April 2005.

Disbursement to Trade and Services increased 9% at the same
basis of comparison, with a total of BRL148.8 million.  The only
drop in April occurred in Farming.  This sector accounted for
releases of BRL195 million, which represented a decrease of 41%
in April, hindering the consolidated performance for the month
to reach a higher level.

The April figures also showed another positive information -- a
reversal of the negative behavior of disbursements to exports.
In the first four months of the year, BNDES releases to this
sector increased 5% (until March there was a drop of 57%).  This
change occurred, basically, based on the increase - of 120% - of
releases to the mechanical industry, of US$293 million.  For the
consolidated result from January to April, releases to the
Social Area increased 73%, amounting to BRL326.9 million.

In the same period:

   -- approvals reached BRL11.64 billion, 5% over the volume
      approved in the first four months of 2005;

   -- eligibilities were BRL28.2 billion, 14% over the total
      in 2005 for the same period;

   -- consultations dropped 5%, amounting to BRL25.99 billion,
      and

   -- disbursements were BRL10.58 billion, 12% lower than the
      amount in 2005.

This performance, despite remaining negative, shows a clear
improvement in relation to the consolidated disbursement for the
months of January and March, when the drop reached 28%.

The financial agent with higher volume for transfers of BNDES
funds until April 2005 was Bradesco, with BRL1.2 billion, of
which 65.2% (BRL799 million) to micro, small and medium
enterprises.  The other four leading agents were, in order,

   -- Banco do Brasil, with BRL817 million, (34.7% to MSME)
   -- Unibanco, with BRL596 million (16.5% to MSME),
   -- Safra, with BRL282 million (43.7% to MSME) and
   -- Santander, with BRL261 million (15.2% to MSME).

                        *    *    *

As reported in the Troubled Company Reporter on March 3, 2006,
Standard & Poor's Ratings Services raised its foreign currency
counterparty credit rating on Banco Nacional de Desenvolvimento
Economico e Social S.A. aka BNDES to 'BB' with a stable outlook
from 'BB-' with a positive outlook.  The company's local
currency credit rating was also shifted to 'BB+' with a stable
outlook from 'BB' with a positive outlook.


BANCO PACTUAL: A. Esteves Appointed as UBS LatAm Chief Officer
--------------------------------------------------------------
Andre Esteves, one of the managers of Banco Pactual SA, has been
appointed by Swiss UBS AG aka UBS as the new Chief Executive
Officer and Chairman of UBS Latin America, Dow Jones Newswires
reports.

As reported in the Troubled Company Reporter on May 10, 2006,
UBS AG said it would buy Banco Pactual SA for US$2.6 billion in
order to enter Latin America's wealth management and investment
banking sector.  UBS would pay US$1 billion upfront and pay the
balance in five years depending on performance conditions.  The
bank also establish a retention pool of as much as US$500
million in UBS shares for Pactual and UBS employees, payable
from the fifth anniversary of closing.

Dow Jones relates that Mr. Esteves is currently the Managing
Partner of Banco Pactual.  The newly appointed executive will be
reporting to Huw Jenkins, the Chairman and Chief Executive
Officer of UBS Investment Bank.

Mr. Esteves will take the position upon the closing of the
Pactual acquisition, which is expected for September 2006.

                       About UBS

UBS, headquartered in Switzerland, is among the largest banking
conglomerates in the world, with an excellent franchise in its
activities of administering funds and managing third-party
resources.  At December 2005, UBS reported total assets of
US$1,566 billion, equity of US$39.5 billion and a net income of
US$11.2 million.  UBS entered the Brazilian market in 1998
through the purchase of Banco Omega S.A., changing the name at
the time to Banco Warburg Dillon Read S.A. It currently operates
under the name of Banco UBS (Brasil) S.A.

                   About Banco Pactual

Banco Pactual S.A. is headquartered in Rio de Janiero, Brazil.
At December 31, 2005, it had total assets of BRL20.8 billion
(CHF11.7 billion, USD 8.9 billion), shareholders' equity of
BRL625 million (CHF353 million, USD268 million), 343 employees
and 28 partners. On 13 June 2005, Moody's had withdrawn its
ratings on Banco Pactual S.A. (at the time B2/NP foreign
currency deposits, D- bank financial strength rating) for
business reasons, citing that the bank had no rated foreign
currency debt outstanding

                       *    *    *

As reported in the Troubled Company Reporter on May 12, 2006,
Fitch Ratings placed the credit ratings of Banco Pactual S.A.'s
and subsidiary Pactual Overseas Corporation's on Rating Watch
Positive following the agreement between the shareholders of
Pactual to sell the bank and its subsidiaries to UBS A.G.  The
'C/D' individual rating of Pactual was affirmed.  These ratings
were placed on RWP:

   Banco Pactual S.A.:

      -- Foreign and local currency issuer default rating 'BB-';
      -- Short-term foreign and local currency ratings 'B';
      -- National long-term rating 'A+(bra)';
      -- National short-term rating 'F1(bra)'; and
      -- Support rating '5'.

   Pactual Overseas Corporation:

      -- Foreign and local currency IDR 'BB-';
      -- Short-term foreign and local currency rating 'B'; and
      -- Support rating '4'.


BRASIL TELECOM: Will Launch Wi-Fi & VoIP Terminal by Year-End
-------------------------------------------------------------
Brasil Telecom Participacoes, a fixed line operator in Brazil,
will offer a unified Wi-Fi and VoIP terminal by the end of the
year, according to local tech service TI Inside.

Eugenio Pimenta, the company's director for products, told
Business News Americas, "With the terminal, BrT subscribers can
be connected in any place in the world where there is wireless
internet (Wi-Fi) access and make calls by voice over IP."

TI Inside states that BrT has worked with UTStarcom in
developing the technology.

BrT recently disclosed plans to offer fixed-mobile convergence
services this year, and has begun by adding the Motorola V3
handset.  The handset works as a local phone up to a range from
its home site, BNamericas reports.

                        *    *    *

Brasil Telecom SA is controlled by Brasil Telecom Participacoes
SA which is the publicly-listed holding company for 10 fixed-
line operating companies located in the western, central, and
southern regions of Brazil and in the Federal District region.

Brasil Telecom Participacoes' local currency long-term debt
carries Fitch's BB+ rating.


COMPANHIA VALE: Italian & Japanese Steelmakers Agree to 19% Hike
----------------------------------------------------------------
Brazilian iron ore producer Companhia Vale do Rio Doce aka CVRD
concluded the iron ore price negotiations for 2006 with Ilva
S.P.A., the largest Italian steel maker, and Japanese steel
mills.

The companies agreed that iron ore prices for Carajas aka SFCJ
and Southern System aka SSF fines increased by 19.0% relatively
to 2005.  Blast furnace pellets, both from Tubarao and Sao Luis,
will be reduced by 3.0%

CVRD reinforces its long-term commitment with clients, investing
a significant amount of resources, despite of rising investment
costs, in the production and logistics of iron ore.

For 2006, CVRD capex budget allocated US$2.1 billion for
investments in ferrous minerals.

Currently, CVRD is developing seven projects for iron ore and
pellet production capacity expansion, which will come on stream
between 2006 and 2008.

Headquartered in Rio de Janeiro, Brazil, Companhia Vale do Rio
Doce -- http://www.cvrd.com.br/-- engages primarily in mining
and logistics businesses. It engages in iron ore mining, pellet
production, manganese ore mining, and ferroalloy production, as
well as in the production of nonferrous minerals, such as
kaolin, potash, copper, and gold.

                        *    *    *

On Jan. 5, 2006, Fitch Ratings assigned a long-term foreign
currency rating of 'BB' to Vale Overseas Limited's proposed
US$300 million issuance due 2016.  Vale Overseas is a wholly
owned subsidiary of Companhia Vale do Rio Doce, a large
diversified mining company located in Brazil.  The notes are
unsecured obligations of Vale Overseas and are unconditionally
guaranteed by CVRD.  The obligation to guarantee the notes
rank pari passu with all of CVRD's other unsecured and
unsubordinated debt obligations.  Fitch expects the proceeds of
this issuance to be used for general corporate purposes and
primarily to pay down US$300 million of Vale Overseas' 9.0%
guaranteed notes due 2013.

Fitch also maintained these ratings for CVRD and CVRD Finance
Ltd., a wholly owned subsidiary of CVRD:

  -- CVRD foreign currency rating: 'BB', Outlook Positive;
  -- CVRD local currency rating: 'BBB' Outlook Stable;
  -- CVRD national scale rating: 'AAA(bra)', Outlook Stable;
  -- CVRD Finance Ltd.: series 2000-1 and series 2000-3:
     'BBB';
  -- CVRD Finance Ltd., series 2000-2 and series 2003-1: 'AAA'.


COMPANHIA ENERGETICA: Partners with CVRD to Start Aimores Plant
---------------------------------------------------------------
Companhia Energetica de Minas Gerais or Cemig and Companhia Vale
do Rio Doce has started commercial operations of the last 110MW
of the 330MW Aimores hydroelectric power project in the Doce
rive in Minas Gerais, Brazil, Business News Americas reports.

So far only 220MW has been authorized to start operations since
the fourth quarter of 2005, BNamericas says.

Cemig owns 49% stake in Aimores, while Companhia Vale owns 51%
stake, BNamericas relates.  The 35-year concession was awarded
in 2000 and construction started in 2001.

                     About Companhia Vale

Headquartered in Rio de Janeiro, Brazil, Companhia Vale do Rio
Doce -- http://www.cvrd.com.br/-- engages primarily in mining
and logistics businesses. It engages in iron ore mining, pellet
production, manganese ore mining, and ferroalloy production, as
well as in the production of nonferrous minerals, such as
kaolin, potash, copper, and gold.

                        About Cemig

Companhia Energetica de Minas Gerais --http://www.cemig.com.br/
-- is one of the largest and most important electric energy
utilities in Brazil due to its strategic location, its technical
expertise and its market.  Cemig's concession area extends
throughout nearly 96.7% of the State of Minas Gerais, Brazil.
Cemig owns and operates 52 power plants, of which six are in
partnership with private enterprises, relying on a predominantly
hydroelectric energy matrix.  Electric energy is produced to
supply more than 17 million people living in the state's 774
municipalities.  In addition to those 52 plants, another three
are currently under construction.

Cemig is also active in several other states, through ventures
for the generation or the commercialization of energy in these
Brazilian states: in Santa Catarina (generation), Rio de Janeiro
(commercialization and generation), Esprito Santo (generation)
and Rio Grande do Sul (commercialization).

                        *    *    *

Cemig's BRL312,500,000 12.7% debentures due Nov. 1, 2009, carry
Moody's B1 rating.

                        *    *    *

On Jan. 5, 2006, Fitch Ratings assigned a long-term foreign
currency rating of 'BB' to Vale Overseas Limited's proposed
US$300 million issuance due 2016.  Vale Overseas is a wholly
owned subsidiary of Companhia Vale do Rio Doce, a large
diversified mining company located in Brazil.  The notes are
unsecured obligations of Vale Overseas and are unconditionally
guaranteed by CVRD.  The obligation to guarantee the notes
rank pari passu with all of CVRD's other unsecured and
unsubordinated debt obligations.  Fitch expects the proceeds of
this issuance to be used for general corporate purposes and
primarily to pay down US$300 million of Vale Overseas' 9.0%
guaranteed notes due 2013.

Fitch also maintains these ratings for CVRD and CVRD Finance
Ltd., a wholly owned subsidiary of CVRD:

  -- CVRD foreign currency rating: 'BB', Outlook Positive;
  -- CVRD local currency rating: 'BBB' Outlook Stable;
  -- CVRD national scale rating: 'AAA(bra)', Outlook Stable;
  -- CVRD Finance Ltd.: series 2000-1 and series 2000-3:
     'BBB';
  -- CVRD Finance Ltd., series 2000-2 and series 2003-1: 'AAA'.


COMPANHIA VALE: Partners with Cemig to Operate Aimores Plant
------------------------------------------------------------
Companhia Energetica de Minas Gerais or Cemig and Companhia Vale
do Rio Doce has started commercial operations of the last 110MW
of the 330MW Aimores hydroelectric power project in the Doce
rive in Minas Gerais, Brazil, Business News Americas reports.

So far only 220MW has been authorized to start operations since
the fourth quarter of 2005, BNamericas says.

Cemig owns 49% stake in Aimores, while Companhia Vale owns 51%
stake, BNamericas relates.  The 35-year concession was awarded
in 2000 and construction started in 2001.

                     About Companhia Vale

Headquartered in Rio de Janeiro, Brazil, Companhia Vale do Rio
Doce -- http://www.cvrd.com.br/-- engages primarily in mining
and logistics businesses. It engages in iron ore mining, pellet
production, manganese ore mining, and ferroalloy production, as
well as in the production of nonferrous minerals, such as
kaolin, potash, copper, and gold.

                        About Cemig

Companhia Energetica de Minas Gerais --http://www.cemig.com.br/
-- is one of the largest and most important electric energy
utilities in Brazil due to its strategic location, its technical
expertise and its market.  Cemig's concession area extends
throughout nearly 96.7% of the State of Minas Gerais, Brazil.
Cemig owns and operates 52 power plants, of which six are in
partnership with private enterprises, relying on a predominantly
hydroelectric energy matrix.  Electric energy is produced to
supply more than 17 million people living in the state's 774
municipalities.  In addition to those 52 plants, another three
are currently under construction.

Cemig is also active in several other states, through ventures
for the generation or the commercialization of energy in these
Brazilian states: in Santa Catarina (generation), Rio de Janeiro
(commercialization and generation), Esprito Santo (generation)
and Rio Grande do Sul (commercialization).

                        *    *    *

Cemig's BRL312,500,000 12.7% debentures due Nov. 1, 2009, carry
Moody's B1 rating.

                        *    *    *

On Jan. 5, 2006, Fitch Ratings assigned a long-term foreign
currency rating of 'BB' to Vale Overseas Limited's proposed
US$300 million issuance due 2016.  Vale Overseas is a wholly
owned subsidiary of Companhia Vale do Rio Doce, a large
diversified mining company located in Brazil.  The notes are
unsecured obligations of Vale Overseas and are unconditionally
guaranteed by CVRD.  The obligation to guarantee the notes
rank pari passu with all of CVRD's other unsecured and
unsubordinated debt obligations.  Fitch expects the proceeds of
this issuance to be used for general corporate purposes and
primarily to pay down US$300 million of Vale Overseas' 9.0%
guaranteed notes due 2013.

Fitch also maintains these ratings for CVRD and CVRD Finance
Ltd., a wholly owned subsidiary of CVRD:

  -- CVRD foreign currency rating: 'BB', Outlook Positive;
  -- CVRD local currency rating: 'BBB' Outlook Stable;
  -- CVRD national scale rating: 'AAA(bra)', Outlook Stable;
  -- CVRD Finance Ltd.: series 2000-1 and series 2000-3:
     'BBB';
  -- CVRD Finance Ltd., series 2000-2 and series 2003-1: 'AAA'.


ESPIRITO SANTO: Moody's Reviews B2 Rating for Possible Downgrade
----------------------------------------------------------------
Moody's Investors Service has placed the B2 foreign currency
rating of Espirito Santo Centrais Eletricas S.A.'s or Escelsa's
outstanding senior unsecured notes due 2007 on review for
possible upgrade.

The review is prompted by Escelsa's higher than anticipated
deleverage following the completion of the organizational
restructuring of EDP's subsidiaries in Brazil in 2005, with
overall significantly improved credit metrics.  In addition,
Moody's notes the improvement in the company's corporate
governance and transparency following the adoption by Energias
do Brasil (the group's ultimate holding company in Brazil) of
Bovespa's Novo Mercado standards.

The review will focus on the company's ability to generate free
cash flows and maintain an adequate liquidity position going
forward, considering its planned investments and dividend
policy.  Also, the review will focus on Escelsa's debt
refinancing strategy for the debt maturing in the coming months,
including the senior unsecured notes due 2007 rated by Moody's.
Moreover, the review will consider the implicit support of EDP -
Energias de Portugal S.A. (rated A2, stable outlook) to Escelsa,
according to Moody's methodology with respect to ratings of non-
guaranteed subsidiaries.

Headquartered in Vitoria, Brazil, Escelsa has a 30-year
concession until 2025 to distribute electricity in the state of
Espirito Santo in southeastern Brazil, having reported net
revenues of BRL1.2 billion, around US$508 million and net profit
of BRL130 million about US$53 million in the last twelve months
through March 31, 2006.


GOL LINHAS: Files Shelf Registration with U.S. SEC
--------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., Brazil's low-fare, low-cost
airline, has filed a registration statement with the U.S.
Securities and Exchange Commission for a proposed primary
offering of 2,500,000 of the company's preferred shares and a
proposed secondary offering by the ASAS Investment Fund, a fund
of GOL's controlling shareholders, of 10,000,000 preferred
shares.  The preferred shares will be offered in the form of
American depositary shares, or ADSs, in an international
offering and in the form of preferred shares in a concurrent
Brazilian offering that will be registered with the Brazilian
Securities Commission or CVM.  GOL and the selling shareholder
will also grant the international and Brazilian underwriters an
option to purchase up to an additional 1,875,000 preferred
shares to cover over-allotments, if any.

GOL also filed a registration statement with the SEC for a
proposed international offering of convertible notes due 2026
and a registration statement with the CVM for a proposed
Brazilian offering of convertible debentures due 2026.  The
total amount of these offerings will be approximately US$100
million.  The offerings will be registered with the SEC and the
CVM.  GOL also expects to grant the underwriters an option to
purchase up to an additional US$15 million principal amount of
convertible notes and debentures to cover over-allotments, if
any.

GOL intends to use the net proceeds from the global share and
convertible bond offerings to finance the acquisition of
aircraft, equipment and materials.

The international offerings will be led by Morgan Stanley as
bookrunning manager. The Brazilian offerings will be led by
Banco Morgan Stanley Dean Witter S.A. and Banco Santander Brasil
S.A, as joint-bookrunners.  Morgan Stanley will be the global
coordinator of the proposed offerings.

Registration statements relating to these securities have been
filed with the Securities and Exchange Commission but have not
yet become effective.  These securities may not be sold nor may
offers to buy be accepted prior to the time the registration
statements become effective.

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such state.

When available, copies of the preliminary prospectus may be
obtained from:

             Morgan Stanley & Co. Incorporated
             180 Varick Street
             New York, NY 10014
             E-mail: prospectus@morganstanley.com


                        *    *    *

On March 21, 2006, Moody's Rating Services assigned a Ba2 rating
on Gol's Long-Term Corporate Family Rating.


NOVELIS INC: Lenders Agree to Fin'l Statement Filing Extension
--------------------------------------------------------------
Novelis Inc.'s (NYSE: NVL)(TSX: NVL) lenders have agreed to
waive Novelis' non-compliance with the provision of its Jan. 7,
2005, Credit Agreement that requires the Company to furnish
timely consolidated financial statements in the 2005 Annual
Report on Form 10-K and the Form 10-Qs for the first, second and
third quarters of 2006.  This waiver extends until Sept. 29,
2006, the deadline for filing the Annual Report for 2005.  The
quarterly filings for the first, second and third quarters of
2006 must be completed by Oct. 31, 2006, Nov. 30, 2006, and Dec.
29, 2006, respectively.  The waiver also extends until June 15,
2006, the deadline for filing the third quarter of 2005, and the
re-stated first and second quarters of 2005.

On May 5, 2006, the Company applied to the Ontario Superior
Court of Justice for an order extending the time for holding the
annual meeting date to a date not later than Dec. 31, 2006.
Novelis received the order on May 9, 2006, allowing it to extend
the date.  The Company is currently evaluating the time that
will be required to complete, print and mail its 2005 Annual
Report.  Once this analysis is finalized, the Company will
announce the new date for the annual meeting and record date.

A full-text copy of the Credit Agreement is available at no
charge at http://ResearchArchives.com/t/s?7fc

Based in Atlanta, Georgia, Novelis Inc. (NYSE: NVL)(TSX: NVL) --
http://www.novelis.com/ -- provides customers with a regional
supply of technologically sophisticated rolled aluminum products
throughout Asia, Europe, North America, and South America.  The
company operates in 11 countries and has approximately 13,000
employees.  Through its advanced production capabilities, the
company supplies aluminum sheet and foil to the automotive and
transportation, beverage and food packaging, construction and
industrial, and printing markets.

Novelis South America operates two rolling plants and primary
producton facilities in Brazil.  The company's Pindamonhangaba
rolling and recycling facility in Brazil is the largest aluminum
rolling and recycling facility in South America and the only one
capable of producing can body and end stock.  The plant recycles
primarily used beverage cans, and is engaged in tolling recycled
metal for our customers.

                          *     *     *

As reported in the Troubled Company Reporter on April 11, 2006,
Standard & Poor's Ratings Services placed its 'BB-' long-term
corporate credit and bank loan ratings and 'B' senior unsecured
debt rating on Novelis Inc. on CreditWatch with negative
implications.


NOVELIS INC: Moody's Reviews Low-B Ratings & May Downgrade
----------------------------------------------------------
Moody's Investors Service placed the ratings of Novelis Inc.,
and its subsidiary, Novelis Corporation, under review for
possible downgrade.  In a related rating action, Moody's changed
Novelis Inc's speculative grade liquidity rating to SGL-3 from
SGL-2.

While Moody's expects the company to file its Form 10Q for the
third quarter 2005 and restated second and first quarter 2005
Form 10Q's within the time frame provided by the fourth waiver,
the review is prompted by the company's further push-out of the
time frame in which the Form 10K for 2005 and the Form 10Q's for
each of the first three quarters of 2006 will be provided.

Under the company's fourth waiver with the lenders in the
revolving credit and the term loan B facilities the deadline for
filing the Form 10Q's for the first three quarters of 2005 is
extended to June 15, 2006, the 2005 K is extended to
September 29, 2006, while the filing dates for the first, second
and third quarter 10Q's are extended to October 31, 2006,
November 30, 2006, and December 29, 2006, respectively.

While Moody's notes the company disclosed that debt has been
reduced by approximately US$380 million since the spin-off,
bringing total debt to approximately US$2.5 billion, the lack of
timely audited financials and quarterly Form 10Q's continues to
result in uncertainty over the company's financial performance.

In the event the company is not able to meet the revised filing
dates Moody's would consider withdrawing the company's ratings
at that time.

The change in the speculative grade liquidity rating to SGL-3 is
driven principally by concerns over liquidity available from
external sources.  The continued need to obtain waivers from the
bank group to extend the date required for the delivery of
financial statements makes Novelis vulnerable to the decisions
by the banks on a relatively short time scale.

While the banks have been amenable to date in providing waivers,
there is no assurance that they would do so going forward.
Given the shorter than twelve month time horizon provided by the
waivers, Moody's methodology for SGL ratings would consider
amounts drawn, either under the revolver or the term loans, to
represent a debt maturity over the next several months.

In addition, given the continued strengthening in aluminum
prices and Moody's expectation that working capital requirements
will increase on the significant price run-up since the
beginning of 2006, continued availability under the revolver
remains a key issue.

Downgrades:

Issuer: Novelis Inc.

   * Speculative Grade Liquidity Rating, Downgraded to SGL-3
     from SGL-2

On Review for Possible Downgrade:

Issuer: Novelis Corporation

   * Senior Secured Bank Credit Facility, Placed on Review for
     Possible Downgrade, currently Ba2

Issuer: Novelis Inc.

   * Corporate Family Rating, Placed on Review for Possible
     Downgrade, currently Ba3
   * Senior Secured Bank Credit Facility, Placed on Review for
     Possible Downgrade, currently Ba2
   * Senior Unsecured Regular Bond/Debenture, Placed on Review
     for Possible Downgrade, currently B1

Outlook Actions:

Issuer: Novelis Corporation

   * Outlook, Changed To Rating Under Review From Stable

Issuer: Novelis Inc.

   * Outlook, Changed To Rating Under Review From Stable

Headquartered in Atlanta, Georgia, Novelis Inc. is the world's
leading aluminum rolled products producer.  Revenues were US$7.8
billion in 2004.

Novelis South America operates two rolling plants and primary
producton facilities in Brazil.  The company's Pindamonhangaba
rolling and recycling facility in Brazil is the largest aluminum
rolling and recycling facility in South America and the only one
capable of producing can body and end stock.  The plant recycles
primarily used beverage cans, and is engaged in tolling recycled
metal for our customers.




===========================
C A Y M A N   I S L A N D S
===========================


AMMC CDO: Last Day to File Proofs of Claim Is Today
---------------------------------------------------
Martin Couch and Mike Hughes, the liquidators of AMMC CDO I
Limited, will stop accepting creditors' proofs of claim today,
May 19, 2006.  Those who fail to submit their proofs of claims
will be excluded from receiving the benefit of any distribution
that the company will make.

Creditors are required to send by May 19 their full names,
addresses, descriptions, the full particulars of their debts or
claims, and the names and addresses of their lawyers, if any, to
the liquidators.

The company started liquidating assets on March 29, 2006.

The liquidators can be reached at:

        Martin Couch
        Mike Hughes
        Maples Finance Limited
        P.O. Box 1093, George Town
        Grand Cayman, Cayman Islands


ARGENT NIM 2003-N4: Liquidators Stop Accepting Claims Today
-----------------------------------------------------------
Mora Goddard and Emile Small, liquidators of Argent Nim 2003-N4
will stop accepting creditors' proofs of claims today, May 19,
2006.

Creditors are required to present proofs of claim personally or
through their solicitors at the time and place that the
liquidators specified.  Failure to present claims would mean
exclusion from the benefit of any distribution that the company
will make.

The company started liquidating assets on April 5, 2006.

The liquidators can be reached at:

           Mora Goddard
           Emile Small
           Maples Finance Limited
           P.O. Box 1093, George Town
           Grand Cayman, Cayman Islands


ARGENT NIM 2003-N5: Filing of Proofs of Claim Ends Today
--------------------------------------------------------
The filing of creditors' proofs of claim against Agent Nim 2003-
N5 will end today, May 19, 2006.  Those who fail to submit their
proofs of claim will be excluded from receiving any distribution
or payment that the company will make.

Creditors are required to send by May 19 their full names,
addresses, descriptions, the full particulars of their debts or
claims, and the names and addresses of their lawyers, if any, to
Mora Goddard and Emile Small, the company's liquidators.

The company began liquidating assets on April 5, 2006.

The liquidators can be reached at:

        Mora Goddard
        Emile Small
        Maples Finance Limited
        P.O. Box 1093, George Town
        Grand Cayman, Cayman Islands


C & B HOLDINGS: Liquidator Presents Wind Up Accounts Today
----------------------------------------------------------
Shareholders of C & B Holdings Limited will gather for a final
meeting today, May 19, 2006, at:

             Maples Finance Limited
             Queensgate House, George Town,
             Grand Cayman, Cayman Islands,

Accounts on the company's liquidation process will be presented
during the meeting.

As reported in the Troubled Company Reporter on March 22, 2006,
C & B Holdings started liquidating assets on Feb. 15, 2006.
Creditors of the company were required to submit particulars of
their debts or claims on or before April 6, 2006, to Richard
Gordon and Jon Roney, the company's appointed liquidators.

The liquidators can be reached at:

            Richard Gordon
            Jon Roney
            Maples Finance Limited
            P.O. Box 1093, George Town
            Grand Cayman, Cayman Islands


CALIBRE 2003-III: Final Shareholders Meeting Is Set for Today
-------------------------------------------------------------
Calibre 2003-III, Ltd., will hold a final shareholders meeting
today, May 19, 2006, at:

            Maples Finance Limited
            Queensgate House, George Town
            Grand Cayman, Cayman Islands

Accounts on the company's liquidation process will be presented
during the meeting.

As reported in the Troubled Company Reporter on May 18, 2006,
Calibre 2003-III started liquidating assets on March 28, 2006.
Creditors of the company are required to submit particulars of
their debts or claims on or before today, May 19, 2006, to
Martin Couch and Jon Roney, the company's appointed liquidators.

Parties-in-interest may contact the liquidator at:

            Martin Couch
            Jon Roney
            Maples Finance Limited
            P.O. Box 1093, George Town
            Grand Cayman, Cayman Islands


KOVER LIMITED: Glen Trenouth Presented Liquidation Account
----------------------------------------------------------
Kover Limited held a final general meeting yesterday, May 18,
2006, at 10:00 a.m. at:

           BDO Tortuga, 5th Floor
           Zephyr House, Mary Street
           Grand Cayman, Cayman Islands

Accounts on the company's liquidation process was presented
during the meeting.  The shareholders authorized the liquidator
to retain the records of the company for a period of five years,
starting from the dissolution of the company.  Destruction of
the records would then be allowed after five years.

As reported in the Troubled Company Reporter on March 29, 2006,
Kover Limited started liquidating assets on Jan. 9, 2006.  Glen
Trenouth, the company's liquidator, stopped verifying creditors'
proofs of claims on April 6, 2006.

The company's liquidator can be reached at:

         Glen Trenouth
         P.O. Box 31118 SMB
         Grand Cayman, Cayman Islands
         Telephone: (345) 943-8800
         Facsimile: (345) 943-8801


OBEREK II: Holds Final Shareholders Meeting Today
-------------------------------------------------
Oberek II Limited will hold a final shareholders meeting today,
May 19, 2006, at:

           Maples Finance Limited
           Queensgate House, George Town
           Grand Cayman, Cayman Islands

Accounts on the company's liquidation process will be presented
during the meeting.

As reported in the Troubled Company Reporter on March 31, 2006,
the company started liquidating assets on Feb. 17, 2006.
Creditors were given until April 6, 2006 to submit claims.

The liquidators can be reached at:

             Martin Couch
             Emile Small
             Maples Finance Limited
             P.O. Box 1093, George Town
             Grand Cayman, Cayman Islands


TORUS (HY-JAPAN): Sets Final Shareholders Meeting Today
-------------------------------------------------------
Shareholders of Torus (Hy-Japan) Limited will gather for a final
Meeting today, May 19, 2006, at:

             Maples Finance Limited
             Queensgate House, George Town
             Grand Cayman, Cayman Islands

Accounts on the company's liquidation process will be presented
during the meeting.

As reported in the Troubled Company Reporter on March 30, 2006,
the company started liquidating assets on Feb. 15, 2006.
Creditors of the company were given until April 6, 2006, to
submit proofs of claim to Steven O' Connor and Emile Small, the
company's liquidators.

The liquidators can be reached at:

             Steven O'Connor
             Emile Small
             Maples Finance Limited
             P.O. Box 1093, George Town
             Grand Cayman, Cayman Islands




===============
C O L O M B I A
===============


BANCAFE: Gov't Sets COP1.1 Tril. Minimum Sale Price for Company
---------------------------------------------------------------
The government of Colombia decided to set the minimum price for
the auction of state-owned bank, Bancafe aka Granbanco-Bancafe,
at COP1.1 trillion for private entities, Business News Americas
reports.

Fogafin, the government deposit insurance fund, will open the
bidding process for the bank's employees, cooperatives and
pension funds next week at COP1.09 trillion, BNamericas relates.

Two months after, the government will hold another bidding
process for private firms and investors for COP1.1 trillion,
BNamericas states.  The government posted in its Web site that
the public offering will start in late July or at the start of
August.

Colombia's President Alvaro Uribe told BNamericas that the
government will take advantage of Bancafe's recovery after
securing the funding of pensions, debt payments and payments to
employees in order to sell it in a transparent way in a public
offering.

BNamericas relates that the sale of Bancafe will generate great
interest in the Colombian financial system.

Rafael Gonzalez, the president of credit ratings agency BRC,
informed BNamericas that Bancafe has a strong branch network and
franchise.   According to him, Bancafe is a universal bank that
caters to almost all segments in Colombia, so it attracts both
local and foreign buyers.

Helena de la Torre, assistant director of Colombian ratings
agency Duff and Phelps aka DCR, was quoted by BNamericas as
saying, "Such a large network would allow the purchaser to
finance an important loan growth in Colombia.  Bancafe's loan
portfolio is very healthy and represents a good opportunity,
given the recent M&A trend in Colombia,"

Bancafe was formed by the merging of Bancafe assets and part of
Granahorrar, a local mortgage bank, in March 2005.  To save them
from bankruptcy when the country was hit by financial crisis in
the late 90s, the government had taken control of the banks.


* COLOMBIA: Farmers Allege Free Trade Accord with US Unreliable
---------------------------------------------------------------
Colombia's poultry farmers complained to Prensa Latina that the
free trade agreement with the United States has tricked them,
saying that the terms initially agreed between the two countries
for the farming sector have been modified.

According to Prensa Latina, most Colombians and local experts
say that the agreement is risky for the national economy,
especially for the farming sector.

The negotiation was reopened when inconsistencies in the English
text were found, which results in even more disadvantages for
Colombian farmers, Jorge Enrique Bedoya, the head of the
National Poultry Farmers' Federation aka FENAVI, told the press.

Mr. Bedoya affirmed to Prensa Latina that when a Colombian top-
level delegation traveled to Washington last week to resolve the
contradictions, they instead agreed to import to Colombia aged
US hens, which US poultry farmers regard as waste since they are
sterile.

The Colombian government agreed to delay the signing of the
agreement until August, Prensa Latina reports.

                        *    *    *

On May 30, 2005, Fitch Ratings has affirmed Colombia's ratings
as:

      -- Long-term foreign currency 'BB';
      -- Country ceiling 'BB';
      -- Local currency 'BBB-';
      -- Short-term 'B'.

Fitch said the Rating Outlook is Stable.


* COLOMBIA: IFC Invests Up to US$15 Mil. in Oil and Gas Sector
--------------------------------------------------------------
The International Finance Corporation, the private sector arm of
the World Bank Group, has signed an agreement to purchase equity
worth up to US$15 million in Grupo Petrotesting, a Colombian oil
and gas company.

Petrotesting shares with IFC a commitment to sustainable
development, and the collaboration aims both to channel oil and
gas royalties more effectively toward efforts to reduce poverty
and to implement best practice environmental and social
programs.  Petrotesting, an entrepreneurial company at an early
growth stage, will use IFC's equity investment to strengthen its
expansion strategy in Latin America.

"This transaction reaffirms IFC's commitment to supporting the
growth of Colombian companies that are operating in the local
oil and gas sector.  Petrotesting's commitment to long-term
sustainable development in Colombia and the Andean region and
its strong growth potential are important factors in making this
investment," said Rashad Kaldany, IFC's Director for Oil, Gas,
Mining, and Chemicals.

Frank Kanayet, Chairman of Petrotesting, said, "We are very
pleased with the IFC investment.  This will allow us to
accelerate the development of our assets and to expand our
operations, both in Colombia and internationally."

Atul Mehta, IFC's Director for Latin America, noted, "The
financing to Petrotesting fits well with IFC's strategy of
supporting local oil and gas companies in Colombia that are
looking for sustainable growth and sound expansion in the
region."

Manuel Gonzalez, Executive Vice President of Petrotesting, said,
"Having IFC as our partner will help us access global markets
and continue with our social and environmental work.  This is
important as we continue to build a better country, where peace
can be a reality."

IFC's total portfolio in Colombia was US$280 million as of June
2005. Since Colombia joined IFC in 1956, the Corporation has
provided US$1.4 billion, including syndications, for 58
companies.

IFC's strategy in Colombia involves increasing support to
strategic sectors for economic growth in the context of free
trade agreements. This strategy includes financing
infrastructure projects, such as port expansion and road and
airport concessions, as well as support to companies in the
logistic services sector.  In addition, IFC seeks to finance oil
and gas companies that are expanding in the region.  The
financial sector also continues to be one of IFC's priorities in
Colombia, with special emphasis on housing finance and
microfinance, as well as strengthening local capital markets and
improving corporate governance.

                        *    *    *

On May 30, 2005, Fitch Ratings has affirmed Colombia's ratings
as:

      -- Long-term foreign currency 'BB';
      -- Country ceiling 'BB';
      -- Local currency 'BBB-';
      -- Short-term 'B'.

Fitch said the Rating Outlook is Stable.




===================
C O S T A   R I C A
===================


* COSTA RICA: Faces Possible Increase in Gasoline Prices
--------------------------------------------------------
Costa Rica may have another increase in the prices of gasoline,
Inside Costa Rica reports.

Inside Costa Rica states that after the prices of gasoline had
increased by CRC51 a liter for both super and regular last week,
Refinadora Costarricense de Petroleo aka Recope requested
another price hike due to the rising price of international
crude.

According to Inside Costa Rica, the prices of gasoline are
deemed to increase to:

  -- CRC552 from CRC526 a liter for super, a CRC26 boost,
  -- CRC531 from CRC504 a liter for regular, CRC27 increase,
  -- CRC378 from CRC344 a liter for diesel, a CRC39 raise.

Inside Costa Rica relates that for the new prices to take
effect, the request must have the approval of the Autoridad
Reguladora de Servicios Publicos aka Aresep and be published in
La Gaceta, the official government publication.

However, the Legislative Assembly has yet to appoint a new
regulator due to a change of government on May 8, according
Inside Costa Rica.  It would take the Legislative Assembly at
least three or four weeks.  Because of this, no approval can be
given until a new regulator is appointed.  Then it will take up
to 15 days for public hearings and the mandatory publication of
the approval will take five days.

Inside Costa Rica estimates that the new prices, if approved,
will not be implemented until the middle or the end of June.

Costa Rica already has the highest gasoline in Central America
unless President Oscar Arias gets a deal for better oil with
Venezuela, Inside Costa Rica reports.

                        *    *    *

Costa Rica is rated by Moody's:

   -- CC LT Foreign Bank Depst Ba2
   -- CC LT Foreign Curr Debt  Ba1
   -- CC ST Foreign Bank Depst NP
   -- CC ST Foreign Curr Debt  NP
   -- Foreign Currency LT Debt Ba1
   -- Local Currency LT Debt   Ba1

Fitch assigned these ratings to Costa Rica:

   -- Foreign currency long-term debt, BB
   -- Local currency long-term debt, BB
   -- Foreign currency short-term debt, B

Costa Rica carries these ratings from Standard & Poor's:

   -- Foreign Currency LT Debt BB
   -- Local Currency LT Debt   BB+
   -- Foreign Currency ST Debt B
   -- Local Currency ST Debt   B




=======
C U B A
=======


* CUBA: Saves US$60 Mil. Due to Reduction in Energy Consumption
---------------------------------------------------------------
Cuba will be able to save US$60 million yearly if the reduction
in energy consumption continues, Prensa Latina reports.

Prensa Latina reveals that energy consumption was reduced by two
million kWh, about 600 tons of fuel per day.

The country's President Fidel Casto informed Prensa Latina that
this is due to:

   -- the elevated consciousness of the Cuban family and the
      productive and servicing sectors,

   -- the introduction of efficient generation technologies,

   -- the mass distribution of modern, low-energy consuming
      electrical equipment, and

   -- saving due to the increase in energy prices for those
      consuming beyond 100 kWh per month.

Cuba has produced over 6,400 distribution transformers, carried
out 87,000 works in power supplies renovation, and installed
generators synchronized to the National Electro-energy System,
Prensa Latina relates.

                        *    *    *

Moody's assigned these ratings on Cuba:

      -- CC LT Foreign Bank Depst, Caa2
      -- CC LT Foreign Curr Debt, Caa1
      -- CC ST Foreign Bank Depst, NP
      -- CC ST Foreign Curr Debt, NP
      -- Issuer Rating, Caa1


* CUBA: Will Ship 72,000 Tons of Cement to Jamaica
--------------------------------------------------
Cuba will send 72,000 tons of bagged and bulk cement to Jamaica,
the Jamaica Information Service reports.

Based on a report from a delegation headed by Dennis Morrison
-- the chief technical director in Jamaica's ministry of
development -- talks to secure a contract for the delivery of
the cement were completed and is now awaiting concurrence from
the solicitor general, Senator Colin Campbell, the minister for
information and development, said during a post-Cabinet press
briefing at the Jamaica House.

The delegation had visited Cuba over the weekend, JIS says.

According to JIS, the government is currently finalizing a
schedule for the shipment the cement.

Mr. Campbell told JIS that the arrangements for the shipment of
the 72,000 tons represented an 8,000 tons growth over the 64,000
tons he had previously announced.  "This will be divided into
32,000 tons of bagged and 40,000 of bulk," the minister said.

Mr. Campbell said that two deliveries are proposed for June,
another two for July and a final shipment will be in August, JIS
reports.

                        *    *    *

Moody's assigned these ratings on Cuba:

      -- CC LT Foreign Bank Depst, Caa2
      -- CC LT Foreign Curr Debt, Caa1
      -- CC ST Foreign Bank Depst, NP
      -- CC ST Foreign Curr Debt, NP
      -- Issuer Rating, Caa1




===================================
D O M I N I C A N   R E P U B L I C
===================================


FALCONBRIDGE LTD: Gets Xstrata Cash Offer for CDN$16.1 Billion
--------------------------------------------------------------
Falconbridge Limited reported that Xstrata plc offered to
acquire the Company's outstanding common shares not already
owned by the Xstrata group for CDN$52.50 in cash per
Falconbridge share or CDN$16.1 billion in total (approximately
US$14.6 billion) valuing the total common share capital of
Falconbridge at approximately CDN$20 billion (approximately
US$18.1 billion).  The Offer will be open until Friday, July 7,
2006.  The offer and offering circular is expected to be filed
on May 18, 2006, and mailed to Falconbridge shareholders.

The combination of Xstrata and Falconbridge (Enlarged Group)
will create the world's fifth largest diversified mining
company, with leading market positions in copper, nickel,
thermal and metallurgical coal, zinc, together with ferroalloys
and a world-class pipeline of growth projects.  Xstrata believes
there is a compelling strategic rationale for and substantial
benefits to be gained from the combination of the two businesses
and that the transaction is in the best interests of both
Xstrata and Falconbridge and their respective shareholders,
customers, employees and other stakeholders.

Xstrata's offer price represents a premium of:

   -- 12.3% over the value of the revised offer reported by Inco
      Limited in its competing offer for Falconbridge, based
      upon the May 5 closing price on the TSX of Inco shares,
      the last trading day prior to the announcement of the
      proposed offer by Teck Cominco Limited to acquire Inco,
      and assuming full proration of the share and cash
      consideration in accordance with the terms of Inco's
      offer; and

   -- 11.2% over the closing price of CDN$47.23 per Falconbridge
      share on May 5, 2006, the last trading day prior to the
      announcement of Teck Cominco's proposed offer for Inco.

            Financing of the Falconbridge Acquisition

New bank debt facilities have been underwritten by Barclays Bank
PLC, Deutsche Bank AG London, JP Morgan Chase Bank, N.A. and The
Royal Bank of Scotland plc.  These new syndicated loan
arrangements have been entered into expressly to:

   -- provide debt financing for the Falconbridge Acquisition,

   -- refinance Xstrata's existing bank debt and certain
      existing indebtedness of Falconbridge, and

   -- provide working capital facilities for the Enlarged Group.

Xstrata's acquisition of Falconbridge is conditional, among
other things, on approval by Xstrata shareholders at a meeting
to be held in June, certain regulatory consents (including
Investment Canada approval) and valid acceptances of the Xstrata
Offer which, together with the Falconbridge shares already owned
by the Xstrata group, constitute at least 66-2/3% of the
Falconbridge shares on a fully-diluted basis.  Once the 66-2/3%
acceptance level is met, Xstrata intends to take steps to
acquire any outstanding Falconbridge shares.  Xstrata may waive
the conditions of the Xstrata Offer in certain circumstances.

If the Falconbridge Acquisition is completed, Xstrata has
committed to undertake one or more equity capital offerings to
refinance a portion of the new debt facilities.  Deutsche Bank
and J.P. Morgan Securities Ltd. have irrevocably undertaken to
underwrite any future equity offering to raise funds to repay
any amounts outstanding, under a US$7 billion subordinated debt
facility agreement, to raise, in aggregate, such amount as is
required to pay or repay any amounts then outstanding under the
Equity Bridge Facility Agreement, together with costs and
expenses.  The Refinancing Amount will be raised by way of an
underwritten rights issue of ordinary shares to existing Xstrata
shareholders, unless Xstrata, with the prior approval of
Deutsche Bank and JPMorgan Cazenove Limited, determines
otherwise.

The timing and terms of any such equity offering or offerings
will be based on an assessment of the Enlarged Group's capital
structure following the successful acquisition of Falconbridge.
Xstrata is committed to maintaining a solid investment grade
credit rating.  The directors of Xstrata are confident that any
rights issue will be fully supported by Glencore International
AG.

                   Benefits of the Acquisition

Xstrata is confident that its acquisition of Falconbridge will
deliver significant benefits to the operations, employees and
stakeholders of Falconbridge.  Given the Group's stated growth
strategy, Xstrata believes its position, as a major and long-
term direct investor in its Canadian businesses, will be of
material overall benefit to Canada.  Xstrata therefore expects
to receive the necessary clearance under the Investment Canada
Act in due course.  Xstrata is also confident that the Xstrata
Offer will not encounter substantive anti-trust issues in
Canada, the United States or Europe and will promptly receive
the necessary competition authority clearances.

Xstrata currently owns 73,665,996 Falconbridge shares,
representing approximately 19.8% of Falconbridge's issued share
capital.  At the Xstrata offer price of CDN$52.50 per
Falconbridge share, the average cost per share of acquiring all
of Falconbridge's shares, including those already owned, will be
approximately CDN$47.76.  Xstrata's Directors believe that the
Falconbridge Acquisition will be substantially earnings per
share and cash flow per share accretive in the first full year
of consolidation.

"The proposed combination of Falconbridge and Xstrata will
create an outstanding global mining company, ideally positioned
to create further value for all stakeholders through active
involvement in the ongoing consolidation of our industry," Mick
Davis, Xstrata Chief Executive, said.  "I believe our all cash
offer of CDN$52.50 per share delivers to Falconbridge
shareholders a compelling opportunity to realise a guaranteed
cash value with no market and minimal regulatory risk and is
significantly superior to the revised offer that Inco has made
for Falconbridge.

                         Inco Offer

Without any prior discussion with Xstrata, Falconbridge's
largest shareholder, Inco and Falconbridge reported in October
an offer by Inco to purchase the entire issued common share
capital of Falconbridge and entered into a support agreement,
which Xstrata believes was structured unduly in favor of Inco.
This agreement includes, amongst other things, restrictive non-
solicitation covenants, an opportunity for Inco to match any
third-party offer within a 7-day period and a break fee (which
is likely to be payable by Falconbridge to Inco).  A revised
Inco offer was reported in the Troubled Company Reporter on
May 15, 2006, and approved by Falconbridge's board, which also
agreed to increase the break fee by 40% to US$450 million, in an
apparent attempt to thwart a superior offer by Xstrata.  Its
effect is to deprive Falconbridge shareholders of a further
US$130 million of value.

The Offer is being made by Xstrata Canada Inc., a wholly owned
indirect subsidiary of the Company.

                        About Xstrata

Xstrata plc -- http://www.xstrata.com-- is a major global
diversified mining group, listed on the London and Swiss stock
exchanges.  The Group is and has approximately 24,000 employees
worldwide, including contractors.

Xstrata maintains a meaningful position in six major
international commodity markets: copper, coking coal, thermal
coal, ferrochrome, vanadium and zinc, with additional exposures
to gold, lead and silver. The Group's operations and projects
span four continents and nine countries: Australia, South
Africa, Spain, Germany, Argentina, Peru, Colombia, the UK and
Canada.

                     About Falconbridge

Headquartered in Toronto, Ontario, Falconbridge Limited
(TSX:FAL.LV)(NYSE: FAL)  -- http://www.falconbridge.com/
-- produces nickel products.  The Company owns nickel mines in
Canada and the Dominican Republic and operates a refinery and
sulfuric acid plant in Norway.  It is also a major producer of
copper (38% of sales) through its Kidd mine in Canada and its
stake in Chile's Collahuasi and Lomas Bayas mines.  Its other
products include cobalt, platinum group metals, and zinc.

                        *    *    *

Falconbridge's CDN$150 million 5% convertible and callable bonds
due April 30, 2007, carries Standard & Poor's BB+ rating.




=============
E C U A D O R
=============


* ECUADOR: Considers Five LatAm Oil Firms to Drill Oxy Fields
-------------------------------------------------------------
As previously reported, the Ecuadorian government has revoked
the operating contract of Occidental Petroleum Corp. or Oxy as a
result of a non-authorized stock transfer to EnCana Corp.

"There is the possibility of forming a strategic alliance with a
state company, as set forth in the regulations," Ecuadorian
Minister of Energy Ivan Rodriguez was quoted by El Universal as
saying.

Venezuela's Petroleos de Venezuela SA, ENAP of Chile, Mexican
Pemex, Colombian Ecopetrol and Petrobras of Brazil, are among
the potential strategic partners for joint operations in the
fields that used to be developed by Oxy, El Universal says.

El Universal adds that the Minister said there is the
possibility of "contracting directly a state company of a
foreign country to reinforce technically Petroproducci¢n. The
subsidiary of state oil company Petroecuador will be responsible
for the fields that were held by company Oxy."

                        *    *    *

Fitch Ratings assigns these ratings on Ecuador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     B-      Aug. 29, 2005
   Long Term IDR       B-      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005


* ECUADOR: Justifies Cancellation of Occidental's Contract
----------------------------------------------------------
The cancellation of the contract with US oil firm Occidental
Petroleum would bring order to the oil industry, the government
of Ecuador told Inside Costa Rica.

As reported in the Troubled Company Reporter on May 17, 2006,
the government of Ecuador cancelled the contract with Oxy, after
nearly two years of legal dispute.

The decision was made strictly according to the laws, Interior
Minister Felipe Vega told local television, Gamavision.

Mr. Vega explained to Gamavision the government revoked the
contract because Occidental had transferred 40% of EnCana, its
Canadian oil company, without the government permission.
According to Mr. Vega, the government has done justice in the
area of petroleum in Ecuador.

In the Ecuadorian law, there is no option but to declare the
expiration of the agreement made by Oxy with the State.

The Troubled Company Reporter also stated that Fernando Gonzalez
-- the chairman of Petroecuador, the state-run oil firm of
Ecuador -- rejected the proposal made by Occidental Petroleum
Corporation aka Oxy to renegotiate its contract with the firm.
Mr. Gonzalez sent a document to Ivan Rodriguez, the energy
minister of Ecuador, saying that it is impossible for the state
oil company to sign any transnational agreement with Oxy,
according to Article 79 of the Hydrocarbon Act.  Mr. Gonzalez
refused to accept any kind of negotiation or transaction with
Oxy.

Inside Costa relates that Occidental Petroleum was required to
immediately hand back its oil fields and all equipment,
machinery and other elements of exploration and production to
Petroecuador, Ecuador's state-run oil firm.

                        *    *    *

The Troubled Company Reporter - Latin America reported on
May 8, 2006, that Petroecuador's employees are threatening to
launch a strike if the government won't provide funding
necessary for the company's operations.  Reports said that
Petroecuador has no funds for maintenance and no funds to repair
pumps in diesel, gasoline and natural gas refineries.

Ecuador's Economy Minister Diego Borja demanded more efficiency
from the state oil company as well as transparency in its
accounts.

Petroecuador has asked the government for US$279 million to pay
debts to suppliers, outsourcing firms and other creditors
threatening to halt services.


* ECUADOR: U.S. Angered by Revocation of OXY Contract
-----------------------------------------------------
The Financial Times reports that the United States said it was
"very disappointed" at Ecuador's decision to revoke the
operating contract of Occidental Petroleum Corp or OXY.

OXY is Ecuador's biggest foreign investor.  The contract
revocation will result to a take over of OXY's assets valued at
US$1 billion.

According to reports, OXY's operating contract was withdrawn
after the government found it guilty of selling its stock
without proper approval to Canada's EnCana Corp. in 2000.

Oxy has been operating in the country since the 1990s and has
been obtaining 100,000 barrels of crude a day from Ecuador's
Amazon basin.

Experts say that Oxy could still appeal in Ecuadoran and
international courts.

The cancellation of the contract led to the suspension of
negotiations on a free trade agreement between Ecuador and the
US.

Neena Moorjani, the spokesperson for the US Trade
Representative's office, said in a statement, "We are very
disappointed at the decision of Ecuador, which appears to
constitute a seizure of assets of a US company."

No further FTA negotiations are scheduled, Ms. Moorjani was
quoted by Inside Costa Rica as saying.

                        *    *    *

Fitch Ratings assigns these ratings on Ecuador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     B-      Aug. 29, 2005
   Long Term IDR       B-      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005




===============
H O N D U R A S
===============


* HONDURAS: Local Producers Participate in U.S. Trade Congress
--------------------------------------------------------------
Anette Emanuelsson at Honduras This Week reports that 12
Tegucigalpa companies attended the annual Hemispheric Congress
of Latin Chambers of Commerce and Industry in Miami, Florida.

The conference was focused on the U.S.-Central America free
trade agreement -- CAFTA.

Central America has traditionally had limited representation at
the Congress, but this year the Chamber of Commerce of
Tegucigalpa made a special effort to motivate its members to
participate in order to show off their products and find U.S.
business contacts, Ms. Emanuelsson reports.

                        *    *    *

Moody's Investor Service assigned these ratings on Honduras:

                     Rating     Rating Date
                     ------     -----------
   Senior Unsecured    B2       Sept. 29, 1998
   Long Term IDR       B2       Sept. 29, 1998


* HONDURAS: Spanish Firms Eyes Tourism Sector
---------------------------------------------
Spanish firms disclosed to La Tribuna their interest in
investing in the tourism industry of Honduras.

"The Spaniards are very interested in investing in Honduras at
the moment.  Some have smaller investments and they will be
trying to take advantage of the opening of the Free Trade
Agreement with the United States, which would allow them easier
access to the North American market," Panayotti Robert, the head
of the Spanish Official Chamber of Commerce, told La Tribuna.

La Tribuna recalls that a group of industrialists in Honduras
traveled to El Salvador on Monday to meet with a Spanish
delegation led by Prince Felipe de Borbon to further links
between Central American nations and Spanish firms and
shareholders.

The prince was presiding over the meeting in San Salvador, El
Salvador, on Tuesday, the Spanish chamber confirmed to La
Tribuna.

Prince Felipe was in Central America for the inauguration of new
Costa Rican president, Oscar Aryan Sanchez, La Tribuna reports.

                        *    *    *

Moody's Investor Service assigned these ratings on Honduras:

                     Rating     Rating Date
                     ------     -----------
   Senior Unsecured    B2       Sept. 29, 1998
   Long Term IDR       B2       Sept. 29, 1998




=============
J A M A I C A
=============


KAISER ALUMINUM: Earns US$38.4 Million in Quarter Ended Mar. 31
---------------------------------------------------------------
Kaiser Aluminum reported net income of US$38.4 million for the
quarter ended March 31, 2006, compared to US$8.3 million for the
same period in 2005, driven by strong broad based demand for
fabricated aluminum products, particularly in the aerospace and
high strength products.

Net sales for the first quarter reached US$336.3 million, up 20%
from the same period in 2005 when the company reported net sales
USof $281.4 million.  The improvement is attributed to an 11%
increase in average realized prices, primarily reflecting higher
underlying aluminum prices, and a 7% increase in shipments.

"Favorable market conditions are broad based and look to be
sustainable in the near term," Jack A. Hockema, president and
CEO of Kaiser Aluminum said.  "At the same time our first
quarter operating income reflects more than $15 million of
reported income from non-run-rate benefits such as metal
profits, mark-to-market gains, and lower major maintenance
costs."

                         The Plan

The company's second amended plan of reorganization was accepted
by all classes of creditors entitled to vote on it and, on
February 8, 2006, the POR was confirmed by the U.S. Bankruptcy
Court for the District of Delaware.  The confirmation order
remains subject to motions for review and appeals filed by
certain insurers and must still be adopted or affirmed by the
United States District Court.  Other significant conditions to
emergence include completion of the company's exit financing,
listing of the new common stock on the NASDAQ stock market and
formation of certain trusts for the benefit of different groups
of tort claimants.

As provided in the Plan, once the Bankruptcy Court's
confirmation order is adopted or affirmed by the District Court,
even if the affirmation order is appealed, the company can
proceed to emerge if the District Court does not stay its order
adopting or affirming the confirmation order and the key
constituents in the Chapter 11 proceedings agree.  Assuming the
court adopts or affirms the confirmation order, the company
believes that it is possible that it will emerge during the
second quarter of 2006 or early in the third quarter of
2006.  No assurances can be given that the Bankruptcy Court's
confirmation order will ultimately be adopted or affirmed by the
District Court

                  About Kaiser Aluminum

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corporation -- http://www.kaiseraluminum.com/-- is a leading
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company filed for chapter 11 protection on
Feb. 12, 2002 (Bankr. Del. Case No. 02-10429), and has sold off
a number of its commodity businesses during course of its
cases.  Corinne Ball, Esq., at Jones Day, represents the Debtors
in their restructuring efforts. Lazard Freres & Co. serves as
the Debtors' financial advisor.  Lisa G. Beckerman, Esq., H. Rey
Stroube, III, Esq., and Henry J. Kaim, Esq., at Akin, Gump,
Strauss, Hauer & Feld, LLP, and William P. Bowden, Esq., at
Ashby & Geddes represent the Debtors in their restructuring
efforts.  On June 30, 2004, the Debtors listed US$1.619 billion
in assets and US$3.396 billion in debts.


SUGAR COMPANY: Government Launches Bidding Process
--------------------------------------------------
The government of Jamaica opened the bidding for the Sugar
Company of Jamaica aka SCJ on Tuesday, the Jamaica Gleaner
reports.

Prospective buyers would have to meet specific criteria, Aubyn
Hill -- a member of the Sugar Cane Industry Enterprise Team aka
SET -- said in a press conference held at the Hilton Kingston
hotel.  These include a commitment to investing in the local
sugar industry and a track record in sugar production.

The Web site -- http:\\www.sugarcanejamaica.com\ -- was launched
to provide details of the estates up for sale, the Gleaner
relates.

The Gleaner states that companies interested in purchasing SCJ
include:

   -- Aracatu of Brazil,
   -- Coimex of Brazil, and
   -- Damphur of India.

Aracatu and Coimex are both producers of the sugar cane
derivative ethanol, the Gleaner reports.  Aracatu will make a
joint bid for SCJ with the Jamaica All-Island Cane Farmers'
Association.  Coimex works with the Jamaican refinery Petrojam.

The Gleaner relates that the SCJ comprises:

   -- the Duckenfield estate in St. Thomas,
   -- Bernard Lodge in St. Catherine,
   -- Monymusk in Clarendon,
   -- Long Pond and Hampden in Trelawny, and
   -- Frome in Westmoreland.

Last year, the SCJ factories lost US$602 million from 181,000
metric tons of sugar -- an improvement over 2003, when a loss of
US$807 million was made from 153,500 tons of sugar produced.

SCJ registered a net loss of almost US$1.1 billion for the
financial year ended Sept. 30, 2005, 80% higher than the
US$600 million reported in the previous financial year.  The SCJ
blamed its financial deterioration to the reduction in sugar
cane production.


* JAMAICA: Will Receive 72,000 Tons of Cement from Cuba
-------------------------------------------------------
Jamaica will be receiving 72,000 tons of bagged and bulk cement
from Cuba, the Jamaica Information Service reports.

Based on a report from a delegation headed by Dennis Morrison
-- the chief technical director in Jamaica's ministry of
development -- talks to secure a contract for the delivery of
the cement were completed and is now awaiting concurrence from
the solicitor general, Senator Colin Campbell, the minister for
information and development, said during a post-Cabinet press
briefing at the Jamaica House.

The delegation had visited Cuba over the weekend, JIS recalls.

According to JIS, the government is currently finalizing a
schedule for the shipment the cement.

Mr. Campbell told JIS that the arrangements for the shipment of
the 72,000 tons represented an 8,000 tons growth over the 64,000
tons he had previously announced.  "This will be divided into
32,000 tons of bagged and 40,000 of bulk," the minister said.

Mr. Campbell said that two deliveries are proposed for June,
another two for July and a final shipment will be in August, JIS
reports.

                        *    *    *

Moody's assigned on Feb. 23, 2006, its B rating on Jamaica.

"The outlook for all ratings is stable, reflecting a balance
between ongoing efforts at fiscal consolidation and the
vulnerability of the country to external shocks," Moody's said.

The agency points to Jamaica's strengths as a commitment to
fiscal discipline, proven ability to face severe shocks and
comparatively low external Government debt ratios.

Moody's, which influences the behaviour of international
institutional investors, says despite Jamaica's recent adverse
external developments and a downturn in the local business
sentiment, "confidence in the medium-term programme and in the
ability of the policymakers has remained somewhat intact, as
evidenced by the relative stability of the foreign exchange
market, notwithstanding some bouts of pressure."




===========
M E X I C O
===========


J.L. FRENCH: Committee Hires Ashby & Geddes as Delaware Counsel
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave the
Official Committee of Unsecured Creditors permission appointed
in the chapter 11 cases of J.L. French Automotive Castings,
Inc., and its debtor-affiliates to hire Ashby & Geddes as its
Delaware counsel, effective as of Feb. 22, 2006.

As reported in the Troubled Company Reporter on April 10, 2006,
the Committee told the Court that the Firm will avoid
duplicating services performed by the Committee's lead counsel,
Foley & Lardner LLP.

Ashby & Geddes is expected to:

   a) provide legal advice regarding the rules and practices of
      the Court applicable to the Committee's powers and duties
      as an Official Committee appointed under Section 1102 of
      the Bankruptcy Code;

   b) provide legal advice regarding any disclosure statement
      and plan filed in this case and with respect to the
      process for approving or disapproving disclosure
      statements and confirming or denying confirmation of a
      plan;

   c) prepare and review applications, motions, complaints,
      answers, orders, agreements and other legal papers filed
      on or behalf of the Committee for compliance with the
      rules and practices of the Court;

   d) appear in Court to present necessary motions, applications
      and pleadings and otherwise protect the interest of the
      Committee and the Debtor's unsecured creditors; and

   e) perform other legal services for the Committee as the
      Committee believes may be necessary and proper in these
      proceedings.

William P. Bowden, Esq., a Ashby & Geddes partner, tells the
Court that the Firm's other professionals bill:

        Professional          Designation        Hourly Rate
        ------------          -----------        -----------
        William P. Bowden     Partner               US$455
        Ricardo Palacio       Associate             US$375
        Ben Keenan            Associate             US$195
        Susan Brown           Paralegal             US$160

Mr. Bowden assures the Court that the Firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

Headquartered in Sheboygan, Wisconsin, J.L. French Automotive
Castings, Inc. -- http://www.jlfrench.com/-- is one of the
world's leading global suppliers of die cast aluminum components
and assemblies.  There are currently nine manufacturing
locations around the world including plants in the United
States, United Kingdom, Spain, and Mexico.  The company has
fourteen engineering/customer service offices to globally
support its customers near their regional engineering and
manufacturing locations.  The Company and its debtor-affiliates
filed for chapter 11 protection on Feb. 10, 2006 (Bankr. D. Del.
Case No. 06-10119 to 06-06-10127).  James E. O'Neill, Esq.,
Laura Davis Jones, Esq., and Sandra G.M. Selzer, Esq., at
Pachulski Stang Ziehl Young & Jones, and Marc Kiesolstein, P.C.,
at Kirkland & Ellis LLP, represent the Debtors in their
restructuring efforts.  When the Debtor filed for chapter 11
protection, it estimated assets and debts of more than US$100
million.


MERIDIAN AUTOMOTIVE: Can Make Retiree Benefits Plan Compliant
-------------------------------------------------------------
The Honorable Mary Walrath of the U.S. Bankruptcy Court for the
District of Delaware gave Meridian Automotive Systems, Inc., and
its debtor-affiliates authority to exercise their right to bring
their retiree medical insurance expenses at the Jackson Facility
into compliance with the limits stated in their Plan of
Reorganization and the collective bargaining agreements known as
The Goodyear Tire & Rubber Company Comprehensive Medical
Benefits Program for Employees and Their Dependents.

Judge Walrath clarifies that the Order will not:

    (a) be construed as interpreting the Collective Bargaining
        Agreement between the Debtors and the United
        Steelworkers;

    (b) prejudice the rights, if any, of the United Steelworkers
        or any Plan participant to challenge on any basis other
        than compliance with the Bankruptcy Code, in the
        appropriate forum, including arbitration and any
        judicial proceedings relating to it, any modification or
        proposed modification of the retiree medical programs
        and any appropriate remedy, and likewise will not
        prejudice the rights and defenses, if any, of the
        Debtors with respect to any challenge; and

    (c) be used as evidence by any party, in any forum with
        respect to any challenge.

As reported in the Troubled Company Reporter on May 5, 2006,
the Debtors and the United Steel, Paper and Forestry, Rubber,
Manufacturing, Energy, Allied Industrial and Service Workers
International Union amended the Plan and agreed that with
respect to retiree benefits, they would "[r]educe pre-age 65 cap
to US$7,500 for those not retired as of Dec. 31, 2003."

Thus, the caps currently in place remain:

    -- US$4,200 annually for retirees over age 65;

    -- US$11,700 for retirees under the age of 65 who retired on
       or after April 20, 1996, but before Jan. 1, 2004; and

    -- US$7,500 for those under age 65 who retired, or retire,
       after Dec. 31, 2003.

There are no participating retirees who retired before April 20,
1996, Mr. Brady tells the Court.

Despite the contractual language calling for the apportionment
of retiree medical expenses above these caps among the
participating retirees, the Debtors have not elected to require
any retiree contributions.

According to Mr. Brady, the Debtors' expenses under the Plan
have exceeded the contractual limits for at least some retirees
since 2001.  By the Debtors' calculations, the gap has grown to
the extent that for retirees:

    * under the age of 65 who retired:

      (a) prior to Jan. 1, 2004, the Debtors are bearing an
          average annual expense of US$14,472 for each retiree,
          which exceed the contractual cap by US$2,772 per
          retiree; and

      (b) on or after Jan. 1, 2004, the Debtors are currently
          subsidizing an amount greater than what is
          contractually required -- US$6,972 annually per
          retiree; and

    * over the age of 65, the subsidy above what is
      contractually required is US$9,163 annually per retiree.

Mr. Brady says that the Debtors can no longer afford to ignore
the contractual limits that they bargained for concerning their
retiree medical expenses.  The Debtors therefore seek to
implement the caps as stated in the Letter Agreement and the
2003 CBA.  "Although doing so will result in increased premiums
for retirees, they will not be required to pay anything more
than what their Union representatives had bargained for."

The change will save the Debtors US$344,000 this year on an
annualized basis, while still allowing the Jackson bargaining
unit retirees to continue to receive retiree medical benefits as
agreed under the terms of the Plan and the CBA.

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and
other interior systems to automobile and truck manufacturers.
Meridian operates 22 plants in the United States, Canada and
Mexico, supplying Original Equipment Manufacturers and major
Tier One parts suppliers.  The Company and its debtor-affiliates
filed for chapter 11 protection on April 26, 2005 (Bankr. D.
Del. Case Nos. 05-11168 through 05-11176).  James F. Conlan,
Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan
Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S.
Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq.,
and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor,
LLP, represent the Debtors in their restructuring efforts.  Eric
E. Sagerman, Esq., at Winston & Strawn LLP represents the
Official Committee of Unsecured Creditors.  The Committee also
hired Ian Connor Bifferato, Esq., at Bifferato, Gentilotti,
Biden & Balick, P.A., to prosecute an adversary proceeding
against Meridian's First Lien Lenders and Second Lien Lenders to
invalidate their liens.  When the Debtors filed for protection
from their creditors, they listed US$530 million in total assets
and approximately US$815 million in total liabilities.
(Meridian Bankruptcy News, Issue No. 27; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


MERIDIAN AUTOMOTIVE: Has Until Sept. 25 to Decide on Leases
-----------------------------------------------------------
The Honorable Mary Walrath of the U.S. Bankruptcy Court for the
District of Delaware gave Meridian Automotive Systems, Inc., and
its debtor-affiliates more time to assume, assume and assign, or
reject unexpired non-residential real property leases through
and including Sept. 25, 2006.

As reported in the Troubled Company Reporter on May 5, 2006,
Robert S. Brady, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, told the Bankruptcy Court that the
Debtors are parties to at least 11 major facility lease
agreements, which include many of their primary production
facilities and warehousing centers:

    Lessor                            Location
    ------                            --------
    Etkin Equities                    2001 Centerpointe Parkway,
                                      Suite 112,
                                      Pontiac, Michigan

    DEMBS/ Roth Group                 4280 Haggerty Road,
                                      Canton, Michigan

    Ford Motor Land Development       999 Republic Drive,
    Corp.                             Allen Park, Michigan

    Growth Properties, LLC            300 Growth Parkway
                                      Angola, Indiana

    Communite Improvement Corp.       1020 E. Main Street,
                                      Jackson, Ohio

    L.E. Tassel, Inc.                 3075 Brenton Road, S.E.
                                      Grand Rapids, Michigan

    Meri (NC) LLC                     6701 Stateville Blvd.,
                                      Salisbury, North Carolina

    North-South Properties LLC        747 Southport Drive,
                                      Shreveport, Louisiana

    P&E Realty Inc.                   13811 Roth Road,
                                      Grabill, Indiana

    Rushville Manufacturing Mall      1350 Commerce Street,
    Land Trust # 101                  Rushville, Indiana

    Westfield Industrial Center       13881 West Chicago Street,
                                      Detroit, Michigan

These facilities are at the core of the Debtors' operations and
many of the locations subject to the Real Property Leases will
play a significant role in the Debtors' reorganization process,
Mr. Brady explains.

According to Mr. Brady, the Debtors have not completed their
review of the leases.

Mr. Brady assures the Court that pending the Debtors' election
to assume or reject the Real Property Leases, the Debtors will
perform all of their undisputed obligations arising from and
after they filed for bankruptcy in a timely fashion, including
the payment of postpetition rent due, as required by Section
365(d)(3) of the Bankruptcy Code.

The Debtors believe that, as of April 17, 2006, they are current
on all postpetition obligations under the Real Property Leases.

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and
other interior systems to automobile and truck manufacturers.
Meridian operates 22 plants in the United States, Canada and
Mexico, supplying Original Equipment Manufacturers and major
Tier One parts suppliers.  The Company and its debtor-affiliates
filed for chapter 11 protection on April 26, 2005 (Bankr. D.
Del. Case Nos. 05-11168 through 05-11176).  James F. Conlan,
Esq., Larry J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan
Guzina, Esq., at Sidley Austin Brown & Wood LLP, and Robert S.
Brady, Esq., Edmon L. Morton, Esq., Edward J. Kosmowski, Esq.,
and Ian S. Fredericks, Esq., at Young Conaway Stargatt & Taylor,
LLP, represent the Debtors in their restructuring efforts.  Eric
E. Sagerman, Esq., at Winston & Strawn LLP represents the
Official Committee of Unsecured Creditors.  The Committee also
hired Ian Connor Bifferato, Esq., at Bifferato, Gentilotti,
Biden & Balick, P.A., to prosecute an adversary proceeding
against Meridian's First Lien Lenders and Second Lien Lenders to
invalidate their liens.  When the Debtors filed for protection
from their creditors, they listed US$530 million in total assets
and approximately US$815 million in total liabilities.
(Meridian Bankruptcy News, Issue No. 27; Bankruptcy Creditors'
Service, Inc., 215/945-7000)




=====================
P U E R T O   R I C O
=====================



ADELPHIA COMMS: Committee Wants Bank Lenders' Claims Estimated
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Adelphia
Communications Corp. and its debtor-affiliates, asks the U.S.
Bankruptcy Court for the Southern District of New York to
estimate certain claims of the bank lenders under six
prepetition credit facilities in connection with the ACOM
Debtors' Modified Amended Joint Plan of Reorganization.

The Creditors Committee asks the Court estimate the Banks'
claims for indemnification for any liability or expenses
relating to the Prepetition Credit Facilities at an amount not
to exceed the more than US$50,000,000 that the Banks already
have received to defend the litigation against them -- which is
one-half of the almost US$100,000,000 they have received to date
from the ACOM Debtors in payment of fees and expenses --
resulting in a reserve of US$0.

The Banks claim entitlement, under the terms of the Prepetition
Credit Facilities:

    -- to repayment of approximately US$6,800,000,000 in
       principal which is in addition to the more than
       US$1,600,000,000 in interest that they have received
       postpetition; and

    -- to indemnification for any expense, cost or liability
       relating to any investigation or litigation relating to
       those facilities, to the extent not caused by the Banks'
       gross negligence or willful misconduct and already have
       received almost US$100,000,000 for those indemnification
       claims.

David Friedman, Esq., at Kasowitz, Benson, Torres & Friedman
LLP, asserts that there is no need for the ACOM Debtors to
reserve any amounts for the Banks' ultimate liability in the
litigation relating to the Prepetition Credit Facilities because
the ACOM Debtors will have no indemnification obligation with
respect to that liability determination.  The only appropriate
estimation for the liability portion of the Indemnification
Claims is US$0, Mr. Friedman says.

With respect to the Banks' Indemnification Claims for fees and
expenses, the ACOM Debtors also are only obligated to indemnify
the Banks for those fees and expenses that are not caused by the
Banks' gross negligence or willful misconduct, Mr. Friedman
notes.  Thus, he concludes, the ACOM Debtors will only be
obligated to make any indemnification payments to the Banks if
they are successful in defeating the claims asserted against
them.  "[G]iven the misconduct of the Banks, it is unlikely that
the Banks will be able to do so, and thus it is unlikely that
the [ACOM] Debtors will ever be obligated to indemnify the Banks
of these fees and expenses."

According to Mr. Friedman, even assuming arguendo that the Banks
ultimately will be entitled to indemnification for their fees
and expenses in connection with the Bank and Securities
Litigation, the US$50,000,000 that they received to date to
defend the litigation, in addition to another almost
US$50,000,000 spent in connection with the bankruptcy
proceedings, is more than adequate to pay the Banks' reasonable
expenses to litigate the actions pending against them:

    -- the Adversary Proceeding against the Banks and others
       filed by the Creditors Committee and Equity Committee on
       behalf of the ACOM Debtors; and

    -- the multi-district litigation commenced by ACOM's
       shareholders and bondholders against the Banks and
       others.

         Objection to Bank Litigation Defendants' Claims

In a separate pleading, the Creditors Committee reiterates that
it objects to the allowance of the Banks' Indemnification Claims
on the basis of the allegations and causes of action set forth
in the Bank Litigation.  The Creditors Committee wants to avoid
any possible doubt as to whether there is a pending objection to
the Banks' Indemnification Claims and that by reason of that
objection, the Indemnification Claims are not allowed.

Based in Coudersport, Pa., Adelphia Communications Corporation
-- http://www.adelphia.com/-- is the fifth-largest cable
television company in the country.  Adelphia serves customers in
30 states and Puerto Rico, and offers analog and digital video
services, high-speed Internet access and other advanced services
over its broadband networks.  The Company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002.  Those cases are jointly
administered under case number 02-41729.  Willkie Farr &
Gallagher represents the ACOM Debtors.  PricewaterhouseCoopers
serves as the Debtors' financial advisor.  Kasowitz, Benson,
Torres & Friedman, LLP, and Klee, Tuchin, Bogdanoff & Stern LLP
represent the Official Committee of Unsecured Creditors.
(Adelphia Bankruptcy News, Issue No. 131; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


DESARROLLO ECONOMICO: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Corporacion Para El Desarrollo Economico De Ciales
        P.O. Box 1404
        Ciales, Puerto Rico 00638

Bankruptcy Case No.: 06-01518

Chapter 11 Petition Date: May 16, 2006

Court: District of Puerto Rico (Old San Juan)

Debtor's Counsel: Arturo Gonzalez Martin, Esq.
                  P.O. Box 193377
                  San Juan, Puerto Rico 00919-3377
                  Tel: (787) 653-0224

Estimated Assets: US$1 Million to US$10 Million

Estimated Debts:  US$500,000 to US$1 Million

The Debtor did not file the list of its 20 largest unsecured
creditors.


FIRST BANCORP: 1Q Total Loans Receivable Reach US$13.14 Billion
---------------------------------------------------------------
First BanCorp disclosed selected unaudited operating results for
the first quarter ended March 31, 2006, and the implementation
of the long-haul method of accounting for substantially all of
the interest rate swaps that hedge outstanding brokered
certificates of deposit and medium-term notes.

First BanCorp provided selected unaudited loan data as of March
31, 2006.  The Corporation reported that total loans receivable
before allowance for loan losses increased to approximately
US$13.14 billion as of March 31, 2006 from approximately
US$12.69 billion in the previous quarter ended December 31,
2005.  The approximate US$458 million increase in loans
receivable over the quarter was primarily driven by:

   -- an increase of approximately US$371.6 million in
      commercial loans, including continued loan originations
      by First BanCorp's loan agency in Coral Gables, Florida,
   -- an increase of approximately US$72.4 million in automobile
      loans and leases and other consumer loans and
   -- an increase of approximately US$171.5 million in
      residential real estate loans net of a decrease of
      approximately US$157.6 million in commercial loans
      collateralized by real estate to Doral Financial
      Corporation and R&G Financial Corporation.

The origination of residential real estate loans was driven by
FirstMortgage, the mortgage origination subsidiary of First
BanCorp's subsidiary, FirstBank.  First BanCorp did not make any
bulk purchases of mortgage loans, and has not done so since the
first quarter of 2005.

"We continue to see strength across our loan portfolio and other
lines of business as we maintain our focus on day-to-day
operations," said Luis Beauchamp, First BanCorp President and
CEO.  "We are also seeing early success from recent strategic
initiatives, including our increased presence in the Florida
market."

First BanCorp also disclosed preliminary information relating to
its loan reserves.  The allowance for loan losses as of March
31, 2006 was approximately US$152.6 million, an increase of
approximately US$4.5 million over the allowance as of December
31, 2005.  First BanCorp's provision for loan losses for the
first quarter of 2006 was approximately US$19.2 million as
compared with the provision for the quarter ended December 31,
2005 of approximately US$15.7 million.  The aggregate charge off
during the first quarter of 2006 was approximately US$14.7
million, approximately US$0.2 million less than in the fourth
quarter of 2005.  The ratio of the provision for loan losses to
net loans charged off increased to approximately 130% as of
March 31, 2006, from approximately 106% as of December 31, 2005.

First BanCorp also reported that, on April 3, 2006, it adopted
the long-haul method of effectiveness testing under Statement of
Financial Accounting Standards No. 133, "Accounting for
Derivative Instruments and Hedging Activities" for substantially
all of the interest rate swaps that hedge the brokered CDs and
medium-term notes issued by its subsidiary, FirstBank.
Prospectively, changes in the value of FirstBank's brokered CDs
and medium-term notes should substantially offset the changes in
the value of the interest rate swaps.

First BanCorp's implementation of the long-haul method resulted
from its previously reported determination that it should not
have used the short-cut method to account for interest rate
swaps related to brokered CDs and medium-term notes because of
technical issues involving the interpretation of the use of the
method.  Accordingly, First BanCorp has reflected changes in the
fair value of those swaps as well as swaps related to certain
loans as non-hedging instruments through operations. As of
December 31, 2005, the net cumulative effect of reflecting the
fair value of the interest rate swaps related to brokered CDs,
medium term notes and loans that did not qualify as hedges under
the short-cut method was approximately US$151 million, without
regard to the benefit from the tax impact of such accounting
treatment.  During the first quarter of 2006, First BanCorp
recorded additional non-cash unrealized loss of US$68 million,
without regard to the tax benefit, to reflect the change in the
fair value of the interest rate swaps resulting mainly from
rising interest rates.  Despite the changes in fair value
recorded during the first quarter of 2006, FirstBank remains a
well-capitalized institution within the meaning established by
Federal banking regulators.

With the implementation of the long-haul method with respect to
the brokered CDs and medium-term notes on April 3, 2006, First
BanCorp expects that the unrealized cumulative loss that it has
recognized will reverse over the remaining lives of the swaps.
FirstBank intends to hold the swaps until they mature because,
economically, these transactions have satisfied and continue to
satisfy their intended results.

As previously reported, First BanCorp discussed its decision to
restate historical financial statements to correct the
accounting treatment for interest rate swaps with its
independent registered public accounting firm,
PricewaterhouseCoopers LLP, and has worked in consultation with
them and its advisors having expertise in hedge accounting
requirements to comply with the complex requirements of SFAS
133.

"The implementation of the long-haul method on our interest rate
derivatives is another important step in assuring that our
financial statements adhere to the complex requirements of SFAS
133," continued Luis Beauchamp.  "We have accomplished another
major hurdle in our efforts to resume normal financial reporting
to investors."

As previously reported, First BanCorp is in the process of
preparing restated financial statements in accordance with
generally accepted accounting principles in the United States.
The restatement will address other accounting matters identified
as a part of the on-going restatement process besides the
accounting for the mortgage-related transactions with Doral
Financial Corporation and R&G Financial Corporation and the
interest rate swaps.  First BanCorp plans to file in the summer
of 2006 an amended annual report on Form 10-K for the fiscal
year ended December 31, 2004.  Thereafter, First BanCorp expects
to file its financial statements for the interim periods in 2005
and its annual report on Form 10-K for the fiscal year ended
December 31, 2005.

                    About First BanCorp

First BanCorp is the parent corporation of FirstBank Puerto
Rico, a state chartered commercial bank with operations in
Puerto Rico and the Virgin Islands and in the state of Florida;
of FirstBank Insurance Agency; and of Ponce General Corporation.
First BanCorp, FirstBank Puerto Rico and UniBank, the thrift
subsidiary of Ponce General, all operate within U.S. banking
laws and regulations. The Corporation operates a total of 140
financial services facilities throughout Puerto Rico, the U.S.
and British Virgin Islands, and Florida (USA). Among the
subsidiaries of FirstBank Puerto Rico are Money Express, a
finance company; First Leasing and Car Rental, a car and truck
rental leasing company; and FirstMortgage, a mortgage banking
company. In the U.S. and British Virgin Islands, FirstBank
operates FirstBank Insurance VI, an insurance agency; First
Trade, Inc., a foreign corporation management company; and First
Express, a small loan company. First BanCorp's common and
preferred shares trade on the New York Stock Exchange, under the
symbols FBP, FBPPrA, FBPPrB, FBPPrC, FBPPrD and FBPPrE.

                      *   *   *

As reported in the Troubled company Reporter on March 21, 2006,
Fitch Ratings assigned these ratings on First BanCorp and
FirstBank Puerto Rico:

  First BanCorp

    -- Long-term IDR at 'BB';
    -- Short-term at 'B';
    -- Individual at 'C/D';
    -- Support '5'.

  FirstBank Puerto Rico

    -- Long-term IDR at 'BB';
    -- Long-term deposit obligations at 'BB+';
    -- Short-term deposit obligations at 'B';
    -- Short-term at 'B';
    -- Individual at 'C/D';
    -- Support at '5'.


KMART CORP: Amy Himle Wants Stay Lifted to Pursue Claim
-------------------------------------------------------
Amy Himle asks the U.S. Bankruptcy Court for the Northern
District of Illinois to lift the automatic stay to allow her to
pursue her claim.

On July 9, 2001, Ms. Himle sustained a head injury at a Kmart
Store in Rapid City, South Dakota.  Ms. Himle filed Claim No.
8490 asserting permanent disability due to the injury.

Ms. Himle relates that due to the accident, she has lost her
short-term memory and has experienced seizures.  If highly
stressed, traumatic amnesia occurs.  In addition, Ms. Himle
needs lifetime medical attention to monitor her two brain
subdural hematomas.

Ms. Himle complains that she has "exhausted all efforts" to
communicate with Kmart lawyers.

Pursuant to a "prepetition bankruptcy court ordered judgment,"
Ms. Himle was awarded US$1,750,000 as agreed settlement.

However, Ms. Himle refuses to accept the settlement amount.
Ms. Himle asserts that she wants to have a "decent living" and a
"trust" for her family.

Headquartered in Troy, Michigan, Kmart Corporation (n/k/a KMART
Holding Corporation) -- http://www.bluelight.com/-- operates
approximately 2,114 stores, primarily under the Big Kmart or
Kmart Supercenter format, in all 50 United States, Puerto Rico,
the U.S. Virgin Islands and Guam.  The Company filed for chapter
11 protection on January 22, 2002 (Bankr. N.D. Ill. Case No.
02-02474).  Kmart emerged from chapter 11 protection on May 6,
2003.  John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps,
Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's balance sheet showed
US$16,287,000,000 in assets and US$10,348,000,000 in debts when
it sought chapter 11 protection.  Kmart bought Sears, Roebuck &
Co., for US$11 billion to create the third-largest U.S.
retailer, behind Wal-Mart and Target, and generate US$55 billion
in annual revenues.  The waiting period under the Hart-Scott-
Rodino Antitrust Improvements Act expired on Jan. 27, without
complaint by the Department of Justice.  (Kmart Bankruptcy News,
Issue No. 110; Bankruptcy Creditors' Service, Inc., 215/945-
7000)


MUSICLAND HOLDING: Court Sets May 30 Admin. Claims Bar Date
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York:

   (a) set May 30, 2006, at 4:00 p.m. Eastern Standard
       Time, as the deadline for persons and entities holding
       administrative claims against Musicland Holding Corp. and
       its debtor-affiliates that arose as of April 13, 2006, to
       file their proofs of claim;

   (b) approved the proposed Proof of Administrative Form; and

   (c) approved the proposed form and manner of notice of the
       First Administrative Bar Date.

As reported in the Troubled Company Reporter on May 2, 2006, the
Debtors proposed to serve a copy of the Proof of Administrative
Claim Form on each party who receives a copy of the First
Administrative Bar Date notice.  The Debtors will post a copy of
the form on the official BMC Web Site, and provide a toll-free
number in the First Administrative Bar Date Notice.

Furthermore, the Debtors proposed to serve the First
Administrative Bar Date Notice on these parties:

   * the U.S. Trustee's Office for the Southern District of New
     York;

   * the counsel of the Official Committee of Unsecured
     Creditors;

   * all known counterparties to the Debtors' executory
     contracts and unexpired leases;

   * the District Director of Internal Revenue of the Southern
     District of New York;

   * any party who, on reasonable investigation, has provided
     postpetition goods or services to the Debtors and have not
     been paid;

   * all other parties that the Debtors believe may hold an
     Administrative Claim; and

   * all person or entities that have requested notice of the
     proceedings in the Chapter 11 cases.

Headquartered in New York, New York, Musicland Holding Corp., is
a specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than US$100
million in assets and debts.  (Musicland Bankruptcy News, Issue
No. 11; Bankruptcy Creditors' Service, Inc., 215/945-7000)


MUSICLAND HOLDING: Giuliani Hired as Panel's Fin'l Advisor
----------------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for
the Southern District of New York authorized the Official
Committee of Unsecured Creditors of Musicland Holding Corp. and
its debtor-affiliates to retain Giuliani Capital Advisors LLC as
its financial advisor.

As reported in the Troubled Company Reporter on May 4, 2006,
Giuliani Capital is expected to:

   a. advise the Committee regarding:

      -- the Debtors' business plans, cash flow forecasts,
         financial projections and cash flow reporting;

      -- available capital restructuring, sale and financing
         alternatives including but not limited to a DIP
         facility, including recommending specific courses of
         action and assisting with the design, structuring and
         negotiation of alternative restructuring and
         transaction structures;

      -- financial information prepared by the Debtors and in
         its coordination of communication with interested
         parties and their advisors;

      -- preparation for, meeting with, and presenting
         information to interested parties and their advisors;

      -- the development of a plan of reorganization for the
         Debtors and negotiation with parties-in-interest or in
         the sale of a portion or substantially all of the
         assets of the Debtors, whether structured as a stock
         transfer, merger, purchase and assumption transaction
         or other business combination;

      -- the Debtors' proposals from third parties for new
         sources of capital or the sale of the Debtors;

   b. assist and advise the Committee and its counsel in the
      development, evaluation and documentation of any plan of
      reorganization or strategic transaction, including
      developing, structuring and negotiating the terms and
      conditions of potential plans, financing or strategic
      transaction and strategic alternatives for recovery, and
      the consideration that is to be provided to unsecured
      creditors;

   c. provide testimony in the Bankruptcy Court; and

   d. perform other services as may be reasonably requested in
      writing from time to time by the Committee and its counsel
      and agreed by Giuliani Capital.

The Court rules that Giuliani's Monthly Advisory Fee for April
2006 will be US$62,000, while for May 2006, it will be
US$50,000.

Giuliani reserves its right to seek in any interim fee
application filed after June 1, 2006, up to US$38,000 in
additional fees for April, and up to us$50,000 in additional
fees for May, if the Creditors Committee and the Informal
Committee of Secured Trade Vendors do not agree on a settlement
of the outstanding issues between them prior to May 31, 2006.

Giuliani will be entitled to receive US$230,000, for reasonable
expenses incurred from January to March 2006.

Giuliani will not be entitled to, and waives any request for,
the Completion Fee, the Incentive Fee and any compensation in
excess of its Monthly Advisory Fee.

Headquartered in New York, New York, Musicland Holding Corp., is
a specialty retailer of music, movies and entertainment-related
products in the United States, Puerto Rico and the Virgin
Islands.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  When the Debtors filed for
protection from their creditors, they estimated more than US$100
million in assets and debts.  (Musicland Bankruptcy News, Issue
No. 11; Bankruptcy Creditors' Service, Inc., 215/945-7000)




=================================
T R I N I D A D   &   T O B A G O
=================================


RBTT FINANCIAL: Earns US$182.2 Mil. for Year Ended March 31
-----------------------------------------------------------
Peter J. July, Group Chairman at RBTT Financial Holdings
Limited, has announced pre-tax earnings of US$182.2 million for
the fiscal year ended March 31, 2006, an increase of 2.5% over
the prior year's US$177.7 million.

Profit attributable to shareholders increased by US$1.2 million
for the same period.  Due to the adoption of IAS 39 (Revised),
the results for fiscal 2005 were restated to ensure
comparability.

The results in both years were affected by non-recurring
transactions, including a significant gain on the sale of
Guardian Holdings Limited shares in fiscal 2005.  Adjusting for
these non-recurring and non-core transactions in each year, core
pre-tax earnings would have come in at US$188.9 million, an
increase of US$18.6 million, or 10.9% year over year. Core pre-
tax earnings for the 3 months ended March 31, increased by
US$11.4 million or 27.2% from US$41.8 million in 2005 to US$53.3
million in 2006.

The fundamental drivers of the company's business were strong,
and total assets grew by US$542.6 million or 9% with loans and
advances increasing by US$393.4 million or 14% to US$3.1
billion.  Customers' deposits and other interest bearing
liabilities also grew by a very healthy US$720.8 million or 16%
from US$4.6 billion to US$5.3 billion. Shareholders' equity
decreased by US$30.8 million to US$652.9 million and reflects an
adjustment of US$73.2 million due to the mark to market
revaluation of the Group's shareholding in GHL.

The quality of RBTT's earning assets continued to improve as
evidenced by the percentage of Non-Performing Assets to Total
Assets which declined from 4.2% to 2.7%, while the loan loss
reserve coverage ratio increased from 53% to 73%.

The company's Trust/Asset Management and Retail/Commercial
Banking business performed very well, but RBTT's Investment
Banking business fell off during the first three quarters and
registered a 9% decline in Pre-Tax Profits over the prior year.
After the corporate reorganization, the Merchant Bank moved on
to a good fourth quarter result, and with a strong deal pipeline
in place, is poised to improve its performance and profit
contribution in the current year.

RBTT Financial Holdings Limited is a financial services
conglomerate consisting of 35 subsidiaries and associated
companies located in 12 legal jurisdictions in the Caribbean
region, including 10 licensed commercial banks with 84 branches.
The group's major subsidiaries include RBTT Bank Limited and
RBTT Merchant Bank Limited, a leading regional merchant bank.

                        *    *    *

Fitch assigns its BB+ rating on RBTT Financial Holdings
Limited's foreign currency long-term debt.  Fitch also places a
B rating on the company's foreign currency short-term debt.




=================
V E N E Z U E L A
=================


CITGO PETROLEUM: Closes 14,000+ Gas Stations After Refinery Sale
----------------------------------------------------------------
CITGO Petroleum Corporation may close 14,000 or more of its gas
stations after the sale of some of its refining capacity,
Reuters reports.

The Company is selling up 1/4 of its refining assets, which
churns out 865,000 barrels of oil.  The possible sale includes
facilities in Houston, New Jersey and Georgia.  The Houston
refinery is 59%-owned by Lyondell Chemical Company.

As reported in the Troubled Company Reporter Latin America on
April 26, 2006, Valero Energy Corporation said it would consider
buying the Houston refinery for an undisclosed amount.  Petroleo
Brasileiro SA is also a likely buyer.  The Houston refinery is
estimated to fetch between US$3.5 billion to US$5 billion.

The Company's parent, PDV America, clarified that the Company
will not dispose its other refinery assets aside from the three
facilities.

                        About Citgo

Headquartered in Houston, Texas, CITGO Petroleum Corporation --
http://www.citgo.com/-- is owned by PDV America, an indirect,
wholly owned subsidiary of Petroleos de Venezuela S.A., the
state-owned oil company of Venezuela.

PDVSA is Venezuela's state oil company in charge of the
development of the petroleum, petrochemical and coal industry,
as well as planning, coordinating, supervising and controlling
the operational activities of its divisions, both in Venezuela
and abroad.

                         *     *     *

As reported at the Troubled Company Reporter on Feb. 16, 2006,
Standard and Poor's Ratings Services assigned a 'BB' rating on
CITGO Petroleum Corp.


PETROLEOS DE VENEZUELA: Could Drill Oxy Fields in Ecuador
---------------------------------------------------------
Venezuela, through the state-owned Petroleos de Venezuela SA, is
among the potential strategic partners for joint operations in
the fields that used to be developed by oil corporation
Occidental Petroleum Corp., El Universal reports.

As previously reported, the Ecuadorian government has revoked
the operating contract of Occidental Petroleum Corp. as a result
of a non-authorized stock transfer to EnCana Corp.

"There is the possibility of forming a strategic alliance with a
state company, as set forth in the regulations," Ecuadorian
Minister of Energy Ivan Rodriguez was quoted by El Universal as
saying.

El Universal adds that the Minister said there is the
possibility of "contracting directly a state company of a
foreign country to reinforce technically Petroproducci¢n. The
subsidiary of state oil company Petroecuador will be responsible
for the fields that were held by company Oxy."

Minister Rodriguez also mentioned ENAP of Chile, Mexican Pemex,
Colombian Ecopetrol and Petrobras of Brazil as likely
candidates, El Universal states.

Petroleos de Venezuela SA aka PDVSA is Venezuela's state oil
company in charge of the development of the petroleum,
petrochemical and coal industry, as well as planning,
coordinating, supervising and controlling the operational
activities of its divisions, both in Venezuela and abroad.

                        *    *    *

On Jan. 23, 2005, Fitch Ratings upgraded the local and foreign
currency ratings of Petroleos de Venezuela S.A. aka PDVSA to
'BB-' from 'B+'.  The rating of PDVSA's export receivable
future flow securitization, PDVSA Finance Ltd, was also upgraded
to 'BB+' from 'BB'.  In addition, Fitch has assigned PDVSA a
'AAA(ven)' national scale rating.  The Rating Outlook is
Stable.  Both rating actions follow Fitch's November 2005
upgrade of Venezuela's sovereign rating.


PETROLEOS DE VENEZUELA: Restarting Puerto La Cruz Operations
------------------------------------------------------------
Petroleos de Venezuela SA's two refining facilities located in
Puerto La Cruz in the eastern Anzoategui state will be restarted
following a shut down caused by an electrical outage and a fire
incident, the El Universal reports.

Reuters says that the shut down does not adversely affect
domestic delivery or exports to the United States and the
Caribbean.

Petroleos de Venezuela SA aka PDVSA is Venezuela's state oil
company in charge of the development of the petroleum,
petrochemical and coal industry, as well as planning,
coordinating, supervising and controlling the operational
activities of its divisions, both in Venezuela and abroad.

                        *    *    *

On Jan. 23, 2006, Fitch Ratings upgraded the local and foreign
currency ratings of Petroleos de Venezuela S.A. aka PDVSA to
'BB-' from 'B+'.  The rating of PDVSA's export receivable
future flow securitization, PDVSA Finance Ltd, was also upgraded
to 'BB+' from 'BB'.  In addition, Fitch has assigned PDVSA a
'AAA(ven)' national scale rating.  The Rating Outlook is
Stable.  Both rating actions follow Fitch's November 2005
pgrade of Venezuela's sovereign rating.


* VENEZUELA: Buying Argentina's US$239 Mil. in 2012 Boden Bonds
---------------------------------------------------------------
Venezuela will be buying US$239 million in 2012 dollar-
denominated Boden bonds, El Universal reports, citing Reuters.

Argentinean Bodens will be sold to Venezuela at "market prices,"
the Argentinean Government said Tuesday in its official gazette,
El Universal says.

Venezuela has purchased approximately US$ 3 billion in
Argentinean debt at face value, El Universal states.

                        *    *    *

Fitch Ratings assigned these ratings on Argentina:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     RD      Dec. 14, 2005
   Long Term IDR       B       Dec. 14, 2005
   Short Term IDR      B-      Jun.  3, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B       Jun.  3, 2005

                        *    *    *

Venezuela's foreign currency long-term debt is rated B2 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.


* VENEZUELA: Hints at Pricing Oil Exports in Euros
--------------------------------------------------
President Hugo Chavez has insinuated to swap Venezuela's oil
currency to euros rather than the current U.S. dollars,
underlining the state's efforts to weaken its ties with the
United States of America, BBC News reports.

This move by Pres. Chavez is patterned after Iran's declaration
earlier this month to support the launch of an oil exchange that
traded exclusively in euros, which according to some reports, is
part of an attempt by Iran to destabilize the importance of the
U.S. dollar, BBC relates.

However, Pres. Chavez said in an interview with Channel 4 News
in London that Iran's declaration and Venezuela's plan were only
matters of choice and not schemes to undermine the U.S. dollar.

"I think the European Union has made a large contribution with
the euro," Pres. Chavez told Channel 4.  "So what the president
of Iran says ... is recognizing the power of Europe - they have
succeeded in integrating and have a single currency competing
with the dollar, and Venezuela might also consider that - we are
free to do that," he added.

According to experts, if Iran should push through with its
declaration, it has the greatest possibility of further causing
a deterioration on the U.S. currency, as central banks will be
forced to convert a part of their dollar reserves to euros, BBC
says.

BBC relates that central banks, particularly those in Asia, that
have huge amounts of dollar reserves may face a considerable
devaluation of their foreign currency reserves, more so because
U.S. currency has experienced pressure in foreign exchange
markets in recent weeks, causing tension in world stock markets.

The United States have bristled the Iranian government with its
claims that the latter has been building nuclear arms.  Iran
disputed the accusation, saying that it only wants to build
power stations.

On the other hand, Venezuela's ties with the US have been
strained under Pres. Chavez' administration.  The state has been
aiming to lessen its independence in the US, BBC relates.

A recent move to weaken its link with the US is the signing of a
deal with Cuba, a long time adversary of the US, to restore an
oil refinery and to supply crude oil to the country, BBC says.

                        *    *    *

Venezuela's foreign currency long-term debt is rated B2 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.



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