TCRLA_Public/060621.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

            Wednesday, June 21, 2006, Vol. 7, Issue 122

                            Headlines

A R G E N T I N A

ESAP SA: Verification of Proofs of Claim Will End on August 22
FORMULARIOS COMERCIALES: Trustee Verifies Claims Until Aug. 17
GANADERIA LITORAL: Sets Claims Verification Deadline on Aug. 14
LABORATORIOS LACEFA: Trustee Won't Verify Claims After Aug. 14
MPS PRESTACION: Sets Aug. 9 as Last Day for Claims Verification

ORGANIZACION ODONTOLOGICA: Claims Verification Ends on Aug. 18
ORIGINAL METAL: Validation of Creditors' Claims Ends on Aug. 15
PC INTERNACIONAL: Claims Verification Deadline Is on Aug. 7
REPSOL YPF: Net Income for 2005 Up 29.2% to EUR3.12 Billion
TOP GREEN: Schedules Aug. 18 as Last Day to Validate Claims

TOPLIMP SRL: Sets Aug. 14 Deadline for Verification of Claims
TRANSENER: Dolphin Group Balks at Sale to Eton Park

B A H A M A S

WINN-DIXIE: Court Approves Reddick & Stokes Settlement Agreement
WINN-DIXIE: IRS Wants Access to Substantive Consolidation Papers

B E L I Z E

INNOVATIVE COMM: Inks Settlement with Greenlight & Rural Tel

B E R M U D A

INTELSAT LTD: Federal Commission Approves PanAmSat Merger
LORAL SPACE: Unit Partners With G02Call to Launch VOIP Services
SEA CONTAINERS: Moody's Lowers Rating on 10-3/4% Notes to Caa3

B R A Z I L

AES CORP: Reaches Pact With BNDES to Retain Ownership of AES Sul
BANCO NACIONAL: Ends Call Option to Acquire Interest in AES Sul
COMPANHIA PARANAENSE: Files Appeal to Bid for Cia. Transmissao
GOL LINHAS: Okays Interest Payment of BRL0.13896 Per Share
REPSOL YPF: Wants to Enter Brazilian Liquefied Gas Market

VARIG SA: Judge Ayoub Approves Employees' US$446-Million Offer
VARIG S.A.: N.Y. Supreme Court Directs Return of Aircraft

* BRAZIL: IDB Grants US$10-Mil. Loan to Boost Business in Bahia

C A Y M A N   I S L A N D S

CAFE II: Schedules July 13 Deadline to File Proofs of Claim
CHEYNE CREDIT: Creditors Have Until July 13 to Prove Claims
COSTINHA SA: Declares Voluntary Liquidation of Business
COSTINHA SA: Sets July 18 Deadline for Proofs of Claim Filing
CUMULUS OFFSHORE: Filing of Proofs Claim Will End on July 13

HOURGLASS MASTER: Creditors Must File Proofs of Claim by July 13
MW POST: Deadline to File Proofs of Claim Is on July 13
RELOJ LIMITED: Shareholder Declares Company's Liquidation
RELOJ LIMITED: Last Day for Proofs of Claim Filing Is on July 18
STANLEY GLOBAL: Last Day to File Proofs of Claim Is on July 13

SUMARA PORTFOLIO: Proofs of Claim Filing Will End on July 13
TROCADERO HOLDINGS: Placed in Voluntary Liquidation
TROCADERO HOLDINGS: Requires Creditors to File Claims by July 13

C O L O M B I A

ECOPETROL: Posts COP826 Billion First Quarter Profits
ECOPETROL: Starts Expansion Works at Barrancabermeja Plant

* COLOMBIA: Five Groups Make Offers for El Dorado Concession

C O S T A   R I C A

BAC SAN JOSE: Will Start Catering to Low-Income Consumers

* COSTA RICA: President Asks Rich Nations to Forgive Debts

C U B A

* CUBA: Bilateral Ties with Guinea-Bissau May Advance

D O M I N I C A N   R E P U B L I C

* DOMINICAN REPUBLIC: High Energy Costs Could Ward Off Investors
* DOMINICAN REPUBLIC: May Save US$500MM by Utilizing Sugar Cane

E C U A D O R

PETROECUADOR: Sending Oil to Venezuela for Refining on July 1

* ECUADOR: President Ratifies Outsourcing Labor Law

E L   S A L V A D O R

* EL SALVADOR: Posts 2% Boost in Insurance Net Premiums

F R E N C H   G U I A N A

DIGICEL LTD: Launches Services in the French West Indies

H O N D U R A S

* HONDURAS: State Telecoms Firm in Conflict with Regulator

J A M A I C A

AIR JAMAICA: UK General Manager Anthony Cowles Resigns
CLARENDON ALUMINA: Fitch Rates Issuer Default Rating at B
CLARENDON ALUMINA: Moody's Rates US$200-Mil. Senior Notes at B3
KAISER ALUMINUM: Class Fund & Escrow Report First Qtr. Results
SUGAR COMPANY: Moves Bid Submission Deadline to June 30

M E X I C O

AXTEL SA: S&P Upgrades Corporate Credit Rating to BB- from B+
EMPRESAS ICA: ICA Fluor Secures US$108-M Contract from Indelpro
GRUPO MEXICO: National Union Denies Negotiations with Company
MERIDIAN AUTOMOTIVE: Wants BDO Seidman's Scope of Work Expanded
MERIDIAN AUTOMOTIVE: UST Reacts to BDO Seidman's Retention Pact

MERIDIAN AUTOMOTIVE: UST Balks at Hilco Appraisal's Retention

N I C A R A G U A

* NICARAGUA: Managua Prohibited from Importing Venezuelan Oil

P A R A G U A Y

* PARAGUAY: Mobile Sector Tops in Investment Projects in 2006

P E R U

* PERU: Will Launch Concessions on Highway Construction

P U E R T O   R I C O

CAJUN FUNDING: Moody's Affirms Corporate Family Rating at B2
KMART CORP: Court Allows Michael McEvily to Continue Civil Suit
KMART CORP: Permits Lora Parker to Pursue Personal Injury Claim
OCA INC: U.S. Trustee Appoints Five-Member Equity Committee
OCA INC: Equity Panel Wants Bell Boyd as Lead Bankruptcy Counsel

PIER 1: Posts US$22.7 Million Net Loss for First Quarter 2006

T R I N I D A D   &   T O B A G O

MIRANT CORP: Sets Talks with Shareholders in New York & Boston

V E N E Z U E L A

PARMALAT: In Negotiations to Sell Two Venezuela Plants
PETROLEOS DE VENEZUELA: Begins Refining Ecuadorean Oil on July 1
PETROLEOS DE VENEZUELA: Halts Operations in Paraguana Complex


                         - - - - -


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


ESAP SA: Verification of Proofs of Claim Will End on August 22
--------------------------------------------------------------
Francisco Costa, the court-appointed trustee, will verify
creditors' proofs of claim against Esap SA until Aug. 22, 2006.
Creditors who fail to submit the required documents won't
receive any post-liquidation distributions.

Court No. 11 in Buenos Aires, with assistance from Court No. 22,
declared Esap bankrupt at the behest of Obra Social de los
Empleados de Comercio y Actividades Civiles, which the company
owes US$7,731.

The debtor can be reached at:

          Esap S.A.
          Cavia 3999
          Buenos Aires, Argentina

The trustee can be reached at:

          Francisco Costa
          Sarmiento 1562
          Buenos Aires, Argentina


FORMULARIOS COMERCIALES: Trustee Verifies Claims Until Aug. 17
--------------------------------------------------------------
Court-appointed trustee Rosa Isabel Santos will verify
creditors' proofs of claim against bankrupt company Formularios
Comerciales S.R.L. until Aug. 17, 2006, Infobae reports.

Ms. Santos, in accordance with Argentine bankruptcy laws, will
submit to the court individual reports on the submitted claims
and a general report containing an audit of Formularios
Comerciales' accounting and business records.  The individual
reports will be submitted on Sept. 29, 2006, followed by the
general report, on Nov. 13, 2006.

The trustee can be reached at:

      Rosa Isabel Santos
      Avenida Corrientes 6031
      Buenos Aires, Argentina


GANADERIA LITORAL: Sets Claims Verification Deadline on Aug. 14
---------------------------------------------------------------
Carlos Carrescia, the court-appointed trustee for the bankruptcy
case of Ganaderia Litoral S.A., will verify creditors' proofs of
claim until Aug. 14, 2006.

After the verification of claims, Mr. Carrescia will submit
individual reports based on the verified claims and a general
report that contains an audit of Ganaderia Litoral's accounting
and banking records.  The dates of submission of these reports
are yet to be disclosed.

La Nacion relates that Buenos Aires Court No. 15 declared the
company bankrupt at the request of Cooperativa Concepcion
Limitada, which Ganaderia Litoral owes US$83,702.40.

Clerk No. 29 assists the court in this case.

The debtor can be reached at:

         Ganaderia Litoral S.A
         25 de Mayo 654
         Buenos Aires, Argentina

The trustee can be reached at:

         Carlos Carrescia
         Tucuman 1621
         Buenos Aires, Argentina


LABORATORIOS LACEFA: Trustee Won't Verify Claims After Aug. 14
--------------------------------------------------------------
Rafael Norberto Federico, the court-appointed trustee for the
bankruptcy proceeding of Laboratorios Lacefa S.A.I.C.A., won't
verify creditors' proofs of claim after Aug. 14, 2006, Infobae
states.

Creditors who fail to submit their proofs of claims won't
receive any post-liquidation distributions.

The verified claims will be used as basis for creating
individual reports.  A general report that contains an audit of
Laboratorios Lacefa's accounting and banking records will also
be presented in court.  The dates of submission of these reports
are yet to be disclosed.

The trustee can be reached at:

      Rafael Norberto Federico
      San Martin 793
      Buenos Aires, Argentina


MPS PRESTACION: Sets Aug. 9 as Last Day for Claims Verification
---------------------------------------------------------------
Leandro Villari, the court-appointed trustee for the bankruptcy
case of MPS Prestacion S.R.L., has until Aug. 9, 2006, to verify
creditors' proofs of claim, La Nacion states.  Creditors who
fail to submit the required documents won't receive any post-
liquidation distributions.

Court No. 12 in Buenos Aires declared MPS Prestacion bankrupt at
the request of Banca Nazionale del Lavoro S.A., which the
company owes US$146,912.54.

Clerk No. 24 assists the court on the case.

The debtor can be reached at:

         MPS Prestacion S.R.L.
         Azcuenaga 767
         Buenos Aires, Argentina

The trustee can be reached at:

         Leandro Villari
         Talcahuano 316
         Buenos Aires, Argentina


ORGANIZACION ODONTOLOGICA: Claims Verification Ends on Aug. 18
--------------------------------------------------------------
The verification of creditors' claims for the Organizacion
Odontologica Centauro S.R.L. insolvency case will end on
Aug. 18, 2006, states Infobae.

Angel Ferro, the court-appointed trustee who will examine the
claims, will submit the validation results as individual reports
on Oct. 2, 2006 and the general report on Nov. 14, 2006.

On Apr. 23, 2007, Organizacion Odontologica's creditors will
vote on a settlement proposal that the company will lay on the
table.

Court No. 20 in Buenos Aires approved Organizacion
Odontologica's petition to reorganize its business after it has
defaulted on its debt payments.

Clerk No. 40 assists the court in this proceeding.

The debtor can be reached at:

     Organizacion Odontologica Centauro S.R.L.
     Balcarce 353
     Buenos Aires, Argentina

The trustee can be reached at:

     Angel Ferro
     Avenida Roque Saenz Pena 1219
     Buenos Aires, Argentina


ORIGINAL METAL: Validation of Creditors' Claims Ends on Aug. 15
---------------------------------------------------------------
The validation of creditors' proofs of claim against Original
Metal S.A. will end on Aug. 15, 2006, Argentine daily La Nacion
reports.

Court No. 10 in Buenos Aires approved Original Metal's petition
to reorganize its business after it has defaulted on its debt
payments.  Eduardo Grunen was appointed as trustee.

An informative assembly will be held on July 2, 2007, wherein
creditors will cast their votes on a settlement plan that
Original Metal will lay on the table.

Clerk No. 20 assists the court on the case.

The debtor can be reached at:

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

The trustee can be reached at:

       Eduardo Grunen
       Presidente Roque Saenz Pena 1219
       Buenos Aires, Argentina


PC INTERNACIONAL: Claims Verification Deadline Is on Aug. 7
-----------------------------------------------------------
The court-appointed trustee for the PC Internacional S.R.L.
bankruptcy case, Ricardo Adolfo Bertoglio, will validate
creditors' proofs of claim until Aug. 7, 2006.  Creditors whose
claims have not been verified by the trustee won't receive any
distribution or payment from the company.

The verified claims will be submitted in court as individual
reports on Sept. 19, 2006.  A general report that contains an
audit of PC Internacional's accounting and banking records as
well as the summary of events of the liquidation proceeding will
be presented on Oct. 31, 2006.

The trustee can be reached at:

         Ricardo Adolfo Bertoglio
         Lavalle 1537
         Buenos Aires, Argentina


REPSOL YPF: Net Income for 2005 Up 29.2% to EUR3.12 Billion
-----------------------------------------------------------
Antonio Brufau, Executive Chairman of Repsol YPF, presided over
the company's Annual General Shareholders' Meeting, on
June 16, 2006, at which he proposed the approval of a 20% rise
in the dividend for 2005, as a result of a good performance
posted in what he described as "an excellent year."

Repsol's profit rose 29.2% to a record EUR3.12 billion, shored
up by enhanced performance in all the Repsol's business areas,
with the result of a 31.5% rise in income from operations, to
EUR6.16 billion.

Cash flow in 2005 was 37.9% up, at EUR6.5 billion, showing the
Repsol's great financial strength and capacity for cash
generation.  This high cash generation made it possible to cut
the company's debt by 16.4%, to a level of EUR4,513 as of
December 2005 (that is EUR885 million less than the figure for
December 2004), and was more than sufficient to finance the
investments committed in the period.

                  Growth in All Business Areas

All of Repsol's business lines posted excellent results, and
made special mention of the outstanding performance by the
Refining & Marketing area, where income rose 69.3% year-on-year
to EUR2.7 billion, boosted by a 48.2% improvement in refining
margins.  Income from Exploration & Production operations rose
6% year-on-year, from the EUR3.06 billion posted in 2004 to
EUR3.3 billion in 2005.  In Chemicals, income from operations
was EUR308 million in comparison to EUR262 million the year
before, showing a rise of 17.6%, whereas in Gas & Power, income
from operations was up 25.5%, from EUR310 million in 2004 to
EUR389 million in 2005.

                     Shareholder return

Pres. Brufau highlighted Repsol YPF shares' performance on the
stock market during 2005, with a revaluation of almost 29%,
outperforming the Ibex-35 by nearly 8 points and the Eurostoxx
50 by over 10 points.

In view of the company's positive income statement for 2005 and
the favourable evolution of the Repsol YPF share price, on 29
March 2006, the Board of Directors resolved to propose to the
Annual General Shareholders Meeting that a gross dividend of
EUR0.60 per share be paid out against the 2005 financial year,
equivalent to a 20% dividend increase year-on-year.  This
dividend rise is in line with the company's policy of sustained
growth in shareholder return.  If the EUR0.60 dividend payment
is added to the aforementioned 29% stock market revaluation,
total shareholder income was 31.4%.

                    Upward Trend in 2006

In relation to the first quarter 2006, Repsol YPF's Chairman
emphasized that the company's reported net income was 8.2%
higher than in first quarter 2004, at EUR862 million, with
EBITDA (earnings before interest, tax, depreciations and
amortizations) 15% up year-on-year, at EUR2,354 million, and
earnings per share at EUR0.71 versus EUR0.65 in first quarter
2005.

                    Corporate Governance

In 2005, important steps were taken to strengthen Repsol YPF's
Corporate Governance and place it on a par with those using the
best international practices in this sphere.  In April 2005, an
important decision was taken in this respect to increase the
functions of the Board of Directors' Audit and Control
Committee, and include among these a responsibility for the
overseeing and control of reserves, and fulfillment of the
environmental and safety policy.

In consonance with this role of supervision, in January 2006,
Repsol YPF made a downward reserves revision of 1,254 million
barrels of oil equivalent (boe).  The largest part of this
revision, 659 million boe (52%), affected Bolivia where the
company has suffered considerably from certain political,
economic and legal uncertainties.  Adjustments of 509 million
boe (41%) were also made in Argentina, and there was a cut of 86
million boe in the rest of the world, nearly two thirds of which
corresponds to Venezuela.

               Closure of Reserves Adjustment

Repsol YPF's Audit and Control Committee hired the independent
law firm, King & Spalding, to conduct a report to clarify the
circumstances that led to the aforementioned reserves revision.
On terminating this task, one of the report's conclusions was
that the revision process conducted by Repsol YPF in 2005 was
correct and the reserves cut was carried out in compliance with
external auditors' recommendations, and was the result of new
procedures introduced by the current management team to evaluate
the technical and commercial aspects of these reserves.

The report also mentions that the evaluation in the past of the
reserves of certain fields, which although incorrect on
occasions, was not motivated by a desire for personal benefit.
King & Spalding's report also concludes that the changes
introduced by Repsol YPF in the control procedures have
considerably improved the reporting and reserves control system.

With regard to the effect on accounts of this reserves cut, and
in agreement with Repsol YPF's financial auditor, it has been
decided that no adjustments will be necessary to the company's
Balance Sheet or Profit and Loss Account for 31 December 2005,
nor will any restatement of this Balance Sheet or Account be
required in the consolidated financial statements for previous
years.

                   New Independent Directors

In application of the European Commission's latest
recommendations on the length of term to be held by independent
directors and the Codigo Unificado de Buen Gobierno or Unified
Code of Good Governance issued by the Spanish Continuous Stock
Market authorities, the Annual General Shareholders' Meeting has
appointed Artur Carulla and Javier Echenique as independent
directors, covering the vacancies produced by the exit of Juan
Molins and Enrique Aldama, whose terms of office on the Board
ended this year.

The AGM also resolved to ratify the new directors of the Board,
Paulina Beato and Philippe Reichstul, appointed for a term of
four years.  The arrival in 2005 of these new directors,
specialists in the international energy sector, was the outcome
of Repsol YPF's decision to raise the number of independent
directors as an additional good governance measure.

                        Highlights

   -- In February 2005, Repsol YPF entered an agreement with
      the Dutch company, Basell, to acquire 50% of the latter's
      stake in Transformadora de Propileno A.I.E., including a
      polypropylene plant at the Tarragona Petrochemical
      Complex, with a 160,000 tons/year capacity, in which
      Repsol already holds the other 50%.  This transaction
      boosts Repsol YPF's polypropylene capacity by 15%, raises
      the company's presence in the polyolefin business in
      Europe, and represents another step forward in one of the
      company's core strategic lines for growth.

   -- In Venezuela, in March, Antonio Brufau, Executive
      Chairman of Repsol YPF, and Rafael Ramírez, Venezuelan
      Minister of Energy and Mines and Chairman of PDVSA,
      signed a series of strategic agreements that have
      increased the company's presence in the region.  The
      most important of these agreements contemplates the
      creation of a joint venture between PDVSA and Repsol YPF,
      the first of this nature to be set up in Venezuela, that
      would hold the rights for oil and gas exploration and
      development in the areas where operations are currently
      underway (Mene Grande, Quiriquire and Quiamare - la Ceiba)
      and in new areas nearby.

   -- Also in March, Repsol YPF's Executive Chairman Antonio
      Brufau, and ChevronTexaco's Chairman Dave O'Reilly,
      signed in Caracas a Letter of Intent proposing to the
      Ministry of Energy and Petroleum and Petroleos de
      Venezuela aka PDVSA the joint development of an
      exploration block in the prolific Orinoco Belt and the
      construction of a refinery for transformation of the
      crude oil produced there.

   -- Repsol YPF and Gas Natural SDG, on 29 April, entered
      an agreement for the liquefied natural gas businesses,
      including the exploration, production, and
      liquefaction of natural gas reserves.  This agreement
      will grant both companies access to new markets under
      more favorable conditions.  In the upstream area, an
      association for the development of new ventures is
      contemplated, in which Repsol YPF will be operator with
      a 60% stake in assets, and Gas Natural SDG will hold the
      remaining 40%.

   -- On June 7, Repsol YPF and Irving Oil Limited entered an
      agreement to develop the first LNG regasification plant
      on the east coast of Canada, forming a new company,
      Canaport LNG, which will construct and operate the
      terminal to supply markets in the surrounding area, as
      well as the northeast coast of the United States.  The
      Canaport terminal will initially be capable of putting
      10 Bcm per year of LNG on the market.  Repsol YPF will
      supply the natural gas to feed the terminal and hold a
      contract for 100% of the plant's regasification capacity.
      This plant is scheduled to go on stream and distribute
      natural gas to the market from 2008 onwards, and Repsol
      YPF will market the regasified LNG mostly in the USA.

   -- Also in June, Repsol YPF signed a Memorandum of
      Understanding with Hunt Oil to develop the Peru LNG
      project.  This project consists of a Hunt Oil and SK
      Corporation joint venture for building and operating a
      liquefaction plant in Pampa Melchorita, Peru.  The
      plant, expected to be operational in 2009, will produce
      4 million tons per year of LNG for sale on the West Coast
      of the United States and Central America.  The Peru LNG
      project will be fed by natural gas from blocks 88 and 56
      of the Camisea field, in which Repsol YPF also has a
      stake.  This MOU also contemplated Repsol YPF taking a
      stake in Transportadora de Gas del Peru SA, the company
      that delivers natural gas from the Camisea area via the
      trans-Andean pipeline.

   -- Repsol YPF will invest US$130 million in the start-up of
      the Neptune field, in deep waters of the Gulf of Mexico,
      in which the company holds a 15% stake.  The Neptune field
      will have a maximum production of 50,000 barrels of oil
      per day and 50 million cubic feet of gas.  The total cost
      estimated for this development is some US$850 million, and
      its reserves are calculated at between 100 and 150 million
      barrels of oil equivalent.  The field is expected to go
      into production towards the end of 2007.

   -- In July, Repsol YPF became one of the main oil and gas
      producers in the Caribbean on exercising a call option for
      the purchase from BP of three oil fields and one gas field
      in Trinidad & Tobago, for a price of US$229 million.  The
      three oil fields -- Teak, Samaan and Poui - currently
      produce 20,500 barrels of oil equivalent per day.
      Investment in the oil fields and the development of the
      gas field will be US$500 million up to the year 2025.

   -- Fruit of the agreement with Gas Natural SDG, in August,
      Repsol-Gas Natural LNG, S.L, a 50-50 joint venture, was
      set up for the transport, trading and wholesale of LNG.
      This new company is the third largest in the world in
      terms of LNG handled, immediately behind KOGAS and Tokyo
      Electric.

   -- In November, the company presented a new refining
      investment program for the downstream area.  Repsol YPF's
      refining strategy in Spain is focused on:

         -- increasing the distillation and conversion
            capacity to reduce the deficit in gas oil;

         -- adapting the units to future product
            specifications;

         -- encouraging the use of bio-fuels; and

         -- improving performance in energy efficiency,
            safety and the environment.

      To this end, the company will inject EUR3.9 billion, of
      which EUR2.1 billion were earmarked for the Cartagena
      refinery to increase its refining and conversion capacity,
      and EUR900 million for the Bilbao refinery to reduce fuel
      oil production and upgrade product quality, with special
      emphasis on environmental improvements.

   -- At its annual summit in November 2005, the Centre for
      Financial Stability declared YPF S.A. to be the company
      with the highest degree of Corporate Governance in
      Argentina in 2004.  Good corporate governance practices
      are increasingly valued by the capital markets, and for
      several years now Repsol YPF has strived to be at the
      forefront of these practices in all the countries in which
      it operates.

   -- In Argentina, Repsol YPF announced a planned investment of
      US$30 million in the construction of a plant in Ensenada
      (due to begin in 2006) for the production of 100,000 tons
      of bio-diesel per year, using cutting-edge technology.
      This new product is developed from a suitable combination
      of traditional gas-oil and the energy value obtained from
      vegetable oils (such as soy, rapeseed and sunflower
      oil, etc).

   -- In December, Repsol YPF put on stream in the Caribbean
      the largest liquefaction plant in the world, with the
      start of production from the fourth train at the Atlantic
      LNG plant in Trinidad & Tobago, in which it holds a 22%
      stake.  This plant will have a production capacity of
      5.2 million tons per annum of liquefied natural gas.

   -- The Repsol YPF Board of Directors, on December 29, 2005,
      and in accordance with a proposal by the Nomination and
      Compensation Committee, approved the appointment as
      independent directors of energy experts, Philippe
      Reichstul and Paulina Beato, who took up the vacancies
      left several months before on the exit of the two BBVA
      domanial directors.  These appointments have been
      ratified at the company's AGM.

   -- At that same meeting, the Board of Directors approved
      payment of a EUR0.30 per share interim dividend against
      the 2005 financial year, equivalent to a 20% rise
      year-on-year, effective to shareholders as of
      Jan. 12, 2006.

   -- Moving on to 2006, in Libya, Repsol YPF made a new
      discovery of high-quality light crude oil at the NC 186
      block in the Murzuk Basin.  Tests at the well gave a
      preliminary production estimate of 2,300 barrels of oil
      equivalent per day.  This discovery, in he Sahara desert,
      800 km. south of Tripoli, is near the two latest finds
      made by Repsol YPF in this same block towards the end of
      last year, which gave a preliminary production of 2,060
      and 4,650 barrels per day, respectively.

   -- In February, Repsol YPF and West Siberian Resources
      signed a strategic agreement whereby Repsol YPF acquired
      a 10% stake in the latter via a WSR capital increase,
      involving an investment of nearly US$90 million, and will
      also develop projects in the exploration and production of
      oil and gas in Russia, where WSR owns exploration assets.
      This deal strengthens Repsol YPF's exploration and
      production business and marks progress in the company's
      strategy of geographical diversification.  This alliance
      with WSR also represents a good opportunity to participate
      in the Russian market with a view to analyzing other
      projects in the region.

   -- The company is opening an office in Moscow to attend to
      its growing presence in Russia, with a view to
      progressing in new projects and taking quicker and more
      efficient advantage of the opportunities offered by the
      Russian oil ndustry.

                        *    *    *

On June 20, 2005, Moody's Investors Service upgraded the ratings
of Spanish-Argentine oil company Repsol YPF's local subsidiary
YPF S.A.  Moody's upgraded YPF's senior unsecured rating to Ba3
from B1 and the unit's domestic currency issuer rating to Baa2
from Baa3.

YPF's foreign currency issuer rating of Caa1 remained unchanged,
as it is constrained by the sovereign ceiling of Argentina.
YPF's Corporate Family Rating (formerly known as the senior
implied rating) is aligned with the foreign currency issuer
rating at Caa1.


TOP GREEN: Schedules Aug. 18 as Last Day to Validate Claims
-----------------------------------------------------------
Antonio Donato, the court-appointed trustee for the bankruptcy
proceeding of Top Green S.A. will validate creditors' proofs of
claim until Aug. 18, 2006, La Nacion states.

Court No. 17 in Buenos Aires declared Top Green bankrupt at the
behest of Guillermo Manrique, the company's creditor.

Clerk No. 33 assists the court in this case.

The debtor can be reached at:

         Top Green S.A.
         Avenida La Pampa 2321
         Buenos Aires, Argentina

The trustee can be reached at:

         Antonio Donato
         Bernardo de Irigoyen 330
         Buenos Aires, Argentina


TOPLIMP SRL: Sets Aug. 14 Deadline for Verification of Claims
-------------------------------------------------------------
Alberto Samsolo, the court-appointed trustee for the bankruptcy
case of Toplimp S.R.L., will verify creditors' proofs of claim
until Aug. 14, 2006.  Creditors' who fail to submit the required
documents won't receive any post-liquidation distributions.

Court No. 11 in Buenos Aires declared Toplimp bankrupt at the
request of Juan Monzon, whom the company owes US$6,892.50.

Clerk No. 22 assists the court on the case.

The debtor can be reached at:

         Toplimp S.R.L.
         Teniente General Juan Domingo Peron 2581
         Buenos Aires, Argentina

The trustee can be reached at:

         Alberto Samsolo
         Paraguay 1225
         Buenos Aires, Argentina


TRANSENER: Dolphin Group Balks at Sale to Eton Park
---------------------------------------------------
The sale of half of Transener SA's holding company, Citelec,
from Petrobras Energia Participaciones to Eton Park Capital
Management is facing resistance from the Dolphin fund, which
owns the other half of Citelec.

Dolphin is evaluating the impact of the sale to Eton Park
because it understands that it is an international investor that
will not leave the capital in national hands, which could
compromise electricity that is considered to be a major
strategic resource for Argentina.

Petrobras has declined a US$16 million debt assumption offer
made by the Dolphin Group.  There is still time for Dolphin to
equal the offer or present a better one.

Meanwhile, the Argentine government doubts the transfer of
shares to Eton Park because it is a fund with speculative
interests, which means it could get rid of its participation at
any time, Infobae says.

Furthermore, should Eton Park acquire Petrobras' Citelec shares,
Transener would remain in the hands of two investment funds,
which minimizes the participation of a technical operator in
order to define the investments.

The same belief is sustained by the Argentine company
Electroingenieria which has already sent a letter to the
Argentine government in order to reject the sale to Eton.

                     About Transener

Compania de Transporte de Energia Electrica en Alta Tension aka
Transener owns the national network of high-voltage power
transmission lines, which consist of nearly 8,800km of lines
together with the approximately 5,500km in its Transba
subsidiary's network.

On June 16, 2006, Standard & Poor's Ratings Services said that
its ratings on Compania de Transporte de Energia Electrica en
Alta Tension aka Transener S.A. (B-/Stable/--) are not affected
by the sale of 50% equity stake in Citelec S.A. to Eton Park
Capital Management.




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


WINN-DIXIE: Court Approves Reddick & Stokes Settlement Agreement
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
approves a Settlement Agreement between Winn-Dixie Stores, Inc.,
and its debtor-affiliates, David A. Reddick and James A.
Stokes.

Claim Nos. 9333 and 9335 are each allowed as unsecured non-
priority claims for US$307,500 against the Debtors.  No further
distribution or payment will be made by the Debtors on these
Claims.

The Court disallows the balance of the Claims.

                         Background

On Aug. 19, 2002, Mr. Reddick and Mr. Stokes filed a lawsuit
against the Debtors in which judgments were entered in favor of
the Claimants aggregating US$700,000.

An additional US$440,170 judgment was entered against the
Debtors for attorneys' fees and costs.

The Debtors appealed the judgments and obtained a stay of
execution pending appeal by posting a US$1,299,793 supersedeas
bond, D. J. Baker, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, in New York, tells the Court.

Mr. Baker explains that the Supersedeas Bond is secured by a
line of credit agreement between the Debtors and Wachovia Bank,
National Association.  The line of credit agreement is, in turn,
secured by receivables and other collateral, which constitutes
property of the Debtors' estates.

When the Debtors filed for bankruptcy, prosecution of the
appeals was stayed.  The appeals are still pending, Mr. Baker
says.

In the Debtors' chapter 11 cases, the Claimants filed Claim Nos.
9333 and 9335, and their attorneys filed Claim No. 9334, based
on the Judgments.

On Aug. 26, 2005, the parties agreed to participate in a
postpetition mediation of their dispute.  The mediation resulted
in a partial settlement by which the Debtors agreed to pay a
compromised amount on Claim Nos. 9333 and 9335 in return for a
full satisfaction of the Claimants' Judgments and a dismissal of
the related appeal.

As a result, secured claims totaling US$700,000, plus interest,
will be released for cash payments totaling US$615,000.

The salient terms of the Settlement Agreement are:

    (1) Consideration to be provided to the Claimants by the
        Debtors:

        -- US$16,600 to be paid to the Claimants and their
           attorneys, T. A. Delegal, III, Esq., and Delegal Law
           Offices, P.A.;

        -- US$94,200 less normal withholding tax and FICA
           deductions, to each of the Claimants and Delegal Law
           Offices, P.A.;

        -- US$205,000 will be paid to purchase an annuity
           providing periodic payments to each of the Claimants;

        -- dismissal of the Merits Appeals; and

        -- a general release of all claims the Debtors may have
           had against the Claimants save those related to the
           Fee Appeals with respect to any alleged acts
           occurring before the Effective Date of the Settlement
           Agreement; and

    (2) Consideration to be provided to the Debtors by the
        Claimants:

        -- dismissal of the Lawsuit and Merit Appeals with
           prejudice;

        -- withdrawal of all proofs of claim filed by the
           Claimants in connection with the Lawsuit, Merit
           Appeals and Fee Appeals, and waiver of the right to
           receive any distribution in the Chapter 11 cases;

        -- partial release of any claims the Claimants may have
           against the Supersedeas Bond, resulting in a
           US$700,000 reduction in the amount of the bond; and

        -- general releases of all claims the Claimants may have
           had against the Debtors and their agents other than
           in connection with the Fees Judgment and Fee Appeals.

Mr. Baker notes that the Settlement Agreement will:

    (a) compromise a significant secured liability at a discount
        and without the expense and uncertainty inherent in
        protracted litigation; and

    (b) allow the Debtors to reduce the amount of Supersedeas
        Bond, thereby providing them access to US$700,000 on the
        line of credit currently securing the Supersedeas Bond.

Mr. Baker clarifies that the Settlement Agreement does not
resolve the Debtors' objection to Claim No. 9334 or the issues
on appeal relating to the Fees Judgment, which appeal will
continue to be prosecuted.

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. 40; Bankruptcy Creditors' Service, Inc., 215/945-7000)


WINN-DIXIE: IRS Wants Access to Substantive Consolidation Papers
----------------------------------------------------------------
The US Internal Revenue Service wants access to papers filed by
trade creditors of Winn-Dixie Stores, Inc., in their bid to
substantively consolidate the chapter 11 cases of the
supermarket chain and its 23 units.

In a court filing last week, the IRS said the trade group hasn't
shown a need to block public access to the supporting
documentation, or to restrict access by creditors and other
parties in the case, who could be directly affected by a
substantive consolidation.

The group, holding about US$55 million in trade claims against
the company, wants the U.S. Bankruptcy Court in the Middle
District of Florida in Jacksonville to substantively consolidate
the chapter 11 cases, so that the assets of Winn-Dixie and its
units can be pooled to pay creditors.

The IRS claims the company owes it about US$82 million and says
it can't take a stand on the consolidation request until it
receives supporting documentation from the trade group.

The trade group, however, has said the documentation is based,
in part, on "non-public, confidential and proprietary
information" about the company and has asked the court to allow
it to keep those information under seal, disclosing it to
creditors only if they sign confidentiality agreements.

"The paucity of the motion to file under seal is particularly
troubling in light of the importance of the underlying motion to
consolidate," the IRS said.

Another Winn-Dixie creditor, Lassiter Properties Inc., also
objected to the trade group's request.

The group hasn't provided any summary or privilege lists that
would enable creditors to determine whether the documents and
information truly are confidential or are being withheld
improperly, Lassiter said in a May 25 filing.

Creditors, Lassiter said, are being denied access even to the
legal authority on which the trade group is basing its request
for substantive consolidation.

"Denied the barest explanation or description as to the nature
of the alleged confidential materials, Lassiter and other
creditors are unable to protect their interests against the
sweeping and significant relief requested," the creditor said.
It thus asked the Bankruptcy Court to reject the trade group's
bid to keep documents under wraps.

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.




===========
B E L I Z E
===========


INNOVATIVE COMM: Inks Settlement with Greenlight & Rural Tel
------------------------------------------------------------
Innovative Communication Company, LLC, and its debtor-affiliates
filed with the U.S. Bankruptcy Court for the District of
Delaware a settlement agreement it entered into with Greenlight
Capital Qualified, L.P., and certain of Greenlight Capital's
affiliates and Rural Telephone Finance Cooperative under seal.

Judge Judith K. Fitzgerald approved a stipulation entered into
by the parties modifying the automatic stay to pave the way for
implementing the settlement terms.  The Court has not yet
approved the settlement.

The Debtors have been at odds with Greenlight Capital Qualified,
Greenlight Capital, L.P., and Greenlight Capital Offshore, Ltd.,
over the involuntary chapter 11 petitions filed the creditors.

Still pending before the Court are the Debtors' request to:

   -- change the bankruptcy venue to the U.S. District for the
      District of Virgin Islands;

   -- have the Greenlight Capital Entities issue a bond; and

   -- for the Court to dismiss the involuntary chapter 11 cases.

Earlier this year, Greenlight Capital LLC won a US$130 million
award in a Delaware securities suit.

Rural Telephone asserted in March 2005 that Innovative
Communication defaulted on its loan.  Rural Telephone is a
consolidated affiliate of National Rural Utilities Cooperative
Finance Corporation.

As reported in the Troubled Company Reporter on March 31, 2005,
Innovative Communication was required to pay US$10,034,876 for a
maturing secured line of credit, including accrued interest, to
Rural Telephone.  Innovative Communication paid US$34,876
representing the accrued interest due.  On March 22, 2005, Rural
Telephone notified Innovative Communication in writing that an
event of default had occurred as a result the non-payment of the
US$10,000,000 due on its maturing secured line of credit.

Innovative Communication's asserted then that it was not in
default with its obligations.  Jeffrey J. Prosser, chairman,
president and CEO of Innovative Communication, said.  "These
claims are false and misleading and are the newest links in the
Rural Telephone's chain of predatory conduct for which we have
sued the Rural Telephone."

Innovative Communication believed that Rural Telephone's
management has spearheaded an aggressive litigation and public
disinformation campaign against ICC fueled by false information
in response to Innovative Communication recent investigation
into potentially improper accounting practices and the potential
concealment of tens of millions of dollars of profits.

Rural Telephone once threatened to seize the equity Virgin
Islands Telephone Co., one of Innovative Communication's
subsidiary but was not included in Greenlight Capital's
petitions.  A group of investors holding preferred shares in
Vitelco also filed suit to accelerate US$74 million in payments,
because of alleged violations by Vitelco, the Deal reports.

                About Innovative Communication

Innovative Communication Company, LLC, is a diversified,
telecommunications and media company with extensive holdings
throughout the Caribbean basin.  The company's operations are in
Belize, British Virgin Islands, Guadeloupe, Martinique, Saint-
Martin, Sint Maarten, U.S. Virgin Islands and France and include
local, long distance and cellular telephone companies, Internet
access providers, cable television companies, business systems,
and The Virgin Islands Daily News, a Pulitzer Prize-winning
newspaper.  Management offices are in West Palm Beach, Florida
and headquarters are in Christiansted, St. Croix, U.S. Virgin
Islands.  With more than 1,200 employees, ICC is one of the
largest private employers in Belize and the second largest in
the U.S. Virgin Islands.

Creditors Greenlight Capital Qualified, L.P., Greenlight
Capital, L.P., and Greenlight Capital Offshore, Ltd., holding a
US$18,780,614 claim against the Company filed an involuntary
chapter 11 petition against Innovative Communication, Emerging
Communications, Inc., the Company's subsidiary and Jeffrey J.
Prosser, the Company's principal, on February 10, 2006 (Bankr.
Del. Case Nos. 06-10133 to 06-10135).  Gregg M. Galardi, Esq.,
and Thomas J. Allingham II, Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP represent the petitioners.




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


INTELSAT LTD: Federal Commission Approves PanAmSat Merger
---------------------------------------------------------
The US Federal Communications Commission approved the merger of
Intelsat Holdings, Ltd., with PanAmSat Holding Corporation.

Upon completion of the transaction, PanAmSat will become an
indirect wholly owned subsidiary of Intelsat.  Post-merger,
PanAmSat and its subsidiaries will continue as separate
corporate entities.  The transaction involves the transfer of
control, to Intelsat, of Commission-issued licenses and
authorizations held by PanAmSat Licensee Corp. and PanAmSat H-2
Licensee Corp., two subsidiaries of PanAmSat.  The two licensees
are authorized to operate non-common carrier Fixed-Satellite
Service (FSS) satellites using the C- and Ku-bands, as well as
numerous non-common carrier earth stations that transmit and/or
receive signals in those frequency bands.

Intelsat is an FSS operator that owns and operates a global
satellite system providing end-to-end network services to
telecommunications operators, corporate network integrators,
governments, Internet service providers, and broadcasters around
the world.  Intelsat primarily serves the voice, data, and
interconnectivity requirements of telecommunications and
government customers.  PanAmSat is an FSS provider that serves
the video market in North America and Latin America and provides
satellite services elsewhere in the world.

The transaction was unopposed.  The Commission conditioned its
approval on Intelsat's compliance with certain national security
and law enforcement commitments and undertakings Intelsat made
to the U.S. Department of Justice, including the Federal Bureau
of Investigation, and the U.S. Department of Homeland Security.

                       About PanAmSat

Through its owned and operated fleet of 25 satellites, PanAmSat
Holding Corp. (NYSE: PA) -- http://www.panamsat.com/-- is a
leading global provider of video, broadcasting and network
distribution and delivery services.  It transmits 1,991
television channels worldwide and, as such, is the leading
carrier of standard and high-definition signals.  In total, the
Company's in-orbit fleet is capable of reaching over 98 percent
of the world's population through cable television systems,
broadcast affiliates, direct-to-home operators, Internet service
providers and telecommunications companies.  In addition,
PanAmSat supports satellite-based business networks in the U.S.,
as well as specialized communications services in remote areas
throughout the world.

                       About Intelsat

Intelsat, Ltd. - http://www.intelsat.com/-- offers telephony,
corporate network, video and Internet solutions around the globe
via capacity on 25 geosynchronous satellites in prime orbital
locations.  Customers in approximately 200 countries rely on
Intelsat's global satellite, teleport and fiber network for
high-quality connections, global reach and reliability.

                        *    *    *

As reported in the Troubled Company Reporter on June 19, 2006,
Fitch upgraded the Issuer Default Rating for Intelsat to 'B'
from 'B-' pro forma for its pending acquisition of PanAmSat.
The ratings are also removed from Rating Watch Negative, where
they had originally been placed on Aug. 30, 2005.  Fitch said
the Rating Outlook is Stable.

As reported in the Troubled Company Reporter on June 13, 2006,
Moody's Investors Service affirmed the B2 corporate family
rating of Intelsat, Ltd., and downgraded the corporate family
rating of PanAmSat Corporation to B2, given the greater clarity
regarding the final capital structure and the near-term
completion of the PanAmSat acquisition by Intelsat.


LORAL SPACE: Unit Partners With G02Call to Launch VOIP Services
---------------------------------------------------------------
Loral Skynet, a subsidiary of Loral Space & Communications, and
Go2Call, a pioneer in the Voice-over-IP services industry,
disclosed at the CommunicAsia 2006 show that they have formed a
strategic relationship to provide VoIP services in Asia to
telecommunications and ISP/Broadband carriers, businesses and
government organizations.

The agreement allows Skynet to combine its global Telstar
satellite fleet and networked SkyReachSM IP-based service
platform with Go2Call's unique VoIP phone technology.  This
combination will offer customers faster implementation of
carrier-grade platforms without investment in full VoIP
infrastructures.

Participants at CommunicAsia are invited to experience the
service by placing free VoIP phone calls anywhere in the world
-- via Telstar 10 and Go2Call phones -- at Skynet's hospitality
suite at the Singapore Expo Center, Hall 6, Suite N6A.

"Voice-over-IP is reshaping the telecommunications landscape as
we speak," said Patrick Brant, president of Loral Skynet.  "Our
relationship with Go2Call will offer our customers in Asia an
unbeatable combination of operational cost-savings and increased
speed of implementation."

"Now already seven years old, Go2Call's award-winning technology
is proven and has enabled more than 200 service providers to
launch VoIP services in more than 100 countries around the
globe," said David Kleiman, Go2Call director of sales for Asia-
Pacific and Europe.  "By joining forces with Loral Skynet, we
will accelerate and expand our customers' reach throughout the
region via the dedicated Telstar satellite fleet."

VoIP solutions are particularly well suited to the current
business environment because they can be either comprehensive or
modular.  The Skynet/Go2Call relationship provides a
comprehensive, turnkey and custom-tailored solution with a full
suite of applications that expand existing services or provide a
key feature on a new VoIP service implementation.  The
Skynet/Go2Call solution is fully-hosted at the back end, which
reduces delay risks and eliminates the upfront capital and
operational expenditures required to build infrastructure.

Mr. Brant continued, "This relationship allows our customers to
focus their time and resources on growing their businesses and
achieving their sales and marketing objectives.  The combination
of our global Telstar satellite resources and network
infrastructure, seamlessly integrated with an established and
highly respected VoIP service provider like Go2Call, will
provide a very efficient means to implement service for the fast
growing Asian VoIP market."

                       About Go2Call

Go2Call -- http://www.go2call.com/-- a recognized leader in the
VoIP industry, delivers turnkey VoIP solutions that meet the
diverse needs of service providers, including PTTs/Telecom
Carriers, ISPs/Broadband Providers and Licensed VoIP Operators.
Since 1998, Go2Call has enabled more than 200 service providers
to launch VoIP services in nearly 100 countries around the
globe.

                     About Loral Skynet

Loral Skynet -- http://www.loralskynet.com/-- delivers service
quality and range of satellite and global network service
solutions that have made it an industry leader for more than 40
years.  Through the broad coverage of the Telstar satellite
fleet, in combination with its global fiber network
infrastructure, Skynet meets the needs of companies around the
world for broadcast and data network services, Internet access,
IP and systems integration.

                    About Loral Space

Loral Space & Communications -- http://www.loral.com/-- is a
satellite communications company.  It owns and operates a fleet
of telecommunications satellites used to broadcast video
entertainment programming, distribute broadband data, and
provide access to Internet services and other value-added
communications services.  Loral also is a world-class leader in
the design and manufacture of satellites and satellite systems
for commercial and government applications including direct-to-
home television, broadband communications, wireless telephony,
weather monitoring and air traffic management.

The Company and various affiliates filed for chapter 11
protection (Bankr. S.D.N.Y. Case No. 03-41710) on July 15, 2003.
Stephen Karotkin, Esq., and Lori R. Fife, Esq., at Weil, Gotshal
& Manges LLP, represented the Debtors in their successful
restructuring and prosecution of their Fourth Amended Joint Plan
of Reorganization to confirmation on Aug. 1, 2005.  As of
Dec. 31, 2004, the Company listed assets totaling approximately
US$1.2 billion and liabilities totaling approximately US$2.3
billion.


SEA CONTAINERS: Moody's Lowers Rating on 10-3/4% Notes to Caa3
--------------------------------------------------------------
Moody's Investors Service downgraded Sea Containers Ltd.'s
rating on its 10-3/4% senior unsecured notes to Caa3 and
confirmed the B3 rating on its US$85 million senior secured
credit facility.  These actions complete the review for
downgrade initiated on May 2, 2006.  The outlook is negative.

The downgrades are due to the increased probability of a payment
default following Sea Containers' recent disclosure that it is
unable to confirm whether it will pay the US$115 million
principal amount of 10-3/4% senior unsecured notes due October
2006.

Sea Containers also announced the sale of Silja Oy Ab or Silja
Lines. Consequently, the amount of a key component of Sea
Containers' short-term liquidity could be resolved, if the
transaction closes by the required completion date of July 28,
2006 and with no adjustments to the disclosed sale price.
However, the company's estimate of excess proceeds (US$60
million) after retirement of approximately US$510 million of
debt secured by the Silja Lines fleet would be insufficient for
Sea Containers to fund expected operating losses and to retire
the 10-3/4% Notes at maturity.

Sea Containers disclosed that it held cash of US$183 million at
May 31, 2006; however, only approximately US$52 million was not
restricted by obligations to third parties or did not belong to
subsidiaries that were restricted from remitting certain cash
balances to Sea Containers.  As well, provisions of an existing
indenture require a portion of the proceeds from the sale of the
shares of Orient Express Hotels to be returned to public note
holders, in an amount that could be in excess of the reported
unrestricted cash.  Sea Containers attributed approximately
US$100 million of its cash balance at May 31, 2006 to the sale
of the shares of OEH.  The ability of Sea Containers to meet its
payment obligations depends on a number of factors including:

   1) the outcome of ongoing discussions with the public note
      holders, particularly with regards to the application of
      the remaining excess proceeds from the sales of the shares
      of Orient Express Hotels,

   2) the amount by which the realized sales price for Silja
      Lines exceeds the related secured debt,

   3) the speed with which the management team resolves the
      operational challenges affecting the rail and container
      businesses and

   4) the values that could be realized from monetization of
      other assets such as the legacy container assets or the
      investment in GE SeaCo.

The Caa3 senior unsecured rating reflects Moody's opinion that
holders of the notes could receive less than a full recovery.
The B3 rating on the US$85 million senior secured credit
facility is notched up from the Corporate Family Rating, because
the facility is secured by a portion of Sea Containers' legacy
container fleet, and advances are made under a borrowing base
suggesting a reasonable collateral cushion.  The company is not
in compliance with certain financial covenants of the agreement
although, according to the company, the lenders have entered
into forbearance agreements that are scheduled to expire at the
end of June 2006.  The negative outlook reflects the heightened
prospects of a default given the company's cash position and the
ongoing discussions with public note holders.

These four ratings were affected:

   -- corporate family rating: lowered to Caa2 from Caa1,
   -- senior unsecured rating: lowered to Caa3 from Caa2,
   -- Issuer Rating: lowered to Caa3 from Caa2 and
   -- senior secured: confirmed at B3

Sea Containers Ltd. headquartered in Hamilton Bermuda, is a
provider of ferry services, primarily in the Baltic Sea, the
franchisee-operator of the Great Northern Railroad in the U.K.,
and a lessor of cargo containers to the shipping industry.




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


AES CORP: Reaches Pact With BNDES to Retain Ownership of AES Sul
----------------------------------------------------------------
AES Corporation has reached an agreement with the Brazilian
national development bank, Banco Nacional Desenvolvimento
Economico e Social aka BNDES, for AES to retain full ownership
of AES Sul, a regulated utility serving approximately 1,000,000
customers in the state of Rio Grande do Sul in southern Brazil,
pending finalization of legal documentation.  As part of the
agreement, BNDES' call option to acquire a majority economic
interest in Sul, which was previously granted as part of the
2004 restructuring of AES's Brazilian operations, will be
terminated.

In addition, AES will pay BNDES US$15 million and contribute its
100% interest in AES Infoenergy Ltda., a commercial energy
trading company, to Brasiliana Energia S.A., a holding company
jointly owned by AES and BNDES.  AES controls Brasiliana through
majority ownership of the company's voting shares, while BNDES
owns a majority economic interest of 53.85%, including voting
and non-voting preferred shares.

"This is a good agreement for both parties, incorporating our
energy trading company, AES Infoenergy, under the Brasiliana
umbrella and maintaining our ownership of AES Sul," said Andres
Gluski, AES President of Latin America.  "We are pleased with
BNDES' constructive stance to resolve these issues."

                      About AES Corp.

AES Corporation (NYSE:AES) -- http://www.aes.com/-- is a global
power company.  The Company operates in South America, Europe,
Africa, Asia and the Caribbean countries.  Generating 44,000
megawatts of electricity through 124 power facilities, the
Company delivers electricity through 15 distribution companies.

AES's Latin America business group is comprised of generation
plants and electric utilities in Argentina, Brazil, Chile,
Colombia, Dominican Republic, El Salvador, Panama and Venezuela.
Fuels include biomass, diesel, coal, gas and hydro.  The group
also pursues business development activities in the region.  AES
has been in the region since May 1993, when it acquired the CTSN
power plant in Argentina.

                        *    *    *

As reported in the Troubled Company Reporter on May 25, 2006,
Fitch affirmed The AES Corporation's Issuer Default Rating at
'B+'.  Fitch also affirmed and withdrew the ratings for the
company's junior convertible debt.  Fitch said the Rating
Outlook for all remaining instruments is Stable.

As reported in the Troubled Company Reporter on March 31, 2006,
Standard & Poor's Ratings Services raised its corporate credit
rating on energy company The AES Corp. to 'BB-' from 'B+'.  S&P
said the outlook is stable.

As reported in the Troubled Company Reporter on Jan. 11, 2006,
Moody's affirmed the ratings of The AES Corporation, including
its Ba3 Corporate Family Rating and the B1 rating on its senior
unsecured debt.  Moody's said the rating outlook remains stable.


                        *    *    *

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 NACIONAL: Ends Call Option to Acquire Interest in AES Sul
----------------------------------------------------------------
AES Corporation has reached an agreement with the Brazilian
national development bank, Banco Nacional Desenvolvimento
Economico e Social aka BNDES, for AES to retain full ownership
of AES Sul, a regulated utility serving approximately 1,000,000
customers in the state of Rio Grande do Sul in southern Brazil,
pending finalization of legal documentation.  As part of the
agreement, BNDES' call option to acquire a majority economic
interest in Sul, which was previously granted as part of the
2004 restructuring of AES's Brazilian operations, will be
terminated.

In addition, AES will pay BNDES US$15 million and contribute its
100% interest in AES Infoenergy Ltda., a commercial energy
trading company, to Brasiliana Energia S.A., a holding company
jointly owned by AES and BNDES.  AES controls Brasiliana through
majority ownership of the company's voting shares, while BNDES
owns a majority economic interest of 53.85%, including voting
and non-voting preferred shares.

"This is a good agreement for both parties, incorporating our
energy trading company, AES Infoenergy, under the Brasiliana
umbrella and maintaining our ownership of AES Sul," said Andres
Gluski, AES President of Latin America.  "We are pleased with
BNDES' constructive stance to resolve these issues."

                     About AES Corp.

AES Corporation (NYSE:AES) -- http://www.aes.com/-- is a global
power company.  The Company operates in South America, Europe,
Africa, Asia and the Caribbean countries.  Generating 44,000
megawatts of electricity through 124 power facilities, the
Company delivers electricity through 15 distribution companies.

AES's Latin America business group is comprised of generation
plants and electric utilities in Argentina, Brazil, Chile,
Colombia, Dominican Republic, El Salvador, Panama and Venezuela.
Fuels include biomass, diesel, coal, gas and hydro.  The group
also pursues business development activities in the region.  AES
has been in the region since May 1993, when it acquired the CTSN
power plant in Argentina.

                        *    *    *

As reported in the Troubled Company Reporter on May 25, 2006,
Fitch affirmed The AES Corporation's Issuer Default Rating at
'B+'.  Fitch also affirmed and withdrew the ratings for the
company's junior convertible debt.  Fitch said the Rating
Outlook for all remaining instruments is Stable.

As reported in the Troubled Company Reporter on March 31, 2006,
Standard & Poor's Ratings Services raised its corporate credit
rating on energy company The AES Corp. to 'BB-' from 'B+'.  S&P
said the outlook is stable.

As reported in the Troubled Company Reporter on Jan. 11, 2006,
Moody's affirmed the ratings of The AES Corporation, including
its Ba3 Corporate Family Rating and the B1 rating on its senior
unsecured debt.  Moody's said the rating outlook remains stable.


                        *    *    *

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.


COMPANHIA PARANAENSE: Files Appeal to Bid for Cia. Transmissao
--------------------------------------------------------------
Companhia Paranaense de Energia aka Copel filed an appeal before
a Brazilian court to allow it to participate in a bidding on
June 28 for control of Companhia de Transmissao de Energia
Eletrica Paulista, Sao Paulo's state transmission company,
Business News Americas reports, citing a Copel spokesperson.

BNamericas states that privatization rules prohibit state-run
firms to bid.

The spokesperson told BNamericas that Copel considers the
purchase of Companhia de Transmissao essential for its expansion
strategy in Brazil.  Copel runs 7,000km of transmission lines in
Parana.  Companhia de Transmissao operates 12,000km of
transmission lines.

A spokesperson from the Sao Paulo energy department told
BNamericas that Copel's plea will be overturned as the Sao Paulo
state's attorney general said that privatization rules are firm.

When Sao Paulo was privatizing other power operations in 2000,
Brazil's Supreme Court ruled in favor of the state, BNamericas
states, citing the energy department spokesperson.

BNamericas relates that Copel had appealed for reconsideration
of Companhia de Transmissao privatization committee's decision
to bar the firm from bidding.  The appeal was rejected.

The Sao Paulo state government will disclose the names of the
firms that qualified to bid for Companhia Transmissao on
June 22, the energy department spokesperson told BNamericas.
However, the final decision to bid can only be taken after
studying Companhia Transmissao's financial figures in detail.

The state government has set Companhia de Transmissao's minimum
price at BRL755 million.  The proceeds would be used to
restructure the billions in debt of the state's generation firm
Companhia Energetica fe Sao Paulo, BNamericas reports.

Headquartered in Parana, Brazil, COPEL aka Companhia Paranaense
de Energia SA -- http://www.copel.com/-- transmits and
distributes electricity to more than 3 million customers in the
state of Paran and has a generating capacity of nearly 4,600 MW,
primarily from hydroelectric plants.  COPEL also offers
telecommunications, natural gas, engineering, and water and
sanitation services.  The company restructured its utility
operations in 2001 into separate generation, transmission, and
distribution subsidiaries to prepare for full privatization,
which has been indefinitly postponed.  In response, COPEL is
re-evaluating its corporate structure.  The government of Parana
controls about 59% of COPEL.

                        *    *    *

Copel's BRL100,000,000 debentures due March 1, 2007, is rated
Ba3 by Moody's.


GOL LINHAS: Okays Interest Payment of BRL0.13896 Per Share
----------------------------------------------------------
GOL Linhas Aereas Inteligentes approved on June 16, management's
proposal on the payment of interest on stockholder's capital,
corresponding to a net amount of BRL0.13896 per share, related
to the second quarter ending on June 30, 2006.

The payment of interest on stockholder's capital in the gross
amount of BRL32.05 million corresponds to BRL0.16348 per
preferred and ordinary share.  All outstanding shares on June
20, 2006 will have right to interest on stockholder's capital.
The shares will be traded on the Sao Paulo Stock Exchange and
the New York Stock Exchange, with the right to interest on
capital as from, and including, June 21, 2006.  The interest on
stockholder's capital will be paid to shareholders on August 15,
2006.

The interest on stockholder's capital, net of withholding income
tax, will be imputed to mandatory dividends related to the
corporate year of 2006, according to Brazilian corporate law and
the Gol Linhas' by-laws.  The payment of interest on
stockholder's capital is determined according to the company's
quarterly intercalary dividends policy.  It is important to note
that the percentage of the net profits in each distribution,
whether of dividends or interest on stockholder's capital, may
vary and will be adjusted every distribution, in order to assure
the minimum dividend of 25% of the corporate year's net profit
according to Brazilian corporate law and to the company's by-
laws.

                      About Gol Linhas

Headquartered in Sao Paulo, Brazil, Gol Linhas Areas
Inteligentes S.A. -- http://www.voegol.com.br-- through its
subsidiary, Gol Transportes Aereos S.A., provides airline
services in Brazil, Argentina, Bolivia, Uruguay, and Paraguay.
The company's services include passenger, cargo, and charter
services.  As of March 20, 2006, Gol Linhas provided 440 daily
flights to 49 destinations and operated a fleet of 45 Boeing 737
aircraft.  The company was founded in 2001.

                       *    *    *

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

On June 14, 2006, Fitch Ratings assigned a rating of 'BB' to GOL
Linhas' outstanding US$200 million 8.75% perpetual
bond.  In addition, Fitch has assigned:

   -- National Scale Rating of 'AA-(bra)' with Stable Outlook,

   -- Local Currency Issuer Default Rating of 'BB+'- with
      Stable Outlook, and

   -- Foreign Currency IDR of 'BB-' with Positive Outlook.


REPSOL YPF: Wants to Enter Brazilian Liquefied Gas Market
---------------------------------------------------------
Repsol YPF is interested in participating the Brazilian market
for liquefied petroleum gas or LPG, Valor newspaper reports.

According to Valor, Repsol distributes LPG in Spain, France,
Chile and Argentina, and now sees clients in remote areas in
Brazil, areas with no access to natural gas.

Marcos Capdepont Pacheco, the head of the LPG unit at Repsol in
Brazil, told Dow Jones Newswires that the threat of a possible
shortage in natural gas from Bolivia made Brazilian firms shift
their interest in LPG.

Dow Jones relates that after Bolivia's President Evo Morales
nationalized his country's oil and gas industry on May 1,
Bolivia has demanded higher prices for the natural gas it
supplies to Brazil.

"Some companies that migrated from oil to natural gas fear
problems in Latin America and need to have a secure stock," Mr.
Pacheco told Dow Jones.

                        *    *    *

Standard & Poor's Rating Services revised on Jan. 27, 2006, its
outlook on its 'BB+' local currency rating for Argentina-based
integrated oil and gas producer YPF S.A. to negative from
positive following the company's announcement of a 22% downward
revision of its 2004 year-end consolidated proven reserves.

                        *    *    *

On April 26, 2006, in conjunction with Fitch's roll out of
Issuer Default Ratings and Recovery Ratings for Latin America
Corporates, these rating changes were made to YPF S.A.:

   Local Currency

     -- Previous Rating: 'BB'
     -- New RR: 'BBB-', Rating Outlook Stable

   US$350 million, Senior Unsecured Notes due 2007, 2009, 2028

     -- Previous Rating: 'BB'
     -- New IDR: 'BB+'

                        *    *    *

Moody's Investors Service upgraded on June 8, 2006, this rating
of YPF Sociedad Anonima under the revised foreign currency
ceilings:

   -- Foreign Currency Corporate Family Rating: to B2 from B3;
       Outlook remains Negative.

These five ratings are affirmed:

   -- Issuer Rating (domestic currency): Baa2/NEG;

   -- Senior Unsecured Rating (foreign currency): Ba2/NEG;

   -- Senior Unsecured Rating MTN (foreign currency): Ba2/NEG;

   -- Senior Secured Shelf Rating (foreign currency):
      (P)Ba2/NEG; and

   -- Senior Unsecured Shelf Rating (foreign
      currency):(P)Ba2/NEG.


VARIG SA: Judge Ayoub Approves Employees' US$446-Million Offer
--------------------------------------------------------------
Judge Luiz Roberto Ayoub of the 8th District Bankruptcy Court in
Rio de Janeiro, Brazil, approves NV Participacoes' offer to
acquire VARIG S.A.'s assets.  The purchaser has until
June 23, 2006, to provide a US$75,000,000 deposit.

As previously reported, VARIG's eventual buyer is required to
deposit the US$75,000,000 with the airline immediately after the
auction.  VARIG will need the cash to pay lessors threatening to
seize aircraft leased to the bankrupt company.

NVP, a company formed by VARIG pilots and flight attendants, was
the lone bidder at the airline's June 8, 2006 auction.  NVP
offered to acquire VARIG's entire air transportation operations
for US$446,000,000, consisting of:

   * approximately US$126,000,000 cash;

   * debentures totaling around US$220,000,000; and

   * the conversion of approximately US$100,000,000 of labor
     claims.

After examining NVP's proposal carefully, Judge Ayoub finds the
offer as sound, Agencia Brasil relates.  If the required deposit
is not made, however, the bidder will not be eligible to
participate in further auctions, Judge Ayoub adds.

As widely reported, Judge Ayoub initially deferred ruling on
NVP's bid after receiving last minute offers from Fundo de
Investimento Multilong Corporation, Syn Logistica and Fontidec.

Multilong, a Sao Paulo-based investment fund, tendered an
US$800,000,000 bid for VARIG's domestic and international
operations, according to Bloomberg News.

TAP SA was also reported to have joined forces with Air Canada
and Brookfield Asset Management Inc. to bid for the bankrupt
airline.  According to Bloomberg, TAP would make a formal offer
after Judge Ayoub rejects NVP's bid and calls for a new auction.

TAP, however, has pulled out of that bid consortium, The
Associated Press says.

NVP would seek a bridge loan if it could not raise the deposit,
Marcio Marcillac, president of VARIG employees' group, told BBC
News.

Banco Nacional de Desenvolvimento Economico e Social, a national
development bank run by the Brazilian government, has offered to
lend money to investors.

Arnim Lore, a former VARIG chief executive, however, doubts
whether the employee group can obtain a loan.  "It's very
unlikely this group will be able to get the loan," Mr. Lore told
Bloomberg News in a telephone interview.  "If they don't get the
loan, I don't think they'll be able to make the payment."

NVP will also pursue an extension of the June 21 preliminary
injunction imposed by the U.S. Bankruptcy Court in a Section 304
ancillary proceeding commenced by Eduardo Zerwes, VARIG's
Foreign Representative.

                        About VARIG

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin
America.  VARIG's principal business is the transportation of
passengers and cargo by air on domestic routes within Brazil and
on international routes between Brazil and North and South
America, Europe and Asia.  VARIG carries approximately 13
million passengers annually and employs approximately 11,456
full-time employees, of which approximately 133 are employed in
the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a
competitive landscape, high fuel costs, cash flow deficit, and
high operating leverage.  The Debtors may be the first case
under the new law, which took effect on June 9, 2005.  Similar
to a chapter 11 debtor-in-possession under the U.S. Bankruptcy
Code, the Debtors remain in possession and control of their
estate pending the Judicial Reorganization.  Sergio Bermudes,
Esq., at Escritorio de Advocacia Sergio Bermudes, represents the
carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente
Cervo as foreign representative.  In this capacity, Mr. Cervo
filed a Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case
Nos. 05-14400 and 05-14402).  Rick B. Antonoff, Esq., at
Pillsbury Winthrop Shaw Pittman LLP represents Mr. Cervo in the
United States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts.


VARIG S.A.: N.Y. Supreme Court Directs Return of Aircraft
---------------------------------------------------------
The Supreme Court of the State of New York, County of New York,
directed VARIG, S.A., on June 12, 2006, to cease all commercial
operation of:

   -- two Boeing 777-200 aircraft;
   -- a GE engine;
   -- three MD-11 aircraft; and
   -- two MD-11 ER aircraft

The New York Supreme Court also ordered VARIG to turn over the
Aircraft to Boeing Aircraft Holding Company; Kuta-One Aircraft
Corp., Ltd.; Dillon, Inc.; MDFC-Carson Company; McDonnell
Douglas Indonesia Leasing, Inc. and Akash, Inc.

Boeing Aircraft, et al., asked the New York Supreme Court for a
temporary restraining order and preliminary injunction to
prohibit VARIG from operating the aircraft and compel VARIG to
return the aircraft.

The New York Supreme Court granted Boeing, et al.'s request
after hearing the arguments from both sides.

The NY Supreme Court makes it clear that the aircraft should be
delivered to Boeing, et al., in airworthy status, and any of the
aircraft outside of Brazil will be delivered directly to the
United States without transiting through Brazil.

Pursuant to the NY Supreme Court ruling, Boeing et al., posted a
US$2,000,000 bond for the damages VARIG may sustain by reason of
the injunction.

                        About VARIG

Headquartered in Rio de Janeiro, Brazil, VARIG S.A. is Brazil's
largest air carrier and the largest air carrier in Latin
America.  VARIG's principal business is the transportation of
passengers and cargo by air on domestic routes within Brazil and
on international routes between Brazil and North and South
America, Europe and Asia.  VARIG carries approximately 13
million passengers annually and employs approximately 11,456
full-time employees, of which approximately 133 are employed in
the United States.

The Company, along with two affiliates, filed for a judicial
reorganization proceeding under the New Bankruptcy and
Restructuring Law of Brazil on June 17, 2005, due to a
competitive landscape, high fuel costs, cash flow deficit, and
high operating leverage.  The Debtors may be the first case
under the new law, which took effect on June 9, 2005.  Similar
to a chapter 11 debtor-in-possession under the U.S. Bankruptcy
Code, the Debtors remain in possession and control of their
estate pending the Judicial Reorganization.  Sergio Bermudes,
Esq., at Escritorio de Advocacia Sergio Bermudes, represents the
carrier in Brazil.

Each of the Debtors' Boards of Directors authorized Vicente
Cervo as foreign representative.  In this capacity, Mr. Cervo
filed a Sec. 304 petition on June 17, 2005 (Bankr. S.D.N.Y. Case
Nos. 05-14400 and 05-14402).  Rick B. Antonoff, Esq., at
Pillsbury Winthrop Shaw Pittman LLP represents Mr. Cervo in the
United States.  As of March 31, 2005, the Debtors reported
BRL2,979,309,000 in total assets and BRL9,474,930,000 in total
debts. (VARIG Bankruptcy News, Issue No. 21; Bankruptcy
Creditors' Service, Inc., 215/945-7000)


* BRAZIL: IDB Grants US$10-Mil. Loan to Boost Business in Bahia
---------------------------------------------------------------
The Inter-American Development Bank approved a US$10 million
innovation loan for a program to strengthen business activity in
the state of Bahia, Brazil.

The program will foster competitiveness of clusters in the state
by promoting a new private sector support policy and
articulating a variety of instruments to promote sustainable
practices in firms in 10-targeted areas:

   -- fruit production,
   -- information technology,
   -- autoparts,
   -- plastics,
   -- ornament stones such as marbles and granite,
   -- ecotourism,
   -- apparel,
   -- aquaculture,
   -- sugarcane-related beverages and
   -- goat raising.

The private sector will also have an active participation in the
initiative by developing, together with international experts,
strategic plans to improve the competitiveness for each cluster.
The program will finance the actions recommended by each of
these plans.

The state of Bahia, in Northeastern Brazil, produces around 5
per cent of the country's national output.  With a dynamic
production system, its economy has been growing at a swifter
pace than national average during the last decade.  The program
will mitigate the effects of market failures that are still
constraining further growth.

"The program will help the targeted economic sectors strengthen
production linkages with local value chains, improve
coordination and promote a better match between supply and
demand of business services," said IDB Team Leader Gabriel
Casaburi.  "Selection of clusters was based, among other
criteria, on geographic location and the presence of an
agglomeration of specialized firms and public and private
support, the significant weight of the sector in the economy, an
existing business leadership and commitment, and a cooperation
base between cluster firms and institutions."

This innovative program is part of a four-project IDB initiative
to foster competitiveness focusing on local clusters, including
three other Brazilian states:

   -- Minas Gerais,
   -- Pernambuco and
   -- Sao Paulo.

The 25-year IDB loan has a three-year grace period and a
variable interest rate.  Local counterpart funds will total
US$6,667,000.

                        *    *    *

Fitch Ratings assigned these ratings on Brazil:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BB-      Nov. 18, 2004
   Long Term IDR      BB-      Dec. 14, 2005
   Short Term IDR     B        Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     BB-      Dec. 14, 2005




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


CAFE II: Schedules July 13 Deadline to File Proofs of Claim
-----------------------------------------------------------
Cafe II's creditors must submit proofs of claim by
July 13, 2006, to the company's liquidators:

   Kareen Watler
   Sylvia Lewis
   P.O. Box 1109, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 949-7755
   Fax: (345) 949-7634

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that Cafe II will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Cafe II's shareholders decided on May 30, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 revision) of the Cayman Islands.


CHEYNE CREDIT: Creditors Have Until July 13 to Prove Claims
-----------------------------------------------------------
Cheyne Credit Defender Fund Inc.'s creditors are required to
present proofs of claim by July 13, 2006, to the company's
liquidators:

   Linburgh Martin
   John Sutlic
   P.O. Box 1034, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that Cheyne Credit will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Cheyne Credit's shareholders agreed on April 19, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Island.

Parties-in-interest may contact:

   Thiry Gordon
   Close Brothers (Cayman) Limited
   Fourth Floor, Harbour Place
   P.O. Box 1034, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 949-8455
   Fax: (345) 949-8499


COSTINHA SA: Declares Voluntary Liquidation of Business
-------------------------------------------------------
Costinha S.A.'s shareholders decided on May 19, 2006, to place
the company in voluntary liquidation under the Companies Law
(2004 Revision) of the Cayman Islands.

Condor Nominees Limited was appointed as liquidator to
facilitate the winding up of Costinha's business.

The liquidator can be reached at:

     Condor Nominees Limited
     C/o Barclays Private Bank & Trust (Cayman) Limited
     4th Floor FirstCaribbean House
     25 Main Street, George Town
     Grand Cayman, Cayman Islands


COSTINHA SA: Sets July 18 Deadline for Proofs of Claim Filing
-------------------------------------------------------------
Costinha S.A.'s creditors are required to file proofs of claim
by July 18, 2006, to the company's liquidator:

   Condor Nominees Limited
   C/o Barclays Private Bank & Trust (Cayman) Limited
   4th Floor FirstCaribbean House
   25 Main Street, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 18 deadline
won't receive any distribution that Costinha will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Costinha S.A.'s shareholders decided on May 19, 2006, to place
the company in voluntary liquidation under the Companies Law
(2004 Revision) of the Cayman Islands.


CUMULUS OFFSHORE: Filing of Proofs Claim Will End on July 13
------------------------------------------------------------
Cumulus Offshore Partners, Ltd.'s creditors are required to
submit proofs of claim by July 13, 2006, to the company's
liquidators:

   John Cullinane
   Derrie Boggess
   c/o Walkers SPV Limited
   P.O. Box 908, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 914-6305

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that Cumulus Offshore will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Cumulus Offshore's shareholders agreed on May 30, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


HOURGLASS MASTER: Creditors Must File Proofs of Claim by July 13
----------------------------------------------------------------
Hourglass Master Fund, Ltd.'s creditors have until
July 13, 2006, to file proofs of their claims to the company's
liquidator:

   Q&H Nominees Ltd.
   P.O. Box 1348, George Town
   Grand Cayman, Cayman Islands
   Attn: Greg Link
   Tel: 949 4123
   Fax: 949 4647

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that Hourglass Master will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Hourglass Master's sole shareholder decided on April 3, 2006,
for the company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


MW POST: Deadline to File Proofs of Claim Is on July 13
-------------------------------------------------------
MW Post High Yield Maestro Fund Limited's creditors have until
July 13, 2006, to file proofs of their claims to the company's
liquidator:

   John Cullinane
   Derrie Boggess
   c/o Walkers SPV Limited
   P.O. Box 908, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 914-6305

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that MW Post will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

MW Post's shareholders agreed on May 30, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law
(2004 Revision) of the Cayman Islands.


RELOJ LIMITED: Shareholder Declares Company's Liquidation
---------------------------------------------------------
Reloj Limited's sole shareholder decided on May 19, 2006, to
place the company in voluntary liquidation under the Companies
Law (2004 Revision) of the Cayman Islands.

Condor Nominees Limited was appointed as liquidator to
facilitate the winding up of Reloj Limited's business.

The liquidator can be reached at:

   Condor Nominees Limited
   c/o Barclays Private Bank & Trust (Cayman) Limited
   4th Floor FirstCaribbean House
   25 Main Street, George Town
   Grand Cayman, Cayman Islands


RELOJ LIMITED: Last Day for Proofs of Claim Filing Is on July 18
----------------------------------------------------------------
Reloj Limited's creditors are required to submit proofs of claim
by July 18, 2006, to the company's liquidator:

   Condor Nominees Limited
   c/o Barclays Private Bank & Trust (Cayman) Limited
   4th Floor FirstCaribbean House
   25 Main Street, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 18 deadline
won't receive any distribution that the company will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Reloj Limited's sole shareholder decided on May 19, 2006, to
place the company in voluntary liquidation under the Companies
Law (2004 Revision) of the Cayman Islands.


STANLEY GLOBAL: Last Day to File Proofs of Claim Is on July 13
--------------------------------------------------------------
Stanley Global Resources Market Neutral Fund's creditors are
required to submit proofs of claim by July 13, 2006, to the
company's liquidators:

   John Cullinane
   Derrie Boggess
   c/o Walkers SPV Limited
   P.O. Box 908, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 914-6305

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that Stanley Global will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Stanley Global's shareholders agreed on May 31, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


SUMARA PORTFOLIO: Proofs of Claim Filing Will End on July 13
------------------------------------------------------------
Sumara Portfolio Limited's creditors are required to file proofs
of claim by July 13, 2006, to the company's liquidators:

   Linburgh Martin
   John Sutlic
   P.O. Box 1034, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 13 deadline
won't receive any distribution that Sumara Portfolio will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Sumara Portfolio's creditors agreed on May 10, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 revision) of the Cayman Islands.

Parties-in-interest may contact:

   Thiry Gordon
   Close Brothers (Cayman) Limited
   Fourth Floor, Harbour Place
   P.O. Box 1034, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 949-8455
   Fax: (345) 949-8499


TROCADERO HOLDINGS: Placed in Voluntary Liquidation
---------------------------------------------------
Trocadero Holdings Limited's sole shareholder decided on
May 19, 2006, to place the company in voluntary liquidation
under the Companies Law (2004 Revision) of the Cayman Islands.

Condor Nominees Limited was appointed as liquidator
to facilitate the winding up of Trocadero Holdings' business.

The liquidator can be reached at:

     Condor Nominees Limited
     c/o Barclays Private Bank & Trust (Cayman) Limited
     4th Floor FirstCaribbean House
     25 Main Street, George Town
     Grand Cayman, Cayman Islands


TROCADERO HOLDINGS: Requires Creditors to File Claims by July 13
----------------------------------------------------------------
Trocadero Holdings Limited's creditors are required to submit
proofs of claim by July 18, 2006, to the company's liquidator:

     Condor Nominees Limited
     c/o Barclays Private Bank & Trust (Cayman) Limited
     4th Floor FirstCaribbean House
     25 Main Street, George Town
     Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 18 deadline
won't receive any distribution that the company will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Trocadero Holdings sole shareholder decided on May 19, 2006, to
place the company in voluntary liquidation under the Companies
Law (2004 Revision) of the Cayman Islands.




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


ECOPETROL: Posts COP826 Billion First Quarter Profits
-----------------------------------------------------
Ecopetrol reported net profits of COP826 billion in the first
quarter of 2006, as Colombian petroleum production rose to 529
thousand barrels a day, higher than 2004 and 2005.  The
country's petroleum production was bolstered by Ecopetrol
operations.

Ecopetrol's net profits were supported by an increase in crude
oil production, a decrease in expenses and major domestic and
international sales revenues.  The amount recorded is US$266
billion higher than that budgeted and a little less than the
US$872 billion reported for the same period in 2005.

The first quarter balance showed a direct Ecopetrol production
rise of 150,000 barrels a day (kbd), compared to the 138 kbd in
2005 and 123 kbd in 2004.  This increase pushed national
production over 529 kbd, higher than the average production
recorded in Colombia for the years 2004 and 2005.

Company revenues totaled US$4.26 billion between January and
March of 2006, compared to the US$3.41 billion for the same
period in 2005.  The variation is explained by higher income of
domestic sales, specifically in diesel fuel, and an increase of
31% in exports, supported by higher international prices and an
increase in the sale of some products like fuel oil.

Administrative and marketing expenses went down 9% due to
savings and resource rationalization programs.  Likewise,
Ecopetrol has US$8.9 billion in autonomous equity to cover
pension liabilities, which as of March 2006 reported 92.1% of
funding.

Among the principal operational results for the first quarter of
2006 are:

  -- 10 exploration wells drilled in association with other
     firms,

  -- Ecopetrol signed four new contracts with the ANH,
     highlighting Fuerte Norte and Fuerte Sur, in joint venture
     with BHP Billiton, consolidating its presence in the
     Caribbean offshore.

  -- Ecopetrol's refineries, Barrancabermeja and Cartagena,
     increased their gross margins and exhibited record loads of
     312 Kbd during the first months of the year.

  -- Fuel theft continued on the decrease.  During the first
     quarter, losses for this concept went down to 1064 barrels
     a day, much lower than the 1601 barrels recorded in 2005
     and 85% lower than in 2002.

  -- Between January and March, about 13,048 vehicles were
     converted over to natural gas.  The total number of cars
     running to natural gas is 108,982.

                        *    *    *

Fitch assigned a BB rating on Ecopetrol's foreign currency long-
term debt.


ECOPETROL: Starts Expansion Works at Barrancabermeja Plant
----------------------------------------------------------
Ecopetrol, Colombia's state-run oil firm, has begun expansion
and maintenance works on the phenol and paraffin units of the
Barrancabermeja plant, according to presidential news service
SNE.

Ecopetrol has invested about US$37 million in the paraffin unit
since 2003, SNE states.  The unit is made up of seven plants
that manufacture raw materials for automotive lubricants, among
other things.

SNE reports that works include:

   -- maintenance,
   -- upgrades,
   -- replacing equipment, and
   -- expanding the capacity of the units roughly 30% to 4,600
      barrels a day.

Upgrades, says SNE, could conclude in the middle of August.

                        *    *    *

Fitch assigned a BB rating on Ecopetrol's foreign currency long-
term debt.


* COLOMBIA: Five Groups Make Offers for El Dorado Concession
------------------------------------------------------------
Five groups have presented bids to the transport ministry of
Colombia for a 20-year concession to operate and expand the El
Dorado international airport of Bogota, according to an
announcement posted on the presidential Web site.

The concession, says the Web site, could cost around US$650
million.

Business News Americas reports that these five entities have
submitted bids:

  -- Concesion El Dorado:

     * Corporacion America,
     * Villalonga Furlong,
     * Compania Transportadora,
     * Nautiservicios, and
     * Corporacion America Suramericana;

  -- El Dorado Nuevo Milenio:

     * Constructora Colpatria,
     * HAS Development Corporation,
     * Mario Huertas Cotes,
     * Siemens Project Ventures, and
     * Dorssch Consult Airports;

  -- Aer Dorado:

     * Conalvias,
     * Union Electrica,
     * Stratis,
     * Sociedad Aeroportuaria de Colombia,
     * Fernando Mazuera y Cia,
     * Administracion e Inversiones Comerciales, and
     * Pavimentos Colombia;

  -- Sociedad Concesionaria Operadora Aeroportuaria
     Internacional or Opain:

     * Organizacion de Ingenieria Internacional,
     * CSS Constructores,
     * Grupo Condor Inversiones,
     * Marval,
     * Termotecnica Coindustrial,
     * Arquitectura y Concreto,
     * Consultoria Colombiana,
     * Flughafen Zurich,
     * Construcciones El Condor,
     * Luis Hector Solarte Solarte, and
     * Carlos Alberto Solarte Solarte; and

  -- ASA Internacional El Dorado:

     * MNV,
     * Alejandro Char Chaljub,
     * Vergel y Castellanos,
     * Antonio Char Chaljub,
     * Portales Urbanos,
     * Vias y Construcciones, and
     * Supertiendas y Droguerias Olimpica.

BNamericas relates that firms Pisa, Aena and Abertis have backed
out of the bidding, saying that the rules on bidding are rigid.
The companies also said that there is relatively too short a
time to recover from the high investment.

KPMG consultancy firm oversaw the bidding process to ensure
transparency, BNamericas states.

According to BNamericas, the transport ministry will launch
economic bids in August or September after the technical bids
are reviewed.

BNamericas says that the concession is expected to result to:

   -- increase passenger handling capacity of up to 16 million a
      year from nine million;

   -- boost cargo movement to 1.5Mt (metric tons) a year from
      500,000t (tons); and

   -- expand the terminal area to almost 140,000 cu m. (cubic
      meters).

                        *    *    *

Colombia's ratings affirmed by Fitch are:

   -- Foreign currency Issuer Default Rating (IDR) 'BB';
   -- Local currency Issuer Default Rating (IDR) 'BBB-';
   -- Country Ceiling 'BB';
   -- Short-term 'B'.




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


BAC SAN JOSE: Will Start Catering to Low-Income Consumers
---------------------------------------------------------
Costa Rica's Banco BAC San Jose S.A. will start focusing on low-
income consumers in the second half of 2006, Business News
Americas reports, citing Gerardo Corrales, the company's
executive vice president.

BNamericas states that about 60% of BAC San Jose's customer base
are individuals while 40% are corporate clients.   The bank has
served individuals in the two highest income groups -- dubbed as
the A and B groups, who have monthly earnings of about US$500 or
more.

Mr. Corrales told BNamericas, "We have been working on
establishing procedures, back office structures and credit
scoring models to launch products for income groups C and D,
namely, individuals who earn much less than the As and Bs, with
an average of about US$300 a month.  We're planning to offer
them consumer loans and credit cards."

BAC San Jose, which has also been catering to large and medium-
sized entities classified as A and B, will now extend its
service to small-to-medium enterprises or SMEs, BNamericas
states.

"Our strategy is to extend our services to companies in the C
and D [categories] as long as they are part of the value chain
of A and B category companies.  So if a company provides goods
to a large or medium-sized company, it immediately becomes a
target for us because it's an important player within the value
chain of a large corporate client," Mr. Corrales told
BNamericas.

According to BNamericas, BAC San Jose's new plan is part of a
business strategy launched by General Electric's consumer
finance unit.  The unit purchased 49.99% of BAC San Jose's
holding company, BAC International Bank, last year.

BAC San Jose, created in 1968, is a wholly owned unit of
financial group Corporacion Tenedora BAC San Jose aka Grupo
Financiero BAC San Jose.

                        *    *    *

As reported in the Troubled Company Reporter on Dec. 22, 2005,
Standard & Poor's Ratings Services assigned these ratings to
Banco BAC San Jose S.A.:

   -- Local currency credit rating:  BB+/Stable/B
   -- Foreign currency credit rating:  BB/Stable/B


* COSTA RICA: President Asks Rich Nations to Forgive Debts
----------------------------------------------------------
Costa Rica's President Oscar Arias proposed on Monday that
wealthy countries forgive part of the poor countries' debts if
the latter agree to invest the money saved on education and
health care rather than on arms, the Associated Press reports.

"The most important thing for me was to stress that the G-8
nations forgive debt, not just based on the poverty level of the
debtor countries, but on what they spend on," President Arias
told AP.

G-8 is a group of the world's richest countries comprised of:

  -- Canada,
  -- France,
  -- Germany,
  -- Italy,
  -- Japan,
  -- Russia,
  -- United Kingdom,
  -- United States, and
  -- European Union.

AP states that heavily indebted nations have been asking for
debt forgiveness that has been granted in some cases.  The
creditor countries have also asked that the funds forgiven be
put to good use, and not wasted on corruption, conflict or
political patronage.

AP relates that President Arias' proposal was dubbed as "The
Costa Rica Consensus" and got a good reaction from Switzerland,
Germany and Italy.

President Arias told AP, "The real job is to work to convince
the multilateral lending agencies, above all the World Bank, to
change their mind-set a bit."

President Arias hopes to invite several nations to a conference
in 2007 to formally launch the proposal, AP states.

                        *    *    *

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: Bilateral Ties with Guinea-Bissau May Advance
-----------------------------------------------------
New bilateral accords are likely to be signed between Cuba and
western African nation, Guinea-Bissau, Prensa Latina reports.

Francisco Conduto de Pina, the minister of the Guinea-Bissau
tourism sector, arrived in Cuba on Monday, after being invited
by Manuel Marrero, his Cuban counterpart.

According to Prensa Latina, Minister de Pina praised the local
tourism infrastructure of Cuba, and said that new bilateral
agreements are likely to be signed during his stay on the
island.

Cuba's experiences in tourism can contribute to related plans in
Guinea-Bissau, Prensa Latina states, citing Minister de Pina.
The minister also emphasized Cuban cooperation in the
development of education and health in his country.

                        *    *    *

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
===================================


* DOMINICAN REPUBLIC: High Energy Costs Could Ward Off Investors
----------------------------------------------------------------
The high energy supply costs, along with the rising crime rate,
in the Dominican Republic could discourage foreign investors,
Dominican Today reports, citing Giorio Sfara, the Italian
ambassador to the country.

Dominican Today relates that Ambassador Sfara assured that
energy produced in the Dominican Republic is among the most
expensive in the world.

Ambassador Sfara told Dominican Today, "I know, because I have
spoken many a time with energy sector personalities, political
leaders and technicians; it is not an easy task, that must be
engaged seriously and long term."

The ambassador said that should the situation continue, the
number of entrepreneurs that would be interested in making
investment in the Dominican Republic could be lessened to five,
instead of 10, Dominican Today states.

                        *    *    *

The Troubled Company Reporter-Latin America reported on
May 9, 2006, that Fitch Ratings upgraded these debt and issuer
Default Ratings of the Dominican Republic:

   -- Long-term foreign currency Issuer Default Rating
      to B from B-;

   -- Country ceiling upgraded to B+ from B-;

   -- Foreign currency bonds due 2006 to B-/RR4 from CCC+/RR4;

   -- Foreign currency Brady bonds due 2009 to B/RR4
      from B-/RR4;

   -- Foreign currency bonds due 2011 to B/RR4 from B-/RR4;

   -- Foreign currency bonds due 2013 to B-/RR4 from CCC+/RR4;

   -- Foreign currency bonds due 2018 to B/RR4 from B-/RR4; and

   -- Foreign currency collateralized Brady bonds due 2024
      to B+/RR3 from B/RR3.

Fitch also affirmed these ratings:

   -- Long-term local currency Issuer Default Rating: B; and
   -- Short-term Issuer Default Rating: B.

Additionally, Fitch assigned a debt and Recovery Rating to this
issue:

   -- Foreign currency bonds due 2027: B/RR4.

Fitch said the rating outlook for the long-term foreign and
local currency IDRs is Stable.


* DOMINICAN REPUBLIC: May Save US$500MM by Utilizing Sugar Cane
---------------------------------------------------------------
Specialists in the energy sector told Dominican Today that the
Dominican Republic could save about US$500 million in petroleum-
related imports if it would implement a program on cultivating
at least 5 million acres of sugar cane.

Dominican Today relates that the program would help save energy
and fuel.

Sugar cane's waste after removing the juice could be used in
producing energy, Dominican Today reports, citing the
specialists.  Other byproducts could be used in feeding cattle,
contributing to the milk industry and to savings by reducing
imports on lactose products.

The project could also generate jobs in the rural zones,
Dominican Today states.

Analysts say that the Dominican Republic has the needed material
and human resources to embark in the project, pointing to
millions of land acres that are idle, Dominican Today reports.

                        *    *    *

The Troubled Company Reporter-Latin America reported on
May 9, 2006, that Fitch Ratings upgraded these debt and issuer
Default Ratings of the Dominican Republic:

   -- Long-term foreign currency Issuer Default Rating
      to B from B-;

   -- Country ceiling upgraded to B+ from B-;

   -- Foreign currency bonds due 2006 to B-/RR4 from CCC+/RR4;

   -- Foreign currency Brady bonds due 2009 to B/RR4
      from B-/RR4;

   -- Foreign currency bonds due 2011 to B/RR4 from B-/RR4;

   -- Foreign currency bonds due 2013 to B-/RR4 from CCC+/RR4;

   -- Foreign currency bonds due 2018 to B/RR4 from B-/RR4; and

   -- Foreign currency collateralized Brady bonds due 2024
      to B+/RR3 from B/RR3.

Fitch also affirmed these ratings:

   -- Long-term local currency Issuer Default Rating: B; and
   -- Short-term Issuer Default Rating: B.

Additionally, Fitch assigned a debt and Recovery Rating to this
issue:

   -- Foreign currency bonds due 2027: B/RR4.

Fitch said the rating outlook for the long-term foreign and
local currency IDRs is Stable.




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


PETROECUADOR: Sending Oil to Venezuela for Refining on July 1
-------------------------------------------------------------
Petroleos de Venezuela, the state-run oil company of Venezuela,
will begin refining crude from Ecuadorean counterpart
Petroecuador on July 1, according to Venezuelan news agency ABN.

According to Jesus Luongo the refining will be done at Petroleos
de Venezuela's Paraguana Refining Complex.  The facilities can
process up to 65,000 barrels per day of oil from Ecuador, El
Universal reports.

In return, Ecuador will receive about 23,000b/d of diesel,
17,000b/d of naphtha and 5,000b/d of liquefied petroleum gas or
LPG from Venezuela, Business News Americas reports.

"...exports oil and imports fuel. Now, therefore, we are
planning to help Ecuador and will charge not even the cost,"
President Chavez was quoted by El Universal when he made the
proposal of refining Ecuadorian oil.

As reported in the Troubled Company Reporter on June 1, 2006,
Ecuador's President Alfredo Palacio signed a series of energy
cooperation accords -- including refining Ecuadorian crude in
Venezuela -- with Hugo Chavez, his Venezuelan counterpart.

                 About Petroleos de Venezuela

Petroleos de Venezuela SA 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.  Fitch said the Rating Outlook
is Stable.  Both rating actions followed Fitch's November 2005
upgrade of Venezuela's sovereign rating.
* ECUADOR: Inks Contract on Oil Refinement with Venezuela

                        *    *    *

Petroecuador, according to published reports, is faced with
cash-problems.  The state-oil firm has no funds for maintenance
has no funds to repair pumps in diesel, gasoline and natural gas
refineries, and has no capacity to pay suppliers and vendors.
The government refused to give the much-needed cash if
Petroecuador won't be efficient and transparent in its accounts.


* ECUADOR: President Ratifies Outsourcing Labor Law
---------------------------------------------------
Ecuadorean President Alfredo Palacio approved a bill on working
conditions of employees of outsourcing firms, Inside Costa Rica
reports.

Outsourcing companies are those that provide services to other
firms.

According to Inside Costa Rica, the bill has been passed by
Ecuador's congress, and can be applied to hourly, seasonal,
fixed-term and risky contracts.

Inside Costa Rica relates that the bill obligates firms to share
revenues with the outsourced employees.  The share is up to 15%
of the workers' salaries.

The bill, says Inside Costa Rica, also requires the companies to
directly employ 50% of the workers on outsourcing contracts.

More than one million workers in Ecuador will benefit from the
law, Inside Costa Rica states.

                        *    *    *

Fitch Ratings assigned 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




=====================
E L   S A L V A D O R
=====================


* EL SALVADOR: Posts 2% Boost in Insurance Net Premiums
-------------------------------------------------------
Net premiums in El Salvador's insurance sector grew 2% this
year, Raul Betancourt -- the executive director of Asociacion
Salvadorena de Empresas de Seguros, an insurance association in
El Salvador -- told Business News Americas.

The slow growth in the sector was mainly due to slow economic
growth, BNamericas relates, citing Mr. Betancourt.

Mr. Betancourt told BNamericas, "We don't think this year will
be significantly different from 2004.  We have been growing at
rates of 1-1.5% over the past couple of years so think we'll
continue to grow, but net premiums are unlikely to advance more
than 2% this year."

According to BNamericas, the insurance sector's net premium
income in 2005 increased 1.5% to US$331 million from the amount
recorded in the previous year.

BNamericas states that Mr. Betancourt said that El Salvador's
gross domestic product's (GDP) increase has been very slow over
the past few years while measures to improve the economy have
not been very successful.

Mr. Betancourt, says BNamericas, said the World Bank considers
El Salvador as a lower-middle income nation, with US$2,450 GNI
per capita in 2005.  Because of this, insurers can't expect
people to prefer buying insurance policies rather than
satisfying basic needs like food and housing.

Mr. Betancourt said that there is a lack of an insurance culture
in El Salvador, so penetration is very low and premiums only
represent 1.2% of the GDP, BNamericas relates.

Insurance policies are seen as a luxury rather than a necessity
while, according to the Panamerican Health Organization or OPS,
El Salvador has one of the highest rates of car accidents and
deaths due to car accidents in Latin America yet there is no
obligatory auto insurance, BNamericas states, citing Mr.
Betancourt.

Mr. Betancourt complained to BNamericas that about 75 insured
cars are stolen every month or more than 900 insured cars a
year.  There is also the challenge of fraudulent claims, mostly
in auto and health insurance.

The new regulations implemented in the first quarter of 2005
increased insurers' tax burden and are having negative impact on
some insurance firms' financial viability, Mr. Betancourt told
BNamericas.

                        *    *    *

Fitch Ratings assigned these ratings on El Salvador:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB+      Jun. 18, 2004
   Long Term IDR       BB+      Dec. 14, 2005
   Short Term IDR      B        Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating      BB+      Dec. 14, 2005




=========================
F R E N C H   G U I A N A
=========================


DIGICEL LTD: Launches Services in the French West Indies
--------------------------------------------------------
Digicel, launched its services in the French West Indies market
of Guadeloupe, Martinique and French Guiana with the an initial
investment of US$25 million over the first year intended to grow
its operations.

Digicel entered the marketplace through its purchase of Bouygues
Telecom Caraibe in April 2006, which was a wholly owned
subsidiary of Bouygues Telecom that recorded 2005 revenues of
Euro 117 million (US$148 million) including handset sales.  With
this acquisition Digicel gained over 160,000 subscribers and
further expanded its pan Caribbean network.

Digicel is focused on stimulating the French West Indies
marketplace through a comprehensive set of offerings to mobile
customers that include high value services, customer loyalty
rewards, and the widest range of cutting edge mobile phones
backed by a state-of-the-art-network and 24/7 customer care.

In its signature approach to bold brand marketing and delivering
on its tagline "Expect More, Get More," Digicel held free
outdoor concerts in each of the three markets headlined by
international reggae stars Shaggy and Junior Kelly, are
heralding Digicel's introduction to the people of Guadeloupe,
Martinique and French Guiana.  The company is also giving away a
free football and football kit with every initial Top Up card or
postpaid plan purchased.

Speaking at launch activities in Martinique, Mr. Kevin White,
CEO of Digicel Eastern Caribbean said, "We are proud to have
inherited a strong team and a good business with the resources
and focus that Digicel brings to market.  We are confident that
we will now bring outstanding value and great new services to
our customers in Guadeloupe, Martinique and French Guiana.  Our
investment and fresh approach will support the local management
team in strengthening Digicel's connections with the people of
this region."

With its launch, Digicel is bringing to the market, innovative
and accessible offers that French West Indies mobile customers
have wanted. They include:

   -- Per Second Billing from the first second;

   -- Twin for Life offer, in which every new Digicel customer
      receives a free SIM card that allows them free calls for
      life to this additional number; there is also the option
      of the purchase of a Motorola C118 handset for just EURO9
      to accompany the free SIM;

   -- The choice of four exclusive mobile phones at the cost of
      just EURO49; and

   -- 100 free text messages with every phone purchase.

According to Eric Viel, General Manager of Digicel French West
Indies, "At Digicel, we say to our customers 'expect more get
more' and we deliver on that promise.  We have the widest range
of services and handsets along with the best value offers in the
marketplace.  We are very confident about the quality of our
network and therefore are offering dropped call compensation.
These are just some of the many benefits customers are
experiencing so far because of our presence in the market
place."

With the commitment to the creation of a seamless pan Caribbean
network, Digicel has invested over US$1 billion in the Caribbean
region and employs over 2000 persons, creating one of the most
admired and leading brands in the region.

                    About Digicel Limited

Digicel Limited is a wireless services provider in the Caribbean
region founded in 2000, and controlled by Denis O'Brien.  The
company started operations in Jamaica in April 2001 and now
offers GSM mobile services in 13 countries of the Caribbean
including Jamaica, St. Lucia, St. Vincent, Aruba, Grenada,
Barbados, Cayman, and Curacao among others.  Digicel finished
FY2005 with 1.722 million total subscribers -- 97% pre-paid --
estimated market share of 67% and revenues and EBITDA of US$478
million and US$155 million, respectively.

                        *    *    *

On Mar. 10, 2006, Fitch affirmed the 'B' rating of Digicel
Limited, senior unsecured debt, including the US$300 million
senior notes due 2012, following the announcement that it is in
the process of acquiring Bouygues Telecom Caraibe.  Fitch said
the Outlook for the Ratings is Stable.




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


* HONDURAS: State Telecoms Firm in Conflict with Regulator
----------------------------------------------------------
Hondutel, the state telecoms firm of Honduras, is at odds with
Conatel, the local telecoms regulator.  The two entities are
arguing on who should draw up a strategy on communication
services development, Business News Americas reports.

BNamericas relates that the dispute rose from a heated debate of
a bill to reform the existing 1995 telecommunications law,
providing a new legal framework in which to embrace sector
liberalization.

The bill would also re-examine Conatel's role, BNamericas says.
The reforms stated in the bill have been designed to:

     -- be technologically neutral,
     -- provide greater transparency, and
     -- allow Conatel to intervene when there is market
        distortion.

Conatel's role as a director and regulator of telecommunications
is unsustainable, officials of Hondutel told the local press.

BNamericas relates that Hondutel said it could fill Conatel's
role.

However, Rasol Tome -- the head of Conatel -- told BNamericas
that as an operator, Hondutel couldn't be involved in defining
policies that affect the whole sector.

BNamericas recalls that the reforms were scheduled to be passed
in 2005.  It was held up by resistance from lobby groups stating
that the Honduran state would stand to lose up to US$80 million
in revenue yearly if Hondutel would lose its monopoly in the
telecommunications market.

However, Hondutel lost on Dec. 25, last year its exclusivity on
long distance telephony, telegraphy, public telephony, fixed
line telephony and telex, as demanded by the free trade accords
Honduras signed.

The reforms would be ratified this year, BNamericas states.

                        *    *    *

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
=============


AIR JAMAICA: UK General Manager Anthony Cowles Resigns
------------------------------------------------------
Anthony Cowles, Air Jamaica's general manager for the United
Kingdom, has resigned, the Jamaica Observer reports.

Mr. Cowles told The Observer via telephone from London that his
resignation would take effect on June 30.

"It is fair to say that that it has been fairly tough over the
last year or so, with lots of changes at the senior and board
levels," Mr. Cowles replied to The Observer after being asked
why he was leaving Air Jamaica after 10 years.

The Observer relates that when Sandals UK heard of Mr. Cowles'
resignation, the company quickly offered him a job as its
general manager.  Mr. Cowles will start working for Sandals on
July 1, 2006, The Observer states.

                        *    *    *

Air Jamaica's US$200 million 9-3/8% notes due July 18, 2015,
carries Moody's B1 rating and Standard & Poor's B rating.


CLARENDON ALUMINA: Fitch Rates Issuer Default Rating at B
---------------------------------------------------------
Fitch assigns a local and foreign currency Issuer Default Rating
of 'B' to Clarendon Alumina Production Limited.  The Rating
outlook is stable. Clarendon Alumina is 100% owned by the
Government of Jamaica and is a partner with a subsidiary of
Alcoa Inc. in a bauxite mining and alumina refining operation in
Jamaica called Jamalco.

Fitch has also assigned a preliminary 'B' issue rating and a RR4
recovery rating to CAP's proposed issuance of US$200 million
unsecured notes.  The 15-year notes will amortize beginning in
June 2011 with 21 equal semi-annual payments of approximately
US$9.52 million until 2021. The proceeds of the issuance will be
used primarily to refinance existing debt obligations.  The
proposed issuance, which is expected to close in June, 2006,
will allow for a more long-term debt maturity profile and should
improve the company's financial flexibility.

Clarendon Alumina's 'B' ratings reflect the company's position
as a partner in Jamalco, a leading alumina production joint-
venture in Jamaica, and the limited support the company receives
from the Jamaican government.  Clarendon Alumina benefits from
this implicit support due to the company's position as a partner
in the country's second largest producer and exporter of
alumina, Jamalco, and as the official vehicle through which the
government promotes and develops its bauxite mining and alumina
production interests.  With a production capacity of 3.0 million
tons, Jamaica is the fifth-largest producer of alumina in the
world.  The country's bauxite and alumina industry is its
largest exporter and accounts for approximately 5.8% of the
nation's GDP.

In the past, the Jamaican government has supported state-owned
entities, such as the Sugar Company of Jamaica and Air Jamaica,
and private financial institutions experiencing financial
difficulties, even when it had not formerly guaranteed their
debt obligations.  Fitch believes the government may provide
Clarendon Alumina with some financial support as it is committed
to ensuring the long-term viability of public-sector entities.
In addition, the government has provided cash for Clarendon
Alumina in the form of equity infusions totaling US$18 million
over the past five years.

Currently, the Jamiacan government guarantees one of Clarendon
Alumina's outstanding long-term foreign currency debt
obligations totaling US$77 million, or about 46% of CAP's total
debt.  In addition, the government guarantees approximately an
additional US$600 million in external debt obligations of other
public entities.  However, future debt issuances by Clarendon
Alumina will likely not benefit from an explicit guarantee by
the government.  Despite the type of support or guarantee
provided, Jamaica has never let any of its public-sector
entities default and the government has a good track record of
servicing its debt obligations.  Nevertheless, the willingness
of the government to provide financial support could be hindered
by its ability to do so, as the Jamaican government is highly
indebted.

Clarendon Alumina's financial profile is weak for the 'B' rating
category.  In 2006 (fiscal year ending March 30, 2006), it
generated operating EBITDA of US$10 million and had total debt
of US$166 million, resulting in a total debt-to-operating EBITDA
ratio of 16.6x and interest coverage of about 0.6x.  Operating
EBITDA in 2006 decreased about 60% from two years ago due to the
rising cost of production inputs, primarily fuel and caustic
soda.

Clarendon Alumina's ratings also consider the strength of its
joint venture partner Aloca Minerals of Jamaica, which is an
indirect subsidiary of Alcoa, Inc. of the United States, an
industry-leading producer of alumina and aluminum.  Clarendon
Alumina benefits from the technical expertise and industry
position of Alcoa, which manages and operates the Jamalco
production facilities.

Clarendon Alumina was incorporated in April 1985 in Jamaica and
is 100% owned by the Jamaican government.  In 1988, it entered
into a joint-venture agreement with a subsidiary of Alcoa Inc.,
to become partners in a bauxite mining and alumina refining
operation in Jamaica called Jamalco.  Jamalco is an
unincorporated joint-venture association that involves the
proportionate sharing of production costs and the alumina output
of the Clarendon Alumina Refinery.  In 2006, CAR produced 1.26
million tons of alumina and Clarendon Alumina's 50% share of the
output generated revenues of US$126 million from the sale of
645,808 tons of alumina.


CLARENDON ALUMINA: Moody's Rates US$200-Mil. Senior Notes at B3
---------------------------------------------------------------
Moody's Investors Service assigned a B3 foreign currency rating
to Clarendon Alumina Production Limited's proposed US$200
million senior unsecured note issue due 2021.  Proceeds will be
used to refinance existing secured indebtedness, other
liabilities and for general corporate purposes.  The rating
assumes that the secured existing indebtedness has been repaid
and that the relevant security interests, particularly in
receivables, have been released.  Clarendon Alumina, 100% owned
be the Government of Jamaica, holds a 50% interest in Jamalco, a
Jamaican alumina refinery.  The balance is owned indirectly be
Alcoa, through Alcoa World Alumina.  The rating outlook is
stable. This is the first time Moody's has rated Clarendon
Alumina.

The B3 rating reflects the application of Moody's rating
methodology for government-related issuers, and is a result of
the combination of these inputs:

   -- Baseline credit assessment of 6 on a scale of 1-6,
      where 1 represents the lowest credit risk;

   -- Ba2 local currency rating of the Jamaican government;

   -- Medium support; and

   -- High dependence.

The medium support considers that the government in recent years
has provided funds to enable Clarendon Alumina to meet various
obligations, but reflects the relatively small amount of such
requirements compared with the size of the note issue.  This
factor also considers that no guarantee for the notes has been
provided by the government.  The high dependence factor reflects
the Clarendon Alumina's need for funds from the government on an
ongoing basis and the level of correlation of default risk
between the company and the Jamaican government.

The baseline credit assessment considers several key risk
factors with respect to Clarendon Alumina:

1) single operating facility,

2) high cost base reflective principally of fuel costs, but
   also caustic soda costs,

3) nature of alumina off-take contracts, and

4) excessive leverage relative to revenues, and cash flow
   generation.

Moody's estimates that the pro-forma debt/EBITDA ratio for the
year ended March 31, 2006 would be approximately 20x given
EBITDA of approximately US$10 million.

Clarendon Alumina, a government owned entity, holds a 50%
interest, as a co-tenant in common, in the assets of Jamalco, a
joint venture with Alcoa World Alumina and Chemicals, which in
turn is owned 60% by Alcoa Inc., and 40% by Alumina Limited of
Australia.  Alumina output goes proportionately to the joint
venture partners, currently approximately 637,000 metric tons
each and each share in the costs and capital expenditures.
While Alcoa's position as the operator of Jamalco provides
positive benefits given Alcoa's global expertise in alumina and
aluminum production, the single nature of the facility and the
potential for labor and other disruptions presents a greater
risk factor to Clarendon Alumina.  The company's share of the
output is sold principally to Glencore under long-term
contracts.  The pricing mechanism varies with a portion of the
sales under fixed price agreements and the balance based upon a
percentage of the LME aluminum price.  As a consequence, CAP's
earnings performance has deteriorated due to the inability to
cover its increased cost base.  Moody's does not expect this
situation to materially change in the near term although
Clarendon Alumina has hedged its price exposure to contracts
priced on a floating basis through calendar 2007, which, absent
further significant increase in the price of fuel, should
mitigate the degree of earnings compression.  Nonetheless,
Moody's expects the company to continue to be negative free cash
flow generative and likely to continue to need support from the
government given the company's lack of other external sources of
liquidity.

The stable outlook acknowledges the favorable conditions
currently existing for aluminum and alumina and the modest
improvement that Clarendon Alumina should be able to obtain for
a portion of its alumina sales.  The outlook also considers the
position of the company within the Jamaican mining and quarrying
sector, the support that has been provided to the company by the
government, and Moody's expectation that the government will
continue to provide funds as necessary for the company to meet
ongoing obligations.  Due to the current challenging cost
position, limited upside alumina price potential, and high
degree of leverage, upside rating movement is unlikely.  The
rating could be lowered should CAP continue to experience
escalating production costs, alumina price realizations contract
significantly in a falling aluminum price environment, or should
any of the key variables impacting the GRI rating methodology
change.

This rating was assigned:

   -- B3 foreign currency rating on US$200 million senior
      unsecured notes due 2021.

Clarendon Alumina Production Limited, located in Kingston
Jamaica, had revenues of US$125 million in its fiscal year ended
March 31, 2006.


KAISER ALUMINUM: Class Fund & Escrow Report First Qtr. Results
--------------------------------------------------------------
Kaiser Aluminum & Chemical Corporation's Tort Claims Settlement
Fund reports US$2,536,972 in total investments and US$8,848 in
accrued income for the quarter ending March 31, 2006.

For the period January 1,2006 through March 31, 2006, cash
disbursements total US$33,629.  The Tort Claims Settlement Fund
has US$71,666 in cash as of March 31.

Kaiser's Asbestos Claims Settlement Escrow reports US$15,587,758
in total investments and US$54,222 in accrued income for the
quarter ending March 31, 2006.

For the first quarter, cash disbursements total US$3,473,608.
As of March 31, the Asbestos Claims Settlement Escrow has
US$531,001 in cash.

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, along with its Jamaican subsidiaries
-- Alpart Jamaica Inc. and Kaiser Jamaica Corporation -- 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' Official
Committee of Unsecured Creditors.  On June 30, 2004, the Debtors
listed US$1.619 billion in assets and US$3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 98; Bankruptcy Creditors'
Service, Inc., 609/392-0900)


SUGAR COMPANY: Moves Bid Submission Deadline to June 30
-------------------------------------------------------
The National Investment Bank of Jamaica disclosed in a notice
published on Friday that the new deadline for the submission of
bids for the five sugar factories of the Sugar Company of
Jamaica is on June 30, an extension of one week.

According to Radio Jamaica, ten bids have been presented by
entities in the United States, Canada, Brazil and India to buy
the factories:

    -- Frome,
    -- Moneymusk,
    -- Bernard Lodge,
    -- Long Pond, and
    -- Duckenfield.

Radio Jamaica states that the All Island Cane Jamaica Farmers
Association is furious over the government's decision for a
deadline extension.

This is bad news for the struggling industry, Allan Rickards,
the president of the Cane Farmers Association, told Radio
Jamaica.

Sugar Company of Jamaica 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.
Sugar Company blamed its financial deterioration to the
reduction in sugar cane production.




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


AXTEL SA: S&P Upgrades Corporate Credit Rating to BB- from B+
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term
corporate credit rating on Monterrey, Mexico-based
telecommunications service provider Axtel S.A. de C.V. to 'BB-'
from 'B+'.  The outlook was revised to stable from positive.
The rating on Axtel's US$162 million senior notes due 2013 was
also raised to 'BB-' from 'B+'.

The rating action reflects the improvement in Axtel's main
credit metrics despite the continued growth of its operations;
decreased indebtedness and an improved capital structure due to
the February 2006 redemption of US$87.5 million of its 11%
Senior Notes due 2013, funded with proceeds from its December
2005 IPO, whereby the company raised US$98.3 million.  "Rating
factors supporting this rating level include Axtel's broad
telecommunications products portfolio, a flexible and advanced
network with several access technologies, and experienced equity
partners," said Standard & Poor's credit analyst Manuel
Guerena.

Tempering factors include:

   -- the strong competition from Mexico's telecommunications
      incumbent and from the mobile telephony;

   -- a TDMA wireless local loop-based model for local
      telephony, for which longer-term viability has yet to be
      proven, same as its incoming WiMax offering; and

   -- uncertainties regarding the initial roll-out of its WiMax
      offer toward year-end 2006, this as an effort to
      participate in the residential broadband internet access
      offering.

While concerns about Axtel's funding-needs and strategy within
this growing stage (including acquisition-related investments)
have eased over time, this risk still persists and will keep on
being monitored.

Axtel has built one of the largest fixed wireless networks of
its kind in the world, and it targets business customers,
offering them other access technologies, including point-to-
point and point-to-multipoint radio links, optic fiber, and
copper.  Axtel has effectively been in operation since June
1999, and it has been EBITDA positive since 2001. The company
has continuously improved its performance thanks to a growing
scale of operation under tight cost contention measures,
providing telecom services to 648,402 active lines as of March
2006 in 16 cities (four of them new to the company since year-
end 2005, with estimated annual capex of approximately US$5
million each per year).  As of that date, 62% of Axtel's active
lines (605,904 at that time) were residential lines, responsible
for 31% of the company's annual revenues.  Subscriber growth for
the 12 months ended March 2006 showed an increase above 30%, as
it has reported every quarter since December 2004, although its
1.1% average monthly churn rate, stable during the past 21
months, is higher than that of its main competitor.

Notwithstanding that the company offers a differentiated
service, this alone is not likely to offset a number of
competitive advantages that incumbent Telefonos de Mexico S.A.
de C.V. (BBB+/Stable/--) has, including significant financial
resources and economies of scale, negotiating power with
vendors, brand awareness, and operating experience.
Nevertheless, Axtel and its flexible pricing schemes represent
an attractive viable option to those who choose not to be
customers of the incumbent.

In addition, under current regulations whereby cable-TV
companies are required to have an association with a local
access service provider, Axtel entered into an agreement with
Mexico's second-largest (in terms of customers) cable-TV company
Cablemas S.A. de C.V. (BB-/Stable/--) to jointly offer video,
voice, and data, taking advantage of the fact that Cablemas' 48-
city network coverage has only three cities in common with
Axtel's 16 cities.  A significant development in the long term,
we expect that under this agreement, the rollout of this
combined effort will be gradual at its early stages, and then
might be speeded up upon the results achieved, but without
committing expenditures that could compromise the current
ratings on these companies.

The outlook is stable.  The pace and funding of Axtel's
expansion plans remain the main triggers for any rating action.
The risk of a continuing negative free cash flow or capex and
new service offerings yielding results below expectations could
result in a negative action. Conversely, a sustained positive
free operating cash flow will be required to trigger a positive
action.  This outlook does not factor in a more aggressive
growth model affecting its main credit metrics nor the effect of
a significant acquisition, though it considers that such a
transaction could take place in the future.


EMPRESAS ICA: ICA Fluor Secures US$108-M Contract from Indelpro
---------------------------------------------------------------
ICA Fluor, the industrial engineering and construction company
jointly owned by Fluor Corporation and Empresas ICA Sociedad
Controladora, signed a lump sum contract with Indelpro, a
polypropylene production company subsidiary of Alpek, for
detailed engineering, construction, procurement and pre-
commissioning services of a second line of polypropylene and the
revamping of the existing propylene splitter.  The project value
for ICA Fluor is US$108 million.

Located in Altamira, Tamaulipas, Mexico, the new plant will be
one of the largest and most modern facilities of its kind in the
world, using the Spherizone technology by Basell.  The main raw
material used to produce polypropylene is propylene (monomer), a
gas obtained from the primary processing of petroleum, which by
chemical reactions is transformed into a polymer.  The project
has a target completion date in December 2007.

Indelpro is a joint venture company between Alpek, the
petrochemical arm of ALFA, the Mexican industrial company, and
Basell Polyolefins, formerly Montell, a worldwide leader in the
technology and production of polypropylene.  Indelpro is located
in Altamira Tamaulipas, Mexico, where it operates a
polypropylene plant with a current production capacity of
240,000 tons per year.

ICA Fluor is the leading industrial engineering company in
Mexico, dedicated to the engineering, procurement, construction
and maintenance of industrial facilities in the oil and gas,
chemical, petrochemical, automotive, electricity, mining and
telecommunication industries.

Empresas ICA -- http://www.ica.com.mx/-- the largest
engineering, construction, and procurement company in Mexico,
was founded in 1947.  ICA has completed construction and
engineering projects in 21 countries.  ICA's principal business
units include civil construction and industrial construction.

Through its subsidiaries, ICA also develops housing, manages
airports, and operates tunnels, highways, and municipal services
under government concession contracts and/or partial sale of
long-term contract rights.

                        *    *    *

Standard & Poor's assigned these ratings to Empresas ICA, with
stable outlook:

   -- LT Foreign Issuer Credit B; and
   -- LT Local Issuer Credit B.


GRUPO MEXICO: National Union Denies Negotiations with Company
-------------------------------------------------------------
Metalurgicos y Similares de la Republica Mexicana, the national
mining-metalworkers union, said in a statement that it is not
negotiating with Grupo Mexico SA de C.V., contrary to reports
from the Sonora state government.

As reported in the Troubled Company Reporter on June 20, 2006, a
state official said that Eduardo Bours -- the governor of
Sonora, Mexico -- had begun interceding the negotiations between
Grupo Mexico and the Metalurgicos y Similares.  The union, which
ratified Napoleon Gomez Urrutia as its leader, has been in
conflict with the government, who recognizes Elias Morales as
the union's leader.  Mr. Urrutia is being investigated for
allegedly misusing US$55 million in funds that Grupo Mexico
handed for distribution among workers in 2004 as part of the
1990 privatization of Cananea and La Caridad.

BNamericas relates that Eduardo Bours, the governor of Sonora,
invited Metalurgicos y Similares to a discussion last week,
assuring to do everything so that an agreement would be reached
between the two parties in conflict.

However, Jose Juan Gutierrez, a union representative, said in a
statement, "Far from seeking a solution to the conflict, [Bours]
complicated the situation by assuming a partial attitude towards
the company, in that workers were asked to end the strikes
without a solution to their problems being provided."

Union members are still holding demonstrations at Grupo Mexico's
La Caridad and Cananea copper mines and Agua Prieta lime plant
in Sonora, BNamericas reports.

Grupo Mexico SA de C.V. -- http://www.grupomexico.com/--  
through its ownership of Asarco and the Southern Peru Copper
Company, Grupo Mexico is the world's third largest copper
producer, fourth largest silver producer and fifth largest
producer of zinc and molybdenum.

                        *    *    *

Fitch Ratings assigned these ratings to Grupo Mexico SA de C.V.:

     -- foreign currency long-term debt, BB; and
     -- local currency long-term debt, BB.


MERIDIAN AUTOMOTIVE: Wants BDO Seidman's Scope of Work Expanded
---------------------------------------------------------------
In connection with their anticipated emergence from Chapter 11,
Meridian Automotive Systems, Inc., and its debtor-affiliates
seek to expand the scope of BDO Seidman, LLP's retention as
accountants and auditors, nunc pro tunc to May 26, 2006.

BDO's services will include an audit of the Debtors' opening
consolidated balance sheet as of June 30, 2006, or upon
emergence from Chapter 11, Robert S. Brady, Esq., at Young
Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, tells
the Court.

According to Mr. Brady, BDO does not anticipate that its fees
for performing the Supplemental Services will exceed US$150,000
to US$175,000.

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. 29; Bankruptcy Creditors'
Service, Inc., 215/945-7000).


MERIDIAN AUTOMOTIVE: UST Reacts to BDO Seidman's Retention Pact
---------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
opposes Meridian Automotive Systems, Inc., and its debtor-
affiliates' supplemental application to employ BDO Seidman, LLP,
to the extent that the Engagement Letter entitled "Dispute
Resolution Procedure" references a facilitated negotiation
process that the parties intend to be bound by "should such
procedures be authorized by the Bankruptcy Court."

The U.S. Trustee does not object to that term provided that the
procedures apply to non-core matters only.

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. 30; Bankruptcy Creditors'
Service, Inc., 215/945-7000)


MERIDIAN AUTOMOTIVE: UST Balks at Hilco Appraisal's Retention
-------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
asks the U.S. Bankruptcy Court for the District of Delaware to
deny Meridian Automotive Systems, Inc., and its debtor-
affiliates' request to employ Hilco Appraisal Services, LLC, or
strike the term from the Engagement Letter.

The U.S. Trustee notes that the Engagement Letter providing for
the employment of Hilco Appraisal as the Debtors' appraisers,
contains a limitation of liability term.

The U.S. Trustee contends that the limitation of liability term
is:

   (i) inappropriate in light of Hilco's role in the Debtors'
       Chapter 11 cases; and

  (ii) inconsistent with general notions of bankruptcy
       professionalism.

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. 30; Bankruptcy Creditors'
Service, Inc., 215/945-7000)




=================
N I C A R A G U A
=================


* NICARAGUA: Managua Prohibited from Importing Venezuelan Oil
-------------------------------------------------------------
The government of Nicaragua has prevented Dionisio Marenco,
Managua's mayor, from importing Venezuelan gasoline amid a
transport crisis, according to local press.

According to Inside Costa Rica, Mayor Marenco signed a deal with
Venezuela on April 10 for the yearly import of 10 million
barrels of petrol to Nicaragua.

However, Nicaragua's President Enrique Bolanos Told Inside Costa
Rica that oil imports from Venezuela should be agreed to at
state level and not through the office of Managua's mayor.

                        *    *    *

Moody's Investor Service assigned these ratings to Nicaragua:

                     Rating     Rating Date
                     ------     -----------
   Long Term          Caa1     June 30, 2003
   Senior Unsecured
   Debt                B3      June 30, 2003




===============
P A R A G U A Y
===============


* PARAGUAY: Mobile Sector Tops in Investment Projects in 2006
-------------------------------------------------------------
The mobile sector of Paraguay has the biggest number of
investment projects this year, the country's Ministry of
Industry and Trade told TeleGeography.

TeleGeography states that the total value of planned projects is
greater than any other industry sector, being boosted by Hola
Paraguay.

Hola Paraguay's planned projects cost about US$81.6 million this
year.  It was partly financed by KDDI of Japan, TeleGeography
relates.

Millicom International Cellular's unit, Telecel, also plans
USD16.6 million yearly CAPEX, TeleGeography states.

                        *    *    *

As reported in the Troubled Company Reporter on May 26, 2006,
Moody's Investors Service upgraded these ratings on Paraguay:

   -- Long-term foreign currency rating: B3 from Caa1 with
      stable outlook.

Moody's assigned this rating:

   -- Short-term foreign currency rating: Not Prime.

                        *    *    *

Standard & Poor's assigned these ratings on Paraguay:

     -- Foreign Currency LT Debt B-
     -- Local Currency LT Debt   B-
     -- Foreign Currency ST Debt C
     -- Local Currency ST Debt   C




=======
P E R U
=======


* PERU: Will Launch Concessions on Highway Construction
-------------------------------------------------------
The government of Peru will launch concessions for the
construction of 28 highways, according to local paper Gestion.

Victor Zelaya, the manager of the Costa-Sierra road program,
told Business News Americas that the government plans to connect
Peru's central Sierra area to the coast.

The construction will cost around US$8 billion, which the state
is unable to fund, BNamericas states, citing Mr. Zelaya.

BNamericas relates that Mr. Zelaya said the project would take
over 32 years under a public investment scheme.

Mr. Zelaya, says BNamericas, stated that construction has begun
on on IIRSA Sur highway's stretches II, III and IV while works
on stretches I and V are yet to start.

About 1.7 million Paita and Yurimaguas residents will benefit
from the program, Mr. Zelaya told BNamericas.

                        *    *    *

Fitch Ratings assigned these ratings on Peru:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB      Nov. 18, 2004
   Long Term IDR       BB      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating      BB+     Dec. 14, 2005




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


CAJUN FUNDING: Moody's Affirms Corporate Family Rating at B2
------------------------------------------------------------
Moody's Investors Service affirmed Cajun Funding Corp.'s B2
corporate family rating and B3 2nd lien secured notes.  At the
same time, the SGL-3 Speculative Grade Liquidity rating was also
affirmed.  The outlook remains stable.  Cajun is the financing
company affiliated with Church's Chicken restaurants, which are
operated by Cajun Operating Company.

The rating affirmations reflect the established position of the
Church's brand within the chicken QSR category, the recent track
record for positive same store sales growth and the domestic and
international development potential of the concept.  The ratings
also consider Church's high financial leverage, reliance on a
single product, modest liquidity position and limited scale and
scope in relation to its direct competitors.

Moody's previous rating action on Cajun was December 3, 2004
when a B3 rating was assigned to the US$155 million 2nd lien
secured notes.  Also at that time, Moody's assigned a B2
corporate family rating and a SGL-3 Speculative Grade Liquidity
rating.

These three ratings are affirmed with stable outlooks:

   -- Corporate family rating: B2;

   -- US$155 million 2nd lien secured notes maturing in
      2011: B3; and

   -- Speculative Grade Liquidity rating: SGL-3.

Cajun Funding Corp., the special purpose financing entity for
Cajun Operating Company, Inc., are both headquartered in
Atlanta, Georgia. The operating company develops, operates and
franchises quick-service restaurants primarily under the trade
name Church's Chicken.  At December 25, 2005, the operating
company operated 277 and franchised 1,264 restaurants with
locations in 30 states, Puerto Rico and 15 foreign countries.
Revenues for fiscal 2005 were US$271 million.


KMART CORP: Court Allows Michael McEvily to Continue Civil Suit
---------------------------------------------------------------
The United States Bankruptcy Court for the Northern District of
Illinois modified the stay and the plan injunction to the extent
necessary to allow Michael McEvily's litigation pending in the
Circuit County of Fairfax, State of Virginia, to proceed and
continue to final judgment or settlement.

In October 2005, Mr. McEvily asked the Court to lift the stay to
allow him to pursue a civil action for damages against, among
others, Kmart Corporation.

The Action sought in excess of US$50,000 on account of injuries
he sustained on June 6, 1999, by "a brutal and vicious beating
by Kmart's employees in the parking lot of one of its stores and
a continuation of mistreatment when he was dragged back into the
store and kept in custody."

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. 112; Bankruptcy Creditors' Service, Inc., 215/945-
7000)


KMART CORP: Permits Lora Parker to Pursue Personal Injury Claim
---------------------------------------------------------------
Lora Parker sustained physical injuries at Kmart Store No. 3722
located in Burlington, Washington, on December 22, 2002.

Since Ms. Parker has already has complied with -- and exhausted
-- personal injury settlement procedures, Ms. Parker and Kmart
agree that the automatic stay and the injunction provision of
Kmart's confirmed Plan of Reorganization are lifted to permit
Ms. Parker to establish and liquidate her personal injury claim,
and to proceed to a final judgment or settlement.

The U.S. Bankruptcy Court for the Northern District of Illinois
has signed the agreed order.

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. 112; Bankruptcy Creditors' Service, Inc., 215/945-
7000)


OCA INC: U.S. Trustee Appoints Five-Member Equity Committee
-----------------------------------------------------------
The United States Trustee for Region 5 appointed five creditors
to serve on an Official Committee of Equity Security Holders of
Oca, Inc., and its debtor-affiliates' chapter 11 cases:

   1. NightWatch Capital Management
      Attn: Paul Burgon
      3311 North University Avenue, Suite 200
      Provo, UT 84604

   2. Kanagawa Holdings LLC
      Attn: David Shuldiner
      80 West 12th Street
      New York, NY 10011

   3. Xerion Capital Partners LLC
      Attn: Daniel J. Arbess
      450 Park Avenue, 27th Floor
      New York, NY 10022

   4. Adrian J. Costanza, DDS
      48 Newhall Street
      Revere, MA 02151

   5. Charles Stewart, P.A.
      7900 Morning Lane
      Fort Worth, TX 76123

Based in Metairie, Louisiana, OCA, Inc. -- http://www.ocai.com/
-- provides a full range of operational, purchasing, financial,
marketing, administrative and other business services, as well
as capital and proprietary information systems to approximately
200 orthodontic and dental practices representing approximately
almost 400 offices.  The Debtor's client practices provide
treatment to patients throughout the United States and in Japan,
Mexico, Spain, Brazil and Puerto Rico.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on March 14, 2006 (Bankr. E.D. La. Case No.
06-10179).  William H. Patrick, III, Esq., at Heller Draper
Hayden Patrick & Horn, LLC, represents the Debtors.  Patrick S.
Garrity, Esq., and William E. Steffes, Esq., at Steffes
Vingiello & McKenzie LLC represent the Official Committee of
Unsecured Creditors.  When the Debtors filed for protection from
their creditors, they listed US$545,220,000 in total assets and
US$196,337,000 in total debts.


OCA INC: Equity Panel Wants Bell Boyd as Lead Bankruptcy Counsel
----------------------------------------------------------------
The Official Committee of Equity Security Holders of OCA, Inc.,
and its debtor-affiliates asks the Honorable Jerry A. Brown of
the U.S. Bankruptcy Court for the Eastern District of Louisiana
in New Orleans for permission to retain Bell Boyd & Lloyd LLC as
its lead bankruptcy counsel.

Bell Boyd will:

   (a) represent the Equity Committee in any proceedings and
       hearings related to the Debtors' chapter 11 cases,
       including without limitation representing the interests
       of equity holders in connection with the Debtors'
       proposed Plan and Disclosure Statement on file with the
       Bankruptcy Court;

   (b) attend meetings and negotiate with representatives of the
       Debtors, the Official Committee of Unsecured Creditors,
       and other parties-in-interest in the Debtors' bankruptcy
       cases;

   (c) negotiate with the Debtors and the Creditors' Committee
       and other creditor constituencies, and otherwise
       represent the interests of  equity holders in the
       Debtors' cases regarding a plan of reorganization;

   (d) advise the Equity Committee of its powers and duties;

   (e) advise the Equity Committee regarding matters of
       bankruptcy law;

   (f) provide assistance, advice, and representation concerning
       the condirmation of, or objection to, any proposed plan;

   (g) prosecute and defend litigation matters and other matters
       that might arise in the Debtors' bankrutpcy cases;

   (h) provide counsel and representation with respect to
       assumption or rejection of executory contracts and
       leases, sales of assets, and other bankruptcy-related
       matters arising in the Debtors' bankruptcy cases;

   (i) render advice with respect to other legal issues relating
       to the  Debtors' bankrutpcy cases, including, but not
       limited to, securities, corporate finance, tax, and
       commercial issues;

   (j) prepare, on behalf of the Equity Committee, any necessary
       adversary complaints, motions, applications, orders, and
       other legal papers relating to the Debtors' bankruptcy
       cases; and

   (k) perform other legal services as may be necessary and
       appropriate for the efficient and economical
       administration of the Debtors' bankruptcy cases and the
       representation of the equity holders' interests.

Carmen H. Lonstein, Esq., a partner at Bell Boyd & Lloyd LLC,
discloses that the Firm's professionals bill:

   Designation                   Hourly Rate
   -----------                   -----------
   Partners                    US$330 - US$690
   Associates                  US$215 - US$300
   Paralegals                  US$140 - US$215
   Project Assistants           US$45 -  US$85

   Professional                  Hourly Rate
   ------------                  -----------
   Carmen H. Lonstein, Esq.        US$450
   Steven A. Domanowski, Esq.      US$300
   Adam R. Schaeffer, Esq.         US$270

Ms. Lonstein assures the Court that Bell Boyd & Lloyd LLC does
not represent or hold any interest adverse to the Equity
Committee and the Debtors, and is disinterested as that term is
defined in Section 101(14) of the Bankruptcy Code.

Based in Metairie, Louisiana, OCA, Inc. -- http://www.ocai.com/
-- provides a full range of operational, purchasing, financial,
marketing, administrative and other business services, as well
as capital and proprietary information systems to approximately
200 orthodontic and dental practices representing approximately
almost 400 offices.  The Debtor's client practices provide
treatment to patients throughout the United States and in Japan,
Mexico, Spain, Brazil and Puerto Rico.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on March 14, 2006 (Bankr. E.D. La. Case No.
06-10179).  William H. Patrick, III, Esq., at Heller Draper
Hayden Patrick & Horn, LLC, represents the Debtors.  Patrick S.
Garrity, Esq., and William E. Steffes, Esq., at Steffes
Vingiello & McKenzie LLC represent the Official Committee of
Unsecured Creditors.  When the Debtors filed for protection from
their creditors, they listed US$545,220,000 in total assets and
US$196,337,000 in total debts.


PIER 1: Posts US$22.7 Million Net Loss for First Quarter 2006
-------------------------------------------------------------
Pier 1 Imports, Inc. (NYSE:PIR) reported a $22,765,000 net loss
from continuing operations for the first quarter ended
May 27, 2006.  The Company reported a net loss of US$23,172,000
for the first quarter, which included an after-tax loss from
discontinued operations of US$407,000.  Total sales declined
3.6% for the first fiscal quarter to US$376,092,000, from
US$390,314,000 in the year-ago quarter, and comparable store
sales declined 6.6%.  The results of The Pier Retail Group
Limited, the Company's subsidiary based in the United Kingdom,
have been classified as discontinued operations for all periods
presented in the Company's consolidated financial statements;
this subsidiary was sold on March 20, 2006.

Fiscal 2007 first quarter results are based on:

    --  Merchandise margins improved to 53.8% from 53.2% in the
        year-ago quarter.

    --  Store occupancy costs increased US$5.1 million and de-
        leveraged to 20.0% of sales in the first quarter versus
        17.9% for the year-ago quarter.

    --  Selling, general and administrative costs were 39.2% of
        sales compared to 35.9% of sales in the first quarter
        last year.  Payroll costs de-leveraged during the
        quarter versus last year, and marketing costs were 8.0%
        of sales, which was even with the year-ago period.
        Other SG&A costs in the first quarter included US$2.0
        million of non-cash impairment charges recognized on
        store assets.

Marvin J. Girouard, the Company's Chairman and Chief Executive
Officer, said, "In mid-March, we launched our brand
repositioning campaign featuring Pier 1's unique Modern
Craftsman merchandise, which included new advertising and new
in-store visuals intended to mirror Pier 1's catalogs.  During
the first quarter, customer traffic remained weak.  We recognize
that it will take time to attract new customers and inform our
existing customers of the significant changes in our merchandise
assortment."

"As of May 27, 2006, inventories were US$357 million, down 12.5%
from the year-ago period. Cash at the end of the first quarter
was US$235 million.  We are carefully managing the balance sheet
in order to maintain flexibility and liquidity to operate the
business efficiently, while working to increase sales with the
appropriate inventory levels in stores."

"Pier 1's Summer Sale and Clearance event begins in late June
and is primarily supported by TV ads and in-store promotions. We
will launch our newest merchandise collection called 'Loft 21'
in mid-July.  It features lifestyle furniture and accessories
exclusively available at Pier 1.  To support this merchandise
introduction, we plan to distribute 9 million copies of our
latest catalog.  We continue to see better merchandise margins
this quarter compared to last year, but expect June comp store
sales to be in the negative low- to mid-teens range compared to
last year, when sales were driven by heavier promotions."

The Company will hold its annual shareholders' meeting at 10:00
a.m. Central Time on June 22, 2006, in the Trinity Room of the
Fort Worth Club, Fort Worth, Texas.

Pier 1 Imports, Inc. -- -- http://www.pier1.com/-- is a
specialty retailer of imported decorative home furnishings and
gifts with Pier 1 Imports(R) stores in 49 states, Puerto Rico,
Canada, and Mexico and Pier 1 kids(R) stores in the United
States.

                        *    *    *

As reported in the Troubled Company Reporter on May 8, 2006,
Standard & Poor's Ratings Services' 'B' corporate credit and
'B-' unsecured debt ratings on Fort Worth, Texas-based Pier 1
Imports Inc. remained on CreditWatch with negative implications.




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


MIRANT CORP: Sets Talks with Shareholders in New York & Boston
--------------------------------------------------------------
Mirant Corporation (NYSE: MIR) reported a continuation of
communications with shareholders including one-on-one meetings
to be held in New York on Wednesday, June 21, 2006, and
Thursday, June 22, 2006, and in Boston on Friday, June 23, 2006,
and will include as many large shareholders as possible.

"The discussions we have had with shareholders over the past
several weeks have been beneficial and played a role in the
decision to withdraw our NRG acquisition proposal," Mirant
Chairman and Chief Executive Officer Edward R. Muller said.
"The NRG proposal was unique in its value creation for
shareholders; however, our analysis of other company
acquisitions shows that they would not create value and, as a
result, are not being considered.

"We reiterate that progress continues in the efforts to
recapitalize our business in the Philippines.  We expect to
close the transaction in July.

"We always value communication with our shareholders and look
forward to a productive dialogue in the coming weeks and months
regarding the creation of shareholder value."

                     About Mirant Corp.

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE:
MIR) -- http://www.mirant.com/-- is a competitive energy
company that produces and sells electricity in North America,
the Caribbean, and the Philippines.  Mirant owns or leases more
than 18,000 megawatts of electric generating capacity globally.
Mirant Corporation filed for chapter 11 protection on July 14,
2003 (Bankr. N.D. Tex. 03-46590), and emerged under the terms of
a confirmed Second Amended Plan on January 3, 2006.  Thomas E.
Lauria, Esq., at White & Case LLP, represented the Debtors in
their successful restructuring.  Shearman & Sterling LLP
represents the Official Committee of Unsecured Creditors.  When
the Debtors filed for protection from their creditors, they
listed US$20,574,000,000 in assets and US$11,401,000,000 in
debts.

                         *     *     *

As reported in the Troubled Company Reporter on Dec. 8, 2005,
Standard & Poor's Ratings Services placed a 'B+' corporate
credit rating on Mirant Corporation and said the outlook is
stable.




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


PARMALAT: In Negotiations to Sell Two Venezuela Plants
------------------------------------------------------
Parmalat de Venezuela C.A., a subsidiary of Parmalat S.p.A., is
in negotiations with the Venezuelan government regarding the
sale of two of the company's seven industrial plants.

According to Reuters, the Venezuelan government wants to use the
plants in Machiques, Zulia state, and in Barquisimeto, Lara
state, for state-supported cooperatives under a worker co-
management model promoted as part of Venezuelan President Hugo
Chavez's socialist revolution for the poor.

Parmalat, however, clarifies that contrary to reports in the
Venezuelan press, the government does not intend to acquire
Parmalat de Venezuela itself.

Parmalat says that Parmalat de Venezuela is its most important
business in the Latin America region, generating EUR152.8
million revenues in 2005 and EUR43.5 million in the first
quarter of 2006.

Headquartered in Wallington, New Jersey, Parmalat USA
Corporation -- http://www.parmalatusa.com/-- generates more
than 7 billion euros in annual revenue.  The Parmalat Group's
40-some brand product line includes milk, yogurt, cheese,
butter, cakes and cookies, breads, pizza, snack foods and
vegetable sauces, soups and juices and employs over 36,000
workers in 139 plants located in 31 countries on six
continents.  The Company filed for chapter 11 protection on
February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200
million in assets and debts.  The U.S. Debtors emerged from
bankruptcy on April 13, 2005.


PETROLEOS DE VENEZUELA: Begins Refining Ecuadorean Oil on July 1
----------------------------------------------------------------
Petroleos de Venezuela, the state-run oil company of Venezuela,
will begin refining crude from Ecuadorean counterpart
Petroecuador on July 1, according to Venezuelan news agency ABN.

According to Jesus Luongo the refining will be done at Petroleos
de Venezuela's Paraguana Refining Complex.  The facilities can
process up to 65,000 barrels per day of oil from Ecuador, El
Universal reports.

In return, Ecuador will receive about 23,000b/d of diesel,
17,000b/d of naphtha and 5,000b/d of liquefied petroleum gas or
LPG from Venezuela, Business News Americas reports.

"...exports oil and imports fuel. Now, therefore, we are
planning to help Ecuador and will charge not even the cost,"
President Chavez was quoted by El Universal when he made the
proposal of refining Ecuadorian oil.

As reported in the Troubled Company Reporter on June 1, 2006,
Ecuador's President Alfredo Palacio signed a series of energy
cooperation accords -- including refining Ecuadorian crude in
Venezuela -- with Hugo Chavez, his Venezuelan counterpart.

                 About Petroleos de Venezuela

Petroleos de Venezuela SA 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.  Fitch said the Rating Outlook
is Stable.  Both rating actions followed Fitch's November 2005
upgrade of Venezuela's sovereign rating.
* ECUADOR: Inks Contract on Oil Refinement with Venezuela

                        *    *    *

Petroecuador, according to published reports, is faced with
cash-problems.  The state-oil firm has no funds for maintenance
has no funds to repair pumps in diesel, gasoline and natural gas
refineries, and has no capacity to pay suppliers and vendors.
The government refused to give the much-needed cash if
Petroecuador won't be efficient and transparent in its accounts.


PETROLEOS DE VENEZUELA: Halts Operations in Paraguana Complex
-------------------------------------------------------------
Petroleos de Venezuela SA will shut down several plants in its
Paraguana Refining Complex for scheduled maintenance, manager
Jesus Luongo was quoted by El Universal as saying.

The Paraguana Complex, located 400 kilometers northeast of
Caracas, according to El Universal, is the largest in the world
and includes three refineries:

   -- Amuay,
   -- Cardon and
   -- Bajo Grande

The complex has a total production capacity of 856,000 bpd.
In September, eight plants will stop operating, resulting to
a decrease in production capacity by 45,000 bpd, El Universal
relates.

Among the facilities that will be shut down is the Cardon
catalytic unit that will be closed for more than 20 days
beginning January 15, 2007, for refitting in order to increase
the processing capacity from 77,00 to 81,000 barrels per day.

Petroleos de Venezuela SA 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. 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.  Fitch said the Rating Outlook is Stable.
Both rating actions followed Fitch's November 2005 upgrade of
Venezuela's sovereign rating.



                          ***********


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

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Marjorie C. Sabijon, Sheryl Joy P. Olano, and
Stella Mae Hechanova, Editors.

Copyright 2006.  All rights reserved.  ISSN 1529-2746.

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

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

The TCR Latin America subscription rate is $575 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are $25 each.  For subscription
information, contact Christopher Beard at 240/629-3300.


           * * * End of Transmission * * *