TCRLA_Public/060630.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                       L A T I N   A M E R I C A
   
            Friday, June 30, 2006, Vol. 7, Issue 129

                              Headlines

A R G E N T I N A

AMORI SA: Verification of Proofs of Claim Ends on July 10
BANCO NACIONAL: Provides US$279MM to Finance Export to Argentina
CENTRO CONDECORADO: Court Moves Verification Deadline to Aug. 22
DROGUERIA LUVI: Sets Aug. 11 Deadline for Verification of Claims
E. MAHER: Last Day to Verify Proofs of Claim Is on Aug. 31

GENERAL PARKING: Trustee Verifies Proofs of Claim Until Sept. 11
IMPSAT SA: Gilat to Supply Equipment for Corporate Expansion
INSTITUTO ANTONIO: Claims Verification Deadline Is on July 17
METROGAS SA: Debt Restructuring Generates US$81.9MM Net Profits
ORGANIZACION LIBRA: Verification Deadline Is on Sept. 25

PROLAT SA: Trustee Has Until Sept. 13 to Verify Proofs of Claim
REMBRER SA: Concludes Reorganization Proceeding
SAINT IMIER: Verification of Creditor's Claims Ends on Aug. 28

B A R B A D O S

SECUNDA INT'L: Launches US$125 Mil. Floating Rate Notes Offering
SECUNDA INTERNATIONAL: IPO Prompts S&P to Hold B- Credit Rating

B E R M U D A

BALLY TOTAL: Affirms Filing of Financials Within Waiver Period
INTELSAT LTD: Chairman Conny Kullman to Leave Post on August 31

B O L I V I A

COMIBOL: Partners with Franklin Mining in Cerro Rico Mines

* BOLIVIA: President to Propose Electricity Plan to Congress

B R A Z I L

GERDAU SA: Wins Bid of 50% Plus One Share of Siderperu's Stock
PETROLEO BRASILEIRO: Forms Exploration Consortium With Galp
VARIG S.A.: Foreign Reps Assert Compliance to ILFC Request

* BRAZIL: Fitch Upgrades Sovereign Issuer Default Ratings to BB

C A Y M A N   I S L A N D S

AVENIR FUND: Sets July 26 as Last Day to File Proofs of Claim
CAMELOT PARTNERS: Creditors Have Until July 26 to File Claims
CHRIS MARINE: Creditors Must File Proofs of Claim by July 21
DL CHINA: Liquidator Presents Wind Up Accounts on July 20
KALEB LIMITED: Proofs of Claim Filing Deadline Is on July 21

POLY LIMITED: Last Day to File Proofs of Claim Is on July 21
SCANDINAVIAN DIESEL: Proofs of Claim Are Due by July 21
SUN CAPITAL: Proofs of Claim Filing Deadline Is Set for July 21
TRUMBULL STRATEGIES: Shareholders Vote to Liquidate Business
UNIQUE LATIN: Schedules Final Shareholders Meeting on July 24

C H I L E

FRESH DEL MONTE: S&P Assigns BB Bank Loan Rating

C O L O M B I A

INTERCONEXION ELECTRICA: Wins State Firm's 50.1% Stake Auction

C U B A

* CUBA: Sugar Industry Eyes Increasing Alcohol Production

D O M I N I C A

PETROLEOS DE VENEZUELA: Inks PDV Caribe Venture with Dominica

D O M I N I C A N   R E P U B L I C

* DOMINICAN REPUBLIC: Eyes Multilateral Trade Pact with Canada

E C U A D O R

PETROECUADOR: Will Ink Two Accords with Petroleos de Venezuela

E L   S A L V A D O R

BANCO AMERICANO: Guatemalan Bank Acquires 97% Stake in Company

G R E N A D A

PETROLEOS DE VENEZUELA: Unit Inks Oil Supply Pact with Grenada

H A I T I

* HAITI: Development Mainly Depends on Caribbean Community's Aid

J A M A I C A

* JAMAICA: Plans to Set Up Energy Fund in 2006
* JAMAICA: Will Negotiate Bilateral Ties with Venezuela

M E X I C O

FORD MOTOR: S&P Lowers Corporate Credit Rating to B+ from BB-
MERIDIAN AUTO: 7 Parties Object to 1st Disclosure Statement
MERIDIAN AUTO: Files 2nd Amended Plan & Disclosure Statement
MERIDIAN AUTO: UST Objects to "Opt-Out" Provision in Ballot
PROGRESS RAIL: Moody's Affirms B1 Corporate Family Rating

SATELITES MEXICANOS: Financial Restructuring Accord Approved

P A N A M A

* PANAMA: Environmental Impact a Priority in Canal Expansion
* PANAMA: Inks Free Trade Pact with Chile to Eliminate Tariffs

P E R U

SIDERPERU: Gerdau Wins Bid of 50% Plus One Share of Stock

* PERU: Inks Water Treatment Plan Accord With Peru Copper

P U E R T O   R I C O

ADELPHIA: Spars Anew with Keys Gate & M&H Homestead Over Stay
GLOBAL HOME: Court Okays Lowenstein Sandler as Panel's Counsel
CENTENNIAL COMMUNICATIONS: Fitch Puts B- Issuer Default Rating
COVENTRY HEALTH: Florida Court Dismisses Remaining Shane Claims
FIRSTBANK PUERTO: Moody's Affirms Ba1 Rating on Deposits

MMM HOLDINGS: Moody's Affirms Senior Secured Debt Rating at B1
PREFERRED HEALTH: Moody's Rates US$185 Million Term Loan at B1

T R I N I D A D   &   T O B A G O

BWIA WEST: Chief Executive to Present Analysis on Firm's Future

U R U G U A Y

* URUGUAY: IMF Completes Fourth Review on Stand-By Arrangement

V E N E Z U E L A

PETROLEOS DE VENEZUELA: Will Ink Two Accords with Petroecuador
WILLBROS GROUP: Post US$4.6 Mil. Net Loss in 2006 First Quarter

* VENEZUELA: Bandes Invests US$30 Million Abroad
* VENEZUELA: Signing Adhesion Protocol to Mercosur on July 4
* VENEZUELA: Will Negotiate Bilateral Ties with Jamaica


                          - - - - -  


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


AMORI SA: Verification of Proofs of Claim Ends on July 10
---------------------------------------------------------
Emilio Gallego, the court-appointed trustee for Amori S.A.'s
bankruptcy case, will verify creditors' proofs of claim until
July 10, 2006.

Creditors who fail to submit proofs of claim won't receive any
post-liquidation distribution.

Mr. Gallego will present in court individual reports based on
the validated claims on Sept. 12, 2006.  A general report that
contains an audit of Amori's accounting and banking records will
follow on Oct. 24, 2006.

The debtor can be reached at:

    Amori S.A.
    Avenida Francisco Beiro 4388
    Buenos Iares, Argentina

The trustee can be reached at:

    Emilio Gallego
    Esmeralda 1066
    Buenos Aires, Argentina


BANCO NACIONAL: Provides US$279MM to Finance Export to Argentina
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social aka BNDES  
approved a financing of US$279 million to export Brazilian
engineering and construction goods and services for the
expansion of gas pipelines in Argentina.  The project, which has
a total investment of US4450 million, aims to expand the
capacity of natural gas that will be transported through the
pipelines that integrate the systems operated by Transportadora
de Gas Del Norte aka TGN and Transportadora de Gas Del Sur aka
TGS.

TGS, which has equity interests in Petrobras Energia S.A.,
transports about 60% of the gas consumed in Argentina, supplying
directly to:

   -- distributors,
   -- electric generators and
   -- industries

through a gas pipeline system with a 79,000 km extension.  This
transport network connects the south (Austral) and west
(Neuquen) gas reserves with the main consumption centers in the
country, including the Buenos Aires metropolitan area, through 3
gas pipelines:

   -- San Martin,
   -- Neuba I and
   -- Neuba II.

Its capacity is 74.3 million m3/day, with an installed power
capacity of 579,090 hp.

TGN operates its own network with 54,000 km of gas pipelines,
connecting the reserves located in the Provinces of Salta and
Neuquen to the San Jeronimo Compressor Plant, in the Province of
Santa Fe.  Its network is comprised of two main gas pipeline
systems:

   -- North Gas Pipeline and
   -- Center-West Gas Pipeline

and have 17 compressor plants and capacity of 56.4 million
m3/day, with an installed power capacity of 300,170 hp.

The Brazilian goods and services financed by BNDES are for the
investments of Albanesi S.A., which mainly executes
infrastructure works for water and natural gas networks and
installs branch gas pipelines.  Albanesi is one of the leading
natural gas traders in Argentina, accounting for:

   -- 12% of total gas consumed,
   -- 18% of the market for large customers,
   -- 4.5% of transports, and
   -- 8 million m3/day (20% of production in Austral basin and
      7% of production in Neuquen).

The Brazilian exports financed by BNDES include measurement
equipment, steel tubes and sheets, among other engineering goods
and services, which will increase the system transport capacity
by up to 4.9 million cubic meters/day (25% of the expansion
plan), upon installation of loops, and extensions of ducts in
parallel to the main gas pipeline.

This operation was structured in sequence to the financings
approved by BNDES in February and March of 2005, for a total of
US$213 million, which allowed a transport capacity expansion by
4.7 million m3/day, guaranteeing gas supply to the benefited
regions.

As in the operations performed in 2005, the new BNDES financing
of Brazilian exports to TGN and TGS projects was approved in the
ambit of the post-shipment line (destined to the external
trading of goods and services), in the supplier credit modality
(refinancing to exporters) and will be made in the ambit of the
Convention for Mutual Payments and Receivables or CCR, of the
Latin American Integration Association or LAIA.

The use of CCR, an instrument allowing the compensation of
payments arising from exports and imports between countries in
the region, confirms its qualification as an essential mechanism
for increasing the trade and implementing infrastructure
projects in Latin America.

The project will further count on financings from Argentina's
public and private financial institutions, besides local
investors.  The financial conditions approved by BNDES include
the same terms for operations approved in 2005, with a total
payment term up to ten years and the contracting of export
credit insurance.

The Argentine government plans for an expansion of up to 20
million of m3/day in gas transport capacity, throughout the
period 2006 to 2008. The investments should be performed by the
producing and trading enterprises, in addition to distributors
and large consumers of natural gas in Argentina, which have
participated in the competition for the acquisition of transport
firm capacity.

                        *    *    *

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.


CENTRO CONDECORADO: Court Moves Verification Deadline to Aug. 22
----------------------------------------------------------------
Court No. 6 in Buenos Aires moved the deadline for verification
of creditors' claims against bankrupt company Centro Condecorado
S.A. to Aug. 22, 2006.  The deadline was previously set for
July 19, 2006.

Liliana Edith Rey, the court-appointed trustee, will validate
the claims.

As reported in the Troubled Company Reporter-Latin America on
June 16, 2006, Court No. 6 declared Centro Condecorado bankrupt
at the request of Olga Elena Chiana, whom it owes US$22,499.95.

Clerk No. 12 assists the court in this case.

The debtor can be reached at:

    Centro Condecorado S.A.
    Santiago del Estero 657/663
    Buenos Aires, Argentina

The trustee can be reached at:

    Liliana Edith Rey
    Avenida Presidente Roque Saenz Pena 651
    Buenos Aires, Argentina


DROGUERIA LUVI: Sets Aug. 11 Deadline for Verification of Claims
----------------------------------------------------------------
Ulderico Luis Laudren, the court-appointed trustee for Drogueria
Luvi S.A.'s bankruptcy proceeding, will verify creditors' proofs
of claim until Aug. 11, 2006

Creditors who fail to present the required documents won't
receive any post-liquidation distribution.

Argentine bankruptcy law requires Mr. Laudren to present in
court individual reports and a general report that summarizes
the events of the liquidation proceeding after the claims are
verified.  The report submission dates have not been disclosed.

The trustee can be reached at:

    Ulderico Luis Laudren
    Libertad 293
    Buenos Aires, Argentina


E. MAHER: Last Day to Verify Proofs of Claim Is on Aug. 31
----------------------------------------------------------
Marisa Gacio, the court-appointed trustee for E. Maher S.A.'s
insolvency case, will verify creditors' proofs of claim until
Aug. 31, 2006.

After the claims are verified, Ms. Gacio will present in court
individual reports and a general report containing an audit of
E. Maher's accounting and banking records.  The reports'
submission dates have not been disclosed.

E. Maher will present a settlement plan, drafted from the
submitted claims, for approval by the creditors during an
informative assembly scheduled on July 5, 2007.

Court No. 5 in Buenos Aires approved E. Maher's petition to
reorganize its business after failing to pay its obligations on
Dec. 15, 2005.

Under insolvency protection, E. Maher will continue to manage
its assets subject to certain conditions imposed by Argentine
law and the oversight of the court-appointed trustee.

Clerk No. 9 assists the court in this case.

The debtor can be reached at:

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

The trustee can be reached at:

    Marisa Gacio
    Avenida San Martin 793
    Buenos Aires, Argentina


GENERAL PARKING: Trustee Verifies Proofs of Claim Until Sept. 11
----------------------------------------------------------------
Court-appointed trustee Carlos Enrique Wulff will verify
creditors' proofs of claim against bankrupt company General
Parking S.A. until Sept. 11, 2006, Infobae reports.

Creditors who fail to submit proofs of claim won't receive any
post-liquidation distribution.

Mr. Wulff will present the validated claims in court as
individual reports on Oct. 24, 2006.  A general report that
contains an audit of General Parking's accounting and banking
records will follow on Dec. 5, 2006.

The trustee can be reached at:

    Carlos Enrique Wulff
    Virrey del Pino 2354
    Buenos Aires, Argentina  


IMPSAT SA: Gilat to Supply Equipment for Corporate Expansion
------------------------------------------------------------
Impsat SA has chosen Gilat Satellite Networks (Nasdaq: GILTF) as
equipment supplier for the expansion of its corporate services
in Argentina.

Gilat has provided a SkyEdge satellite hub and VSAT equipment to
Impsat.  Using the SkyEdge platform, Impsat will provide
services to enterprises throughout Argentina with a wide range
of data networking applications, including broadband Internet
access and VoIP.

Gilat's SkyEdge is a comprehensive satellite communications
platform that delivers high-end voice, data and video services
over a single, powerful system.  It represents Gilat's deep
knowledge base and field-proven product offering, acquired
through nearly two decades of experience.  SkyEdge's flexible
architecture and efficient space segment utilization make it an
ideal platform for operators and service providers.

SkyEdge's advanced Quality of Service or QoS ensures that
Service Level Agreements or SLAs can be maintained.  This is
especially important for corporate customers who require
committed IP data pipes and low latency for time-sensitive
applications such as VoIP and credit card authorization.

Leonardo Barbero, the Data Products Senior Vice President of
Impsat, said, "After evaluating several alternatives, we found
SkyEdge to be the most effective solution for ensuring the
integrity of the SLAs we offer our customers.  We believe that
SkyEdge's bandwidth-on-demand and IP capabilities will complete
our 'IP anywhere' offering in Argentina, which provides
converged multimedia broadband solutions to any customer,
regardless of geographic location.  SkyEdge's flexibility also
enables us to manage service upgrades in a smooth and simple
manner."

Impsat has deployed over the past two years Gilat VSAT equipment
at 700 sites to serve corporate customers.

Erez Antebi -- the Chief Executive Officer for Gilat Network
Systems aka GNS, a business unit of Gilat Satellite Networks
-- noted, "This agreement demonstrates Impsat's confidence in
Gilat and SkyEdge's ability to meet the complex networking
requirements of their most demanding enterprise users.  Impsat
shall serve as an important landmark for us, proving the case of
VSAT technology as an efficient solution to address SCPC
services.  In the past, VSATs were mainly focused on contention-
based transactions, however, the SkyEdge product was developed
as well to support SLAs for high-bandwidth corporate and
cellular-backhaul applications.  We are grateful for the
opportunity to continue our successful relationship with Impsat
and support its tradition of excellence in network solutions."

               About Gilat Satellite Networks

Gilat Satellite Networks Ltd. -- http://www.gilat.com-- is a  
provider of products and services for satellite-based
communications networks.  The company operates under units Gilat
Network Systems, Spacenet Inc., and Spacenet Rural
Communications.  Founded in 1987, Gilat has shipped over 600,000
Very Small Aperture Terminals to more than 85 countries across
six continents.  Gilat's headquarters is located in Petah Tikva,
Israel.  The company has 14 local offices and three service
facilities worldwide.  

                        About Impsat

Impsat -- http://www.impsat.com-- is a provider of private  
telecommunications networks and Internet services in Latin
America.  The company owns and operates 15 data centers and
metropolitan area networks in some of the largest cities in
Latin America, providing services to more than 4,200 national
and multinational companies, financial institutions,
governmental agencies, carriers, ISPs and other service
providers throughout the region.  Impsat has operations in
Argentina, Colombia, Brazil, Venezuela, Ecuador, Chile, Peru,
the United States and throughout Latin America and the
Caribbean.

Impsat registered an increase in losses from US$14.2 million in
2004 to US$36.2 million in 2005.


INSTITUTO ANTONIO: Claims Verification Deadline Is on July 17
-------------------------------------------------------------
Roberto Boffa, the court-appointed trustee for Instituto Antonio
Mentruyt S.R.L.'s insolvency case, will verify creditors' proofs
of claim until July 17, 2006.

Mr. Boffa will present in court individual reports based on the
validated claims on Sept. 11, 2006.  A general report containing
an audit of Instituto Antonio's accounting and banking records
will follow on Nov. 6, 2006.

Instituto Antonio will present a settlement plan for creditors'
approval on June 21, 2007.

The debtor can be reached at:

    Instituto Antonio Mentruyt S.R.L.
    Meeks 429, Lomas de Zamora
    Buenos Aires, Argentina

The trustee can be reached at:

    Roberto Boffa
    Portela 721, Lomas de Zamora
    Buenos Aires, Argentina  


METROGAS SA: Debt Restructuring Generates US$81.9MM Net Profits
---------------------------------------------------------------
MetroGAS SA's debt restructuring provided the company with
US$81.9 million net profits as of May 31, Business News Americas
reports.

MetroGAS said in a statement that it issued US$236 million
series 1 bonds and series 2 bonds for US$6.23 million and
US$32.8 million, as part of the debt restructuring plan.

MetroGAS paid US$106 million to buy existing debt as well as
interests -- for US$19.1 million and EUR469,268 -- for
previously issued bonds, BNamericas relates.

Headquartered in Buenos Aires, Argentina, MetroGAS S.A. --
http://www.metrogas.com.ar/-- distributes gas to Buenos Aires
and southern and eastern greater metropolitan Buenos Aires.  The
Company has a 35-year concession that began in 1992 to provide
natural gas in this area.  The concession is renewable for an
additional 10 years.  MetroGAS supplies some 2 million customers
in Buenos Aires through 15,840 km of pipelines, representing
about 26% of all gas retailed in Argentina.

                        *    *    *

As reported on June 29, 2006, the Argentine arm of Standard &
Poor's assigned these ratings on Metrogas S.A.'s four debts:  

    -- Program of Obligaciones Negociables for US$600 million  
      
       * Rate: raD  
       * Date of balance: Mar. 31, 2006  
      
    -- Obligaciones Negociables  
      
      i) Serie 2-A for US$6,254,764  
      
        * Rate: raBB  
        * Date of balance: Mar. 31, 2006  
      
     ii) Serie 2-B for EUR26,070,450   
      
        * Rate: raBB  
        * Date of balance: Mar. 31, 2006  
      
    iii) Serie 1 for US$236,285,638  
      
        * Rate: raBB  
        * Date of balance: Mar. 31, 2006  
     

ORGANIZACION LIBRA: Verification Deadline Is on Sept. 25
--------------------------------------------------------
Juan Marcelo Villoldo, the court-appointed trustee for
Organizacion Libra S.R.L.'s bankruptcy case will verify
creditors' proofs of claim until Sept. 25, 2006.  Creditors who
fail to present the documents won't receive any post-liquidation
distribution.

Court No. 6 in Buenos Aires declared Organizacion Libra bankrupt
at the request of Francisco Solano Martinez, whom it owes
US$7,992.00.

Clerk No. 11 assists the court in this case.

The debtor can be reached at:

    Organizacion Libra S.R.L.
    Pueyrredon 605
    Buenos Aires, Argentina

The trustee can be reached at:

    Juan Marcelo Villoldo
    Uruguay 651
    Buenos Aires, Argentina    


PROLAT SA: Trustee Has Until Sept. 13 to Verify Proofs of Claim
---------------------------------------------------------------
Gisela Maria Corradini, the court-appointed trustee for Prolat
S.A.'s insolvency case, will verify creditors' proofs of claim
until Sept. 13, 2006.

The verified claims will be submitted in court as individual
reports on Oct. 26, 2006.  A general report that contains an
audit of Prolat's accounting and banking records will follow on
Dec. 7, 2006.

Prolat will present a settlement plan for the creditors'
approval on June 20, 2007.

Court No. 6 in Buenos Aires approved Prolat's petition to
reorganize its business after failing to pay its obligations on
Feb. 1, 2006.

Under insolvency protection, Prolat will continue to manage its
assets subject to certain conditions imposed by Argentine law
and the oversight of the court-appointed trustee.

Clerk No. 11 assists the court in this case.

The debtor can be reached at:

    Prolat S.A.
    Florida 159
    Buenos Aires, Argentina

The trustee can be reached at:

    Gisela Maria Corradini
    Albania 4518
    Buenos Aires, Argentina


REMBRER SA: Concludes Reorganization Proceeding
-----------------------------------------------
The reorganization of Rembrer S.A. has ended.  Data revealed by
Infobae on its Web site indicated that the proceeding was
concluded after a court in Buenos Aires approved the debt
agreement signed between the company and its creditors.


SAINT IMIER: Verification of Creditor's Claims Ends on Aug. 28
--------------------------------------------------------------
Liliana Isabel Quiroga, the court-appointed trustee for Saint
Imier S.A.'s bankruptcy case, will verify creditors' proofs of
claim until Aug. 28, 2006.

Ms. Quiroga will present in court individual reports and a
general report that contains an audit of Saint Imier's
accounting and banking records after the claims are verified.  
The report submission dates have not been disclosed.

The trustee can be reached at:

    Liliana Isabel Quiroga
    Terrero 1752
    Buenos Aires, Argentina    




===============
B A R B A D O S
===============


SECUNDA INT'L: Launches US$125 Mil. Floating Rate Notes Offering
----------------------------------------------------------------
Secunda International Limited commenced a cash tender offer for
any and all of its outstanding US$125,000,000 aggregate
principal amount of Senior Secured Floating Rate Notes due 2012
(CUSIP No. 81370FAB4).

The total consideration to be paid for each US$1,000 principal
amount of Notes validly tendered and accepted in the offer,
including the consent payment referred to below, will be based
on a fixed spread of 50 basis points over the yield on the price
determination date of the 2.375% U.S. Treasury Note due
Aug. 31, 2006.  In order to receive the total consideration,
holders are required to tender their Notes prior to 5 p.m., New
York City time, on July 12, 2006, unless extended.  The Price
Determination Date will be 2 p.m., New York City time, on
July 14, 2006.  Holders who validly tender their Notes by the
Consent Time will receive the total consideration on the Initial
Settlement Date, which will be after the Consent Time but no
earlier than July 20, 2006, as specified by the Company.

In connection with the tender offer, the Company is soliciting
consents to proposed amendments to the indenture governing the
Notes, which would eliminate substantially all of the
restrictive covenants and certain events of default in the
indenture.  The Company is offering to make a consent payment of
US$30.00 per US$1,000 principal amount of Notes to holders who
validly tender their Notes and deliver their consents on or
prior to the Consent Time.  Holders may not tender their Notes
without delivering consents, and may not deliver consents
without tendering their Notes.

The tender offer will expire at 5 p.m., New York City time, on
July 28, 2006.  However, no consent payments will be made in
respect of Notes tendered after the Consent Time.  Holders who
tender their Notes after the Consent Time but on or prior to the
expiration date will receive the total consideration referred to
above per US$1,000 principal amount of Notes validly tendered
and not withdrawn, less US$30 per US$1,000 principal amount.  
Tenders of Notes made prior to the Consent Time may not be
withdrawn and consents may not be revoked after the Consent
Time.  The supplemental indenture to effect the proposed
amendments to the indenture governing the notes will not be
operative, however, until at least a majority of the aggregate
outstanding principal amount of the Notes whose holders have
delivered consents have been accepted for payment.

The tender offer and consent solicitation are subject to the
satisfaction of certain conditions, including the receipt of
tenders from holders of a majority in principal amount of the
outstanding Notes, entering into a new credit facility or
another financing vehicle that provides the Company with
sufficient cash to fund the tender offer and consent
solicitation, the successful pricing (as determined in the
Company's sole discretion) of the initial public offering of the
Company's common shares in Canada, and satisfaction of customary
conditions.

The complete terms and conditions of the tender offer and
consent solicitation are described in the Offer to Purchase and
Consent Solicitation Statement of the Company dated
June 27, 2006, copies of which may be obtained by contacting the
information agent for the offer:

     D.F. King and Co., Inc.
     Telephone (212) 269-5550 (collect)
     Toll Free (800) 758-5378

Banc of America Securities LLC is the exclusive dealer manager
and solicitation agent for the tender offer and consent
solicitation.

Additional information concerning the tender offer and consent
solicitation may be obtained by contacting:

     Banc of America Securities LLC
     High Yield Special Products
     Telephone (212) 847-5836 (collect)
     Toll Free (888) 292-0070

Headquartered in Nova Scotia, Secunda International Limited --
http://www.secunda.com/-- is a wholly owned Canadian vessel
owner/ operator with locations in the UK and Barbados.  Secunda
is the leading supplier of marine support services to oil and
gas companies in one of the world's harshest marine environments
-- off the East Coast of Canada.


SECUNDA INTERNATIONAL: IPO Prompts S&P to Hold B- Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services held its 'B-' long-term
corporate credit and senior secured debt ratings on offshore
support vessel provider Secunda International Inc. on
CreditWatch with positive implications, where they were placed
Sept. 29, 2005.

The continued CreditWatch listing reflects Secunda's
discontinuation of its IPO registration process with the U.S.
SEC and the company's filing of a preliminary offering document
with Canadian Securities Administrators, in which it states its
plan to sell common stock, through an IPO.

Nova Scotia-based Secunda concurrently discontinued its IPO
registration process with the U.S. SEC and filed with the
Canadian Securities Administrators a preliminary offering
document, stating that the company plans to sell common stock
through an IPO.  Net proceeds will be used to:

   * fund the acquisition of an additional vessel;
   * repay existing indebtedness; and
   * for general corporate purposes.

The funds from the offering should provide the company with
additional liquidity as well as the added flexibility from the
company's access to the equity market.  Furthermore, the equity
offering should provide Secunda with an ability to expand and
improve its fleet at the present time without any incremental
negative effects on its financial profile.  The preliminary
prospectus filed in June 2006 included Secunda's financial
results for the quarter ended March 31, 2006, with the company
reporting an improvement in both revenues and internal cash flow
generation compared with the previous year.

"We expect Secunda will continue to improve its financial
profile through 2006, as costs related to its transition of
vessels into international markets incurred in 2005 will not be
repeated and market conditions for Secunda's services remain
strong, resulting in higher-than-historical utilization and day
rates," said Standard & Poor's credit analyst Jamie Koutsoukis.

The extent of any positive rating action will depend on Standard
& Poor's analysis of Secunda's planned uses of the proceeds and
amount of debt reduction the company will achieve as a result of
the offering.  Standard & Poor's will resolve the CreditWatch
action after further consultation with Secunda's management and
the successful completion of the IPO.




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


BALLY TOTAL: Affirms Filing of Financials Within Waiver Period
--------------------------------------------------------------
Bally Total Fitness Holding Corporation (NYSE: BFT) confirmed it
will file its 2005 10-K report and first quarter 2006 10-Q
report with the SEC before the July 10, 2006, expiration of the
waiver period.  The Company also confirmed that its strategic
process remains on track.
    
The waivers of financial reporting covenants, obtained in
April 2006 from senior secured lenders and bondholders, permit
Bally to file its second quarter 10-Q report by Sept. 11, 2006,
or to extend until Oct. 11, 2006.  The Company will file its
second quarter 2006 10-Q report within the waiver period and its
third quarter 2006 10-Q report by Nov. 9, 2006, the SEC
deadline.  Bally's new chief financial officer Ron Eidell,
assisted by Tatum LLC, implemented new accounting processes and
technologies to shorten the Company's financial statements
preparation and filing time.  As precautionary measure, Bally
have asked the lenders for an extension of the cross default
deadline from 10 days to 28 days after receipt of financial
reporting covenant default notice under the Company's public
bond indentures for its third quarter 10-Q report.

Bally Total Fitness --- http://www.Ballyfitness.com--- is the  
largest and only nationwide commercial operator of fitness
centers, with over 400 facilities located in 29 states, Mexico,
Canada, Korea, China and the Caribbean under the Bally Total
Fitness, Bally Sports Clubs and Sports Clubs of Canada brands.
Bally offers a unique platform for distribution of a wide range
of products and services targeted to active, fitness-conscious
adult consumers.

                        *    *    *

As reported in the Troubled Company Reporter on March 17, 2006,
Standard & Poor's Ratings Services held its ratings on Bally
Total Fitness Holding Corp., including the 'CCC' corporate
credit rating, on CreditWatch with developing implications,
where they were placed on Dec. 2, 2005.  The CreditWatch update
followed Bally's announcement that it will not meet the
March 16, 2006, deadline for filing its annual report on SEC
Form 10-K for the year ending Dec. 31, 2005.


INTELSAT LTD: Chairman Conny Kullman to Leave Post on August 31
---------------------------------------------------------------
Intelsat, Ltd., amended the terms of the employment agreement
with its Chairman, Conny Kullman, on June 16, 2006.  Under the
terms of the Amendment, among other things, Mr. Kullman will
resign his position as Chairman of Intelsat, Ltd., as of the
earlier of August 31, 2006 or the date that each company elects
a new Chairman of the Board, and from all employment with
Intelsat Holdings, Ltd., and Intelsat (Bermuda), Ltd., as of
August 31, 2006.

Pursuant to the Amendment, the restricted shares of Intelsat
Holdings, Ltd. common stock granted to Mr. Kullman pursuant to
the Employment Agreement that have not vested in accordance with
their terms on or prior to August 31, 2006, will be forfeited.  
The Amendment provides that Mr. Kullman will continue to receive
his base salary and certain employee benefits through
Aug. 31, 2006, but will not be eligible for an annual bonus
during this period. Mr. Kullman has also agreed to waive his
right to severance payments under the Employment Agreement.  
Instead, he will be entitled upon his resignation to the
payments and benefits described below.

On August 31, 2006, Intelsat will purchase the shares of
Intelsat Holdings, Ltd. common stock and the vested restricted
shares of Intelsat Holdings, Ltd. common stock held by Mr.
Kullman (a total of 60,343 shares) for the fair market value of
the shares as of the date of the completion of the merger
contemplated by the Merger Agreement among Intelsat (Bermuda),
Ltd., Proton Acquisition Corporation and PanAmSat Holding
Corporation.

The purchase price will be paid to Mr. Kullman in six equal
installments on August 31, 2006, 2007, 2008, 2009, 2010 and
2011, and such payments will be made pursuant to an unsecured
promissory note executed in favor of Mr. Kullman.  If private
equity investors cease to hold at least 40% of the equity
interests of Intelsat Holdings, Ltd., the purchase described
above will be made in full on the later of the first anniversary
of the event and January 28, 2008.

                       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 were 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.




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


COMIBOL: Partners with Franklin Mining in Cerro Rico Mines
----------------------------------------------------------
Bolivia's state-run mining company, Corporacion Minera de Bolivia
aka Comibol approves Franklin Mining, Inc., to be its joint venture
partner in the Cerro Rico Mines.

"We are very excited about the Board of Directors of Comibol
voting on and passing a resolution approving Franklin Mining,
Inc. for the project at the Cerro Rico Mines," stated Jaime
Melgarejo, Jr., chief executive officer of Franklin Mining.

As previously reported, the joint venture would cover the Cerro
rico silver mine in Bolivia's Potosi department.  Both companies
have agreed to include four silver veins in the mine.

As agreed, Comibol would make the mines available while Franklin
would provide the capital as well as the mining know-how.  The
two firms have also considered including into the joint venture
a group of local cooperatives that would supply the necessary
work force.

When fully operational, the Franklin Mining, Bolivia and Comibol
Joint Venture will be dedicated to improving mining productivity
at the Cerro Rico and encouraging economic growth in the
surrounding communities.  

                About Franklin Mining, Inc.

Franklin Mining, Inc - http://franklinmining.com/-- currently  
have interests in Bolivia and the United States.  The company
opened opened a division named Franklin Oil & Gas, and opened
subsidiaries in Bolivia -- Franklin Mining, Bolivia and Franklin
Oil & Gas, Bolivia.

                       About Comibol

Corporacion Minera de Bolivia aka Comibol underwent a
restructuring initiated by the Bolivian government.  As reported
in the Troubled Company Reporter on Feb. 6, 2006, the
restructuring of Bolivia's state mining company Comibol could
take a long time.  Bolivian President Evo Morales' initiative
for the company's restructuring would take time as currently
Comibol mines are under joint venture contracts or leasing
agreements.  Comibol has US$85 million in assets including
equipment and machinery, which cannot be used by small and
medium-scale miners and cooperatives.  


* BOLIVIA: President to Propose Electricity Plan to Congress
------------------------------------------------------------
Bolivian President Evo Morales will propose to congress after
July 2 a 20-year national electricity plan, Agencia Boliviana de
Informacion, the country's state news service, reports.

According to Business News Americas, President Morales was
supposed to present the plan in Santa Cruz on June 24.  It was
delayed until after the constituent assembly elections.

ABI relates that the plan, which is called the Vivir con
Dignidad, includes government spending of US$295 million through
2010 to:

   -- improve coverage in urban areas to 85% to 95%, which will
      cost US$105 million, and

   -- increase rural coverage to 50% from 30%, which will cost
      US$190 million.

Under the Vivir con Dignidad, the government will raise rural
coverage to 70% through 2015 and by 2020, it will reach 87%,
BNamericas states.  Universal coverage will be achieved by 2025.

                        *    *    *

Fitch Ratings assigned these ratings on Bolivia:

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




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


GERDAU SA: Wins Bid of 50% Plus One Share of Siderperu's Stock
--------------------------------------------------------------
Gerdau S.A. won on June 28, 2006, the bid for 50% plus one share
of Empresa Siderurgica Del Peru S.A. - Siderperu's capital
stock.

The bid for this stake was made in a public auction promoted by
the Private Investment Promotion Agency of Peru -- ProInversion.  
The amount totaled US$60.6 million to be paid in cash plus the
assumption of a net debt of approximately US$102 million.

Siderperu is a long and flat steel producer with annual sales of
approximately 360,000 tons in finished products.  It operates:

   -- one blast furnace,
   -- a direct reduction unit and
   -- a melt shop with:
   
         -- two electric arc furnaces,
         -- two LD converters and
         -- three rolling mills.

Approximately 20% of sales are of flat steel and the remaining
80% in long steel.  

The acquisition is part of Gerdau's growth strategy in the
Americas. This investment will ensure the company's presence in
yet another country with relevant economic growth and increase
in steel consumption.

                      About Siderperu

Headquartered in Chimbote, Peru, Siderperu SA has steel
production capacity of 400,000 tons per year.  The company
reported a net loss of 5.99 million soles (US$1.82 million) in
2005, compared to a net profit of 28.8 million soles in 2004.

                       About Gerdau

Headquartered in Porto Alegre, Brazil, Gerdau S.A. --
http://www.gerdau.com.br-- produces and distributes crude steel
and related long rolled products, drawn products, and long
specialty products.  In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay and the United
States.

Gerdau SA's US$600 million 8-7/8% perpetual bond is rated Ba1 by
Moody's, BB+ by S&P, and BB- by Fitch.


PETROLEO BRASILEIRO: Forms Exploration Consortium With Galp
-----------------------------------------------------------
Petroleo Brasileiro S.A. aka Petrobras will form a consortium
with Portugal's Galp Energia to explore offshore oil reserves in
Portugal, Xinhua News Agency reports.

The officials of both companies confirmed to Xinhua that the
Portuguese government will award in the next few weeks the
concession of two zones with water depth of 3,500 meters along
the coast of the country.

The consortium has three years to finish the examination in the
exploring zones or lose the concession if no extraction happens
after four years, Xinhua says.

A division of labor calls for Petrobras to work on the
technological aspect of the project and Galp to handle the
financial part, Xinhua relates.

According to Xinhua, this offshore project is the first of its
kind in Portugal, with the government seeking new areas that are
rich enough to sustain oil explorations with commercial
feasibility, which onshore explorations do not have.

Petrobras' record of achieving 56% of its deep-water projects,
which is comparatively higher than the average 12% realized by
other companies, prompted officials to select it to be part of
the consortium, Xinhua says.

Xinhua relates that Petrobras and Galp have already partnered to
explore in the Sanos Basin in Sao Paulo, Brazil.

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro
S.A. aka Petrobras was founded in 1953.  The company explores,
produces, refines, transports, markets, distributes oil and
natural gas and power to various wholesale customers and retail
distributors in the country.

                        *    *    *

Petroleo Brasileiro SA's long-term corporate family rating is
rated Ba3 by Moody's and its foreign currency long-term debt is
rated BB by Fitch.

                        *    *    *

Fitch assigned these ratings on Petroleo Brasileiro's senior
unsecured notes:

  Maturity Date           Amount        Rate       Ratings
  -------------           ------        ----       -------
  April  1, 2008      US$400,000,000    9%          BB+
  July   2, 2013      US$750,000,000    9.125%      BB+
  Sept. 15, 2014      US$650,000,000    7.75%       BB+
  Dec.  10, 2018      US$750,000,000    8.375%      BB+


VARIG S.A.: Foreign Reps Assert Compliance to ILFC Request      
----------------------------------------------------------
VARIG S.A. and its debtor-affiliates ask the Honorable Robert D.
Drain of the U.S. Bankruptcy Court for the Southern District of
New York to deny in its entirety an Order to Show Cause.  As
reported in the Troubled Company Reporter on June 27, 2006,
Judge Drain directed the Foreign Debtors, Foreign Representative
Eduardo Zerwes, and VARIG's officers to appear before the U.S.
Bankruptcy Court for the Southern District of New York to show
cause why a contempt order should not be entered.

International Lease Finance Corporation has alleged that the
Contemnors did not follow the Court's orders to remove from
commercial service and ground ILFC's aircraft.

Rick B. Antonoff, Esq., at Pillsbury Winthrop Shaw Pittman LLP,
in New York, notes that pursuant to Paramedic Electromedicina
Comercial, Ltda. V. GE Medical Systems Information Technologies,
Inc., 369 F.3d 645, 654 (2d Cir. 2004), a court may hold a party
in civil contempt when there is a clear and unambiguous order,
the proof of noncompliance is clear and convincing, and the
defendant has not been reasonably diligent in attempting to
comply with the order.  

The Foreign Representative believes that the Foreign Debtors
have used their best efforts to comply with the Bankruptcy
Court's prior orders.  The Foreign Debtors have grounded all
ILFC aircraft to abide by the Court's rulings, Mr. Antonoff
says.

When the Court directed VARIG on June 16, 2006, to ground all
ILFC Aircraft, it was too late since most of the aircraft had
already departed and were not located in Rio de Janeiro, Mr.
Antonoff explains.  VARIG expected to be able to pay ILFC its
owed amounts, anticipating the receipt of the US$75,000,000 that
a bidder for the airline's operations is required to deposit,
which deposit did not turn up.

According to Mr. Antonoff, VARIG President Marcelo Bottini
directed the immediate grounding of the ILFC Aircraft on June
19, 2006.  To accomplish the grounding, flights to Munich,
Germany; Lima, Peru; Caracus, Venezuela; Mexico; Bogota,
Columbia; and Macapa, Brazil were cancelled.  It took around 18
hours to ground all the ILFC Aircraft.  

During approximately the same period, VARIG was also required to
ground the aircraft of GATX, The Boeing Company and the engines
of Willis Engines Finance Co., which amounted to a total of more
than 20 aircraft, 50% of the serviceable fleet being grounded
during the same short time-frame, Mr. Antonoff relates.  VARIG
asserts that it undertook to comply with the ILFC Orders to the
best of its ability under the circumstances.

There can simply be no showing of VARIG's willful non-compliance
with the ILFC Orders, Mr. Antonoff argues.

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


* BRAZIL: Fitch Upgrades Sovereign Issuer Default Ratings to BB
---------------------------------------------------------------
Fitch has upgraded these ratings for Brazil:

   -- Long-term foreign currency IDR: to 'BB' from 'BB-';
   -- Long-term local currency IDR: to 'BB' from 'BB-'; and
   -- Country ceiling to 'BB' from 'BB-'.

Fitch also affirms Brazil's short-term rating at 'B'.

The Rating Outlook is Stable.

The rating actions reflect the ongoing improvement in Brazil's
public and private external finances and a macroeconomic policy
framework that has proved robust in the face of political and
financial market pressures.  Fitch forecasts that public
external debt will fall below 10% of GDP by the end of 2006, the
lowest for more than a decade, while foreign currency
denominated and indexed debt has fallen from 38% of GDP in 2002
to around 10% currently, as the authorities have engaged in
buybacks of foreign debt and deepened domestic capital markets,
significantly reducing the public sector vulnerability to
exchange rate shocks.  The current account surpluses since 2002
have also allowed the private sector to reduce its net external
debt position.  Moreover, due to progress on the inflation
front, the central bank has been able to bring nominal and real
interest rates down, even during the recent market turmoil,
underpinning an economic recovery and easing fiscal pressures.

"It is a reflection of Brazil's much improved external balance
sheet," said Roger Scher, head of Latin American Sovereign
Ratings at Fitch, "that the country has weathered rather well
the latest storm for emerging markets in the global capital
markets.  The central bank was able to continue its easing
cycle, even though other emerging market central banks have had
to tighten monetary policy due to sharply weaker currencies and
rising inflationary pressures."

Nevertheless, further improvement in sovereign creditworthiness
would have to be driven by progress in public debt dynamics,
notably, a higher trend rate of GDP growth and a further
sustainable reduction in real interest rates that together with
high primary budget surpluses would place the public debt to GDP
ratio more firmly on a downward path.  While some moderate
easing of the fiscal stance is likely, in part due to general
elections later this year, Fitch expects the current and future
administration to maintain a primary surplus equivalent to at
least 4.25% of GDP, consistent with a stable public debt burden.

Fitch expects Brazil to end 2006 with official foreign exchange
reserves at over US$60 billion, up from US$53.8 billion in 2005,
driven by a persistent current account surplus and robust
capital inflows, resulting in an external liquidity ratio of
139.6% for 2007, versus the forecast 'BB' median of 145.4%.  Net
external debt to current external receipts, a key external
solvency ratio, is expected to fall to 63% this year, down from
nearly 128% just two years ago, but still above the forecast
'BB' median of 42.6%.  This ratio is expected to continue to
improve, underpinned by moderate export growth and continued
rising foreign exchange reserves.  More impressive is the fact
that the external exposure of the public sector is forecast to
fall dramatically, with net public external debt to CXR ending
2006 at 9.1%, nearly half the 'BB' median of 18.1%.

"While Brazil is not immune to further shocks to market
confidence," said Scher, "the Brazilian authorities have largely
financed this year's external debt amortizations and have
engaged in an aggressive program of external debt paydown and
buybacks, significantly reducing their exposure to sentiment in
the international capital markets."  Nonetheless, the
vulnerability of the public sector to shifts in market sentiment
remains, given that 25%-30% of domestic debt matures each year.  
This fact was underscored in May when the Brazilian treasury
suspended a domestic debt auction.  The authorities got right
back in the market, placing nearly BRL30 billion by June 20,
though the mix of debt offered represented, at the margin, a
deterioration in the debt composition, as floating-rate
securities were offered in place of fixed-rate and inflation-
indexed notes.

The Stable Outlook reflects the balance of improvements in
Brazil's external finances and more secure macroeconomic
stability against still major structural impediments to
sustaining lower real interest rates and boosting the economy's
growth potential necessary to cement the long-term
sustainability of public finances.  It is Fitch's current
judgment that the next administration is unlikely to pursue deep
structural reforms, such as central bank autonomy and social
security reform, despite maintaining prudent fiscal and monetary
policies.




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


AVENIR FUND: Sets July 26 as Last Day to File Proofs of Claim
-------------------------------------------------------------
Avenir Fund Limited's creditors are required to submit proofs of
claim by July 26, 2006, to the company's liquidator:

   Geoffrey Varga
   Brian Forrester
   Kinetic Partners Cayman LLP
   Strathvale House
   P.O. Box 10387APO
   Grand Cayman, Cayman Islands
   Tel: (345) 623-9901
   Fax: (345) 623-0007

Creditors who are not able to comply with the July 26 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Avenir Fund's shareholders agreed on May 29, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


CAMELOT PARTNERS: Creditors Have Until July 26 to File Claims
-------------------------------------------------------------
Camelot Partners Ltd.'s creditors are required to submit proofs
of claim by July 26, 2006, to the company's liquidator:

   Q&H Nominees Ltd.
   P.O. Box 1348, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 26 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Camelot Partners' shareholders agreed on Feb. 28, 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:

   Greg Link
   P.O. Box 1348, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 949-4123
   Fax: (345) 949-4647


CHRIS MARINE: Creditors Must File Proofs of Claim by July 21
------------------------------------------------------------
Chris Marine International (1988) Ltd.'s creditors are required
to submit proofs of claim by July 21, 2006, to the company's
liquidator:

   David A.K. Walker
   Lawrence Edwards
   PricewaterhouseCoopers
   Strathvale House, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 21 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Chris Marine's shareholders agreed on June 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:

   Jodi Jones
   P.O. Box 258, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 914-8694
   Fax: (345) 949-4590


DL CHINA: Liquidator Presents Wind Up Accounts on July 20
---------------------------------------------------------
DL China International Limited's shareholders will convene for a
final meeting on July 20, 2006, at:

           3-1 Marunouchi 3-chome, Chiyoda-ku
           Tokyo, Japan

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

The liquidator can be reached at:

           Ysuhisa Tsuruhashi
           Yoshinobu Ushioda
           3-1 Marunouchi 3-chome, Chiyoda-ku
           Tokyo, Japan


KALEB LIMITED: Proofs of Claim Filing Deadline Is on July 21
------------------------------------------------------------
Kaleb Limited's creditors are required to submit proofs of claim
by July 21, 2006, to the company's liquidator:

   Jeremy Simon Spratt
   Richard Heis
   KPMG LLP
   8 Salisbury Square, London
   EC4Y 8BB, United Kingdom

Creditors who are not able to comply with the July 21 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Kaleb Limited'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.

Parties-in-interest may contact:

   Ray Levy
   8 Salisbury Square, London
   EC4Y 8BB, United Kingdom
   Tel: 01144 207 694 3201
   Fax: 01144 207 694 3533


POLY LIMITED: Last Day to File Proofs of Claim Is on July 21
-----------------------------------------------------------
Poly Limited's creditors are required to submit proofs of claim
by July 21, 2006, to the company's liquidator:

   Jeremy Simon Spratt
   Richard Heis
   KPMG LLP
   8 Salisbury Square, London
   EC4Y 8BB, United Kingdom

Creditors who are not able to comply with the July 21 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Poly Limited'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.

Parties-in-interest may contact:

   Ray Levy
   8 Salisbury Square, London
   EC4Y 8BB, United Kingdom
   Tel: 01144 207 694 3201
   Fax: 01144 207 694 3533


SCANDINAVIAN DIESEL: Proofs of Claim Are Due by July 21
-------------------------------------------------------
Scandinavian Diesel Limited's creditors are required to submit
proofs of claim by July 21, 2006, to the company's liquidator:

   David A.K. Walker
   Lawrence Edwards
   PricewaterhouseCoopers
   Strathvale House, George Town
   Grand Cayman, Cayman Islands

Creditors who are not able to comply with the July 21 deadline
won't receive any distribution that the liquidator will make.  
Creditors are required to present proofs of claim personally or
through their solicitors.

Scandinavian Diesel's shareholders agreed on June 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:

   Jodi Jones
   P.O. Box 258, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 914-8694
   Fax: (345) 949-4590


SUN CAPITAL: Proofs of Claim Filing Deadline Is Set for July 21
---------------------------------------------------------------
Sun Capital Investment Ltd.'s creditors are required to submit
proofs of claim by July 21, 2006, to the company's liquidator:

   Bernard McGrath
   David Walker
   Caledonian House
   P.O. Box 1043, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 949-0050
   Fax: (345) 949-8062

Creditors who are not able to comply with the July 21 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Sun Capital's shareholders agreed on May 11, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


TRUMBULL STRATEGIES: Shareholders Vote to Liquidate Business
------------------------------------------------------------
Trumbull Strategies Ltd.'s shareholders decided on
Feb. 28, 2006, to place the company in voluntary liquidation
under the Companies Law (2004 Revision) of the Cayman Islands.

Cititrust (Bahamas) Limited was appointed as liquidator to
facilitate the winding up of O, W & W Holding's business.

The liquidator can be reached at:

     Cititrust (Bahamas) Limited
     P.O. Box N-1576, Citibank Building
     Thompson Boulevard, Oakes Field
     Nassau, Bahamas


UNIQUE LATIN: Schedules Final Shareholders Meeting on July 24
-------------------------------------------------------------
Unique Latin Roses, Ltd.'s final shareholders meeting will be at
2:00 p.m. on July 24, 2006, at:

   Pinzon 511 y Orellana
   Edificio Pinzon
   Quito, Ecuador

These matters will be taken during the meeting:

   1) accounting of the liquidation process showing how the
      winding up has been conducted during the preceding year,

   2) requesting the members' approval of the liquidation fees
      incurred to date, approval of the liquidator's estimated
      costs to completion, and

   3) hearing any explanation that may be given by the
      liquidator.

A member entitled to attend and vote at the meeting may appoint
a proxy, who need not be a member, in his stead.

The liquidator can be reached at:

   Ing. Pablo viteri
   Attention: Simon Courtney
   P.O. Box 268, George Town
   Grand Cayman, Cayman Islands
   Tel: (345) 949-2648
   Fax: (345) 949-8613




=========
C H I L E
=========


FRESH DEL MONTE: S&P Assigns BB Bank Loan Rating
------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' bank loan
rating and '2' recovery rating Fresh Del Monte Produce, Inc.'s
term loan, indicating an expected substantial recovery of
principal (80%-100%) in the event of a payment default, and a
'2' recovery rating to the revolving credit facility.  Standard
& Poor's affirmed its 'BB' rating on Fresh Del Monte's senior
secured credit facilities following the addition of a new US$150
million term loan to its existing US$600 million revolving
credit facility.  Existing ratings on the company, including its
'BB' corporate credit rating, have been affirmed.  The outlook
is negative.  About US$434 million total debt was outstanding at
March 31, 2006.
      
"Proceeds of the term loan will be used to finance ongoing
working capital, general corporate purposes, and acquisitions,"
said Standard & Poor's credit analyst Alison Sullivan.  The term
loan has been arranged by utilizing the US$400 million add-on
term loan accordion feature under the third amendment to the
credit agreement.
     
The ratings on Fresh Del Monte reflect its participation in the
highly variable, commodity-oriented fresh fruit and vegetable
industry, which is affected by uncontrollable factors such as:

   -- global supply,
   -- political risk,  
   -- weather, and
   -- disease.

Mitigating these concerns are the Fresh del Monte's leading
positions in the production, marketing, and distribution of
fresh produce.
     
Product concentration remains a rating concern due to the high
sales and earnings concentration from bananas and pineapples.  
However, Fresh Del Monte is looking for ways to diversify within
the produce industry, for example, by expanding into branded
fresh-cut fruit and vegetables, and growing internationally.  
Sales outside North America represented about 52% of 2005
consolidated sales.  Standard & Poor's expects Fresh Del Monte
to continue investing in product diversification without adding
significant debt.

Del Monte Fresh Produce Company Produce has 3 distribution
centers in Latin America (Argentina, Brazil, Chile) that provide
a variety of services including ripening, sorting, repacking,
fresh-cut processing, and delivery.




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


INTERCONEXION ELECTRICA: Wins State Firm's 50.1% Stake Auction
--------------------------------------------------------------
Interconexion Electrica aka ISA has won the auction of a 50.1%
controlling stake in Companhia Transmissao de Energia Eletrica
Paulista aka CTEEP with a BRL1.19 billion bid, Business News
Americas reports.

ISA offered 58% above the minimum price the government had set
for the stake in CTEEP, defeating Italian firm Terna's BRL1.06
billion offer, which was 39.7% over the minimum price,
BNamericas states.

The stock exchange told BNamericas that there were 12 firms
initially interested in buying CTEEP.  Six of them had confirmed
their interest by depositing the guarantees by the day before
the auction.  Some of the companies that backed out are:

    -- Banco Pactual,
    -- Alusa, and
    -- Brascan.

The three firms likely decided not to bid when they saw the
amount offered by ISA, BNamericas says, citing Rosangela
Ribeiro, an analyst at ABN Amro brokerage.

"The premium was surprising.  It was good for everyone: for ISA,
which entered the market that now has a new strong player; and
for Cesp, which can now continue its capitalization program,"
Rosangela Ribeiro, an analyst at ABN Amro brokerage, told
BNamericas.

According to BNamericas, proceeds from the CTEEP auction will be
used for Cesp, Sao Paulo's other power firm.  

"ISA will now be a new player and give a renewed push to the
transmission market.  CTEEP is one of the most important
transmission companies in Brazil," Claudio Cardoso -- the head
of Abrate, the Brazilian association of power transmission
companies -- told BNamericas in an interview.

CTEEP will return to the annual transmission line tenders,
BNamericas states, citing Mr. Cardoso.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Oct. 6, 2005, Standard and Poor's assigned these ratings on
Interconexion Electrica aka ISA:

    -- BB foreign currency corporate credit rating,
    -- BBB local currency corporate credit rating, and
    -- Outlook: Stable.




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


* CUBA: Sugar Industry Eyes Increasing Alcohol Production
---------------------------------------------------------
Cuba's sugar industry will launch a program that would boost the
country's alcohol production, Granma International reports,
citing Luis Galvez -- the director of the Cuban Sugar Cane
Derivatives Research Institute -- during his address on the I9th
International Congress on Sugar Cane and Derivatives
inauguration.

The increasing demand for alcohol has motivated the agro-
industrial sector to increase productive capacity five times,
according to Granma International.  To achieve this, the sector
plans to upgrade the distilleries and install new sugar can
fermentation plants.

Mr. Galvez told Granma International, "With such investments we
can increase the capacity of the 18 existing refineries many
times over, thus allowing us to produce alcohol for export and
for gasoline mixes and to take advantage of its applications in
the energy sector, as a replacement for contaminating substances
that damage health."

Granma International states that it is expected that the country
can achieve, through the initiative, a yearly alcohol production
of 500 million liters.

According to Granma International, the production and
consumption of alcohol involves:

     -- technology,
     -- the environment,
     -- costs and pricing,
     -- uses,
     -- markets, and
     -- regulations, as well as social aspects.

The domestic and export market for alcohol opens up unlimited
opportunities for all the producer countries, with the
increasing international demand for ethanol used in fuel mixes
for internal combustion engines, Granma International states,
citing Mr. Galvez.

"In this way, new alternatives to producing high-quality sugar
will be available, such as the co-generation of electricity, and
the production of yeast, carbon dioxide, and liquid fertilizer,
among others," Mr. Galvez told Granma International.

                        *    *    *

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


PETROLEOS DE VENEZUELA: Inks PDV Caribe Venture with Dominica
-------------------------------------------------------------
PDV Caribe, Petroleos de Venezuela SA's subsidiary, signed a
joint venture agreement with Dominica.

The new venture, PDV Caribe Dominica Limited, will:

   -- continue working on steady supply of byproducts on funding
      preferential terms to Dominica, as agreed under the
      PetroCaribe deal;

   -- allow for continued shipments of asphalts every three
      months, as warranted, and

   -- advance in the upcoming weeks on building of storage tanks
      with a capacity of 25,000 barrels.

PDV's chief executive officer Alejandro Granado and Dominica
Minister of Energy Regynald Austrie initialed the articles of
incorporation of the joint venture.

"This company between Dominica National Petroleum and PDV Caribe
is aimed at implementing the grounds of this agreement. In the
practice, this means having the necessary infrastructure
available. Conditions must be set for Dominica to control its
energy matrix in an autonomous manner," Mr. Granado explained to
El Universal.

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.




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


* DOMINICAN REPUBLIC: Eyes Multilateral Trade Pact with Canada
--------------------------------------------------------------
Eduardo Tejera, the Dominican Republic's ambassador to Canada,
wants his country to join a multilateral trade accord with
Canada, which would be similar to that of the United States, the
Embassy reports.

However, Ambassador Tejera is worried that the negotiations will
progress to a point where the Dominican Republic cannot join and
his country may have missed the opportunity, the Embassy
relates.  

The ambassador told the Embassy that the Dominican Republic is
eager to consider a bilateral agreement with Canada.  Joining
the Canada-Central America Four Free Trade Agreement, however,
will be faster.

The Embassy states that the Dominican Republic is seeking
membership in the Canada-Central America free trade accord.

Ambassador Tejera told the Embassy last week, "If we are not
approved [to join the agreement] in the very near future, [it]
will hurt Dominican businesses and Canadian businesses because
we will be in limbo."

Ambassador Tejera, says the Embassy, stated that the Dominican
Republic has already appealed to Canadian officials, and is
working to build support from Guatemala, Nicaragua, El Salvador
and Honduras, who are already involved in the negotiations.

"They have been very responsive.  We need to make them sure that
if we are included that we will not delay the process," the
ambassador told the Embassy.

According to the Embassy, Jean Chretien -- the former prime
minister of Canada -- had agreed in March 2002 to launch free
trade talks with the Dominican Republic, which at that time
ranked as Canada's fourth largest export market in the
Caribbean.  However, the talks stalled and seemed to have been
abandoned when Mr. Chretien left office.

Helena Guergis, the Parliamentary Secretary for International
Trade, told the Embassy that an interested participant in the
trade must get the Standing Committee on International Trade's
recommendation to continue the stalled negotiations.

The Department of International Trade is aware of the Dominican
Republic's interest in joining the trade negotiations.  However,
with the negotiations stalled, it is not yet time to discuss
adding another member at this time, the Embassy relates, citing
Anne-Marie Parent -- the department spokesperson.

There is yet no plan to expand the negotiations, Ms. Parent told
the Embassy.

                        *    *    *

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: Will Ink Two Accords with Petroleos de Venezuela
--------------------------------------------------------------
Petroecuador, Ecuador's state-run oil company, will sign two
accords with Petroleos de Venezuela SA, its Venezuelan
counterpart, to establish a strategic alliance that would allow
Ecuador to save US$200 million, Prensa Latina reports.

Rafael Ramirez, the oil and energy minister of Venezuela, will
sign the agreements in Quito with Walter Lopez, the "pro
tempore" president of Petroecuador, Prensa Latina states, citing
local government sources.

According to Prensa Latina, the first agreement involves
Petroleos de Venezuela in several projects like the Esmeraldas
refinery upgrade.  The second agreement regulates trade of
Ecuadorian crude for derivatives since its refineries do not
meet domestic demands for diesel, oils and gas.

Under the contract, Ecuador will request derivatives according
to its needs and will inform the unilateral termination of the
contract.  The pact will be cancelled if one of the parties
involved decides, Prensa Latina relates.

                About Petroloes 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.

                     About Petroecuador

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 alleging
that Petroecuador has been inefficient and non-transparent in
its accounts.




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


BANCO AMERICANO: Guatemalan Bank Acquires 97% Stake in Company
--------------------------------------------------------------
Guatemala's Banco G&T Continental acquired a 97% stake in El
Salvador's Banco Americano SA, according to the Panamanian
Press.

The Press says that the terms of the deal were not disclosed.

Superintendencia del Sistema Financiero, the financial regulator
in El Salvador, told Business News Americas that as of March 31,
2006, Banco Americano had US$35.2 million worth of assets and
US$17.1 million in loans.

Banco Americano offers foreign commerce, corporate finance
studies, and deposit and credit services.  The bank's focus is
the business sector of El Salvador with a strong emphasis on
international banking operations.

                        *    *    *

Fitch Ratings Services placed a B national long-term credit
rating on Banco Americano SA.




=============
G R E N A D A
=============


PETROLEOS DE VENEZUELA: Unit Inks Oil Supply Pact with Grenada
--------------------------------------------------------------
Petrocaribe Grenada, a state-owned firm of Grenada, has signed
an agreement with PDV Caribe -- a unit of Petroleos de Venezuela
-- for a yearly supply of 340,000 barrels of diesel, gasoline
and fuel oil, Business News Americas reports.

BNamericas relates that as part of the Petrocaribe energy
integration initiative, Grenada will get from Venezuela:

     -- 55,000 barrels of diesel,
     -- 85,000 barrels of gasoline, and
     -- 200,000 barrels of fuel oil.

Grenada will be able to pay up to 60% of the bill over 90 days.  
The remaining 40% will be paid over 25 years with a two-year
grace period and annual interest rates of 1%.  Grenada will also
be able to use local foodstuffs to pay for the fuel, BNamericas
states.

                        *    *    *

As reported in the Troubled Company Reporter on March 21, 2006,
Standard & Poor's Ratings Services affirmed its 'B-' long-term
and 'C' short-term sovereign credit ratings on Grenada.  S&P
said the outlook on the long-term ratings remains stable.

The ratings on Grenada are constrained by large government debt,
which, at an estimated 118% of GDP in 2006 (98% of GDP on a net
basis), is one of the highest among the 110 sovereigns rated by
Standard & Poor's.  The debt burden has been partly alleviated
by the restructuring completed in November 2005, which extended
the maturity of roughly US$261 million (or 44% of the total) in
debt to 2025 and reduced the interest payment by more than half,
to about 2.5% of GDP in 2006.




=========
H A I T I
=========


* HAITI: Development Mainly Depends on Caribbean Community's Aid
----------------------------------------------------------------
The development of Haiti will rely mainly on the institutional
support of the Caribbean Community or CARICOM, Roosevelt
Skerrit, the Prime Minister of Dominica, told the media at the
CARICOM Secretariat in Georgetown, Guyana.

According to the Caribbean Net, Prime Minister Skerrit said that
the survival of Haiti over the next six months hinged heavily on
crafting and implementing a development plan to fight poverty.

Prime Minister Skerrit told the Caribbean Net that CARICOM
should consider human resource training for the citizens of
Haiti.  While praising the work of the CARICOM Secretariat
staff, he suggested that a blueprint for Haiti's development
should be developed.

The heads of government are expected to discuss the development
agenda for Haiti, the Caribbean Net states, citing the Dominican
Prime Minister.

                        *    *    *

Haiti is currently seeking international help to spur economic
development in the country.  President Rene Preval submitted
that the country's poverty, widespread unemployment and the
dilapidated state of infrastructures will be alleviated with
increased international assistance.




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


* JAMAICA: Plans to Set Up Energy Fund This Year
------------------------------------------------
The government of Jamaica is planning to set up the Energy Fund
this year, Petrol World reports.

According to Petrol World, the Energy Fund will be established
as a limited liability firm.  It will have its own board and
will act as a coordinating window for energy projects.

Local reports say that the Energy Fund won't be directly
involved in lending.

Approved financial institutions will retail the funds, Petrol
World relates.  To minimize operational costs, the Energy Fund
will have a small staff that will be based in the Development
Bank of Jamaica.

Petrol World states that about US$20 million has been allocated
to the financing of the fund, coming from:

      -- The National Housing Trust, which gave US$5 million,
         and

      -- Petroleum Corporation of Jamaica, which provided US$15
         million.

The Energy Fund will also receive a US$10 million loan from the
PetroCaribe Development Fund, according to Petrol World.

The government, Petrol World says, foresees collecting about
US$25 million over the next five years from the Energy Fund.  A
Ministry Paper tabled by Phillip Paulwell, the energy minister,
states that the government plans to raise the money through
undertaking energy efficiency measures and small-scale renewable
energy projects.

                        *    *    *

On May 26, 2006, Moody's Investors Service upgraded Jamaica's
rating under a revised foreign currency ceiling:

   -- Long-term foreign currency rating: Ba3 from B1 with
      stable outlook.


* JAMAICA: Will Negotiate Bilateral Ties with Venezuela
-------------------------------------------------------
Phillip Paulwell -- Jamaica's minister of industry, technology,
energy and commerce -- will hold talks with Rafael Ramirez, his
Venezuelan counterpart, to discuss bilateral relations between
the two nations, the Jamaica Gleaner reports.

The Gleaner relates that Minister Paulwell has left for
Venezuela on June 27, along with a delegation.  Minister
Paulwell is expected to discuss with Minister Ramirez a loan
agreement under the PetroCaribe pact.  It is also expected that
the two parties will sign off a US$300 million loan for Highway
2000.

The Gleaner states that Colin Campbell, Jamaica's information
minister, disclosed during a post-Cabinet press briefing at the
Jamaica House on Monday that other matters for discussion
include:

     -- the rehabilitation of physical infrastructure damaged by
        Hurricane Ivan,

     -- cooperation in air transport, and
    
     -- the supply of 2,500 barrels of oil per day for Air
        Jamaica.

Venezuela currently supplies 21,000 barrels of oil daily to
Jamaica, under the PetroCaribe initiative, The Gleaner relates.  

                        *    *    *

On May 26, 2006, Moody's Investors Service upgraded Jamaica's
rating under a revised foreign currency ceiling:

   -- Long-term foreign currency rating: Ba3 from B1 with
      stable outlook.




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


FORD MOTOR: S&P Lowers Corporate Credit Rating to B+ from BB-
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Ford Motor Co. and related units to 'B+' from 'BB-'
and affirmed its 'B-2' short-term rating.  The ratings were
removed from CreditWatch, where they were placed on
May 25, 2006, with negative implications.  

The outlook is negative.  

Ford's consolidated debt outstanding totaled US$151 billion at
March 31, 2006.       

FCE Bank PLC's 'BB-' rating was not lowered and remains on
CreditWatch, pending completion of our evaluation of the
potential for FCE to be rated slightly higher than its parent,
Ford Motor Credit Co. However, FCE's CreditWatch implications
are revised to negative from developing because if we conclude
that FCE warrants a higher rating than that on Ford Credit, that
differential is likely to be limited to one notch. FCE's 'B-2'
short-term rating was affirmed and removed from CreditWatch.
      
"The downgrade reflects our view that 2006 will be a more
difficult year for Ford than previously anticipated," said
Standard & Poor's credit analyst Robert Schulz.  

Notwithstanding its multiyear plan to turn around the
performance of its North American automotive operations,
Standard & Poor's expects the company's financial profile to
weaken further during 2006--a period when the U.S. economy and
U.S. light-vehicle sales are robust.  The rating agency is
concerned about the degree of weakness in its midsize SUV
segment.  Explorer sales, which represent about 9% of Ford-brand
sales, were down 27.1% for the first five months of 2006.
Standard & Poor's also remains concerned about the very
important full-size pickup market, which accounts for about 33%
of Ford-brand sales and, we believe, far more in profitability.  
F-Series sales were down 0.3% for the first five months of 2006,
versus 5.6% for the full-size pickup segment.  But the evolving
competitive dynamics of the full- size pickup market-including
upcoming new models from General Motors Corp. and Toyota Motor
Corp.--and the resiliency of demand for full-size pickups in the
face of persistently high gas prices are our chief concerns for
this segment.
     
The expected erosion in Ford's financial profile during 2006
will reduce Ford's cash balances and leave the company more
exposed to potential adverse market developments during the next
two years, such as a decline in currently robust industry sales.  
Even so, Standard & Poor's does not believe that worsening
financial performance in 2006 will push the company near a point
where it could ultimately need to restructure its obligations
(including its debt and contractual obligations) in the near
term, given its substantial liquidity.
     
In fact, Ford has so far suffered less meaningful market share
erosion in the U.S. than in 2005--its U.S. light-vehicle share
was 18.3% for the first five months of 2006, the same as at the
end of 2005, partly due to high levels of fleet sales.  Still,
despite concerted efforts to improve the appeal of its product
offerings and minimize the use of incentives, the company has
experienced marked deterioration of its product mix, given
precipitous weakening of sales of its midsize and large SUVs,
products that had been highly disproportionate contributors to
Ford's earnings.  This product mix deterioration has occurred
despite the launch of some refreshed SUV models such as the
Explorer.
     
The rating outlook on Ford is negative.  Prospects for Ford's
use of cash in North American automotive operations remains our
primary concern.  The ratings could be lowered further if we
came to expect that Ford's cash use was to worsen significantly
due to further setbacks, whether Ford-specific or stemming from
market conditions.  Ford would need to reverse its current
financial and operational trends, and sustain such a reversal,
before Stanadard & Poor's would revise its outlook to stable.


MERIDIAN AUTO: 7 Parties Object to 1st Disclosure Statement
-----------------------------------------------------------
Seven parties have filed written objections to Meridian
Automotive Systems, Inc., and its debtor-affiliates' motion for
approval of the Disclosure Statement explaining their First
Amended Joint Plan of Reorganization:

    1. Pension Benefit Guaranty Corporation

    2. General Capital Corporation and Gelco Corporation, doing
       business as GE Capital Fleet Services

    3. Office of the United States Trustee

    4. New York Department of Environmental Conservation

    5. United Steel, Paper and Forestry, Rubber, Manufacturing,
       Energy, Allied Industrial and Service Workers
       International Union

    6. Credit Suisse, Cayman Islands Branch

    7. Enamelite Industries, Inc.

The Debtors also received informal comments on the Disclosure
Statement from Goldman Sachs Capital Markets and the Bureau of
Workers' and Unemployment Compensation, State of Michigan.

The PBGC argues that the Disclosure Statement should:

    -- inform creditors of a number of facts regarding the
       Debtors' pension obligations that may affect the value of
       creditors' claims and the feasibility of the proposed
       Plan of Reorganization;

    -- provide a description of the Debtors' Pension Plans,
       including an explanation of the requirement to fund the
       Pension Plans under ERISA and the Internal Revenue Code;

    -- clearly indicate the extent of the costs associated with
       continuing any or all of the Pension Plans post-
       bankruptcy, including the periodic Minimum Funding
       Contributions  mandated by ERISA and the Internal Revenue
       Code;

    -- state that, as provided by ERISA, the Debtors and each
       member of the Debtors' controlled group are jointly and
       severally responsible for any Unfunded Benefit
       Liabilities, for any due and unpaid contributions to the
       Plans, and for any unpaid premiums; and

    -- indicate that the proposed substantive consolidation of
       the Debtors' estates would operate to nullify the
       statutory right of Pension Benefit to enforce joint and
       several liability against each Debtor/controlled group
       member.

GE Capital complains that the Disclosure Statement fails to
provide adequate information regarding:

    (1) which unexpired leases and executory contracts will be
        rejected or assumed pursuant to the Plan;

    (2) the Avoidance Actions, the Reserved Actions and the
        Contingent Value Payment, which will fund the payments
        to be made to unsecured creditors pursuant to the Plan;

    (3) the Debtors' Proposed Substantive Consolidation; and

    (4) Plan Releases.

GE Capital adds it cannot determine whether the proposed
substantive consolidation of the Debtors will result in it
receiving a greater or lesser distribution than if there was no
substantive consolidation.

The State of New York Department of Environmental Conservation
objects to the proposed Disclosure Statement and Plan of
Reorganization because they do not contain adequate information
to assess the environmental problems associated with Debtors'
facility at 111 North Street, city of Canandaigua, New York.

The USW is the collective bargaining agent of the 320 hourly
employees of the Debtors' Jackson, Ohio facility.

Representing the Union, Susan E. Kaufman, Esq., at Heiman, Gouge
& Kaufman, LLP, in Wilmington, Delaware, argues that the
Disclosure Statement, among others:

    (1) falsely provides that the Debtors have not experienced
        any significant work stoppages at their facilities;

    (2) fails to describe the consequences of the National Labor
        Relations Board finding merit to USW's unfair labor
        practice charge against the Debtors;

    (3) fails to describe the savings, if any, associated with
        the modifications to the retiree benefit programs, and
        fails to reflect the risk that an arbitrator or a court
        of competent jurisdiction would not sustain the
        modifications that the Debtors have imposed; and

    (4) fails to reflect operational conditions at the Jackson,
        Ohio plant in the consolidated financial projections and
        the liquidation analysis.

Accordingly, the USW asserts, the Disclosure Statement should be
disapproved unless it is amended to reflect the true state of
affairs in the Jackson, Ohio facility.

Credit Suisse, Cayman Islands Branch, and the Debtors are
parties to these agreements dated April 28, 2004:

    -- the Prepetition First Lien Credit Agreement;
    -- a senior Intercreditor Agreement; and
    -- a junior Intercreditor Agreement.

Credit Suisse seeks to preserve the rights of the First Lien
Lenders under the Intercreditor Agreements.

Victoria W. Counihan, Esq., at Greenberg Traurig, LLP, in
Wilmington, Delaware, argues that:

    (1) the Intercreditor Agreements are enforceable pursuant to
        Section 510(a) of the Bankruptcy Code;

    (2) the Intercreditor rights of dissenting holders cannot be
        extinguished pursuant Section 1129(b)(1); and

    (3) a compelled waiver of the Intercreditor Rights amounts
        to an impermissible release under the Bankruptcy Code or
        applicable case law of non-Debtor parties.

The Prepetition First Lien Lenders may not be deemed to have
waived and relinquished their rights under the Intercreditor
Agreements without an express agreement to do so, Ms. Counihan
contends.

Section 1129(b)(1) of the Bankruptcy Code does not permit
forcing the First Lien Lenders involuntarily to waive and
relinquish their rights against non-debtor entities.

Accordingly, Credit Suisse says, the Disclosure Statement
describes a Plan that may not be confirmed and should not be
approved.

Enamelite Industries did not explain why it objects to the
Debtors' Disclosure Statement.  In a one-page letter to the
Court, Enamelite asserted that the Debtors have a "bad debit" of
US$29,947 and attached copies of invoices relating to the "bad
debit".

The U.S. Trustee notes that Class 3 is impaired under the Plan
and is entitled to vote.  Under the Plan, the Debtors are
providing Class 3 creditors with a menu of treatment options to
choose from if Class 3 rejects the Plan.  If Class 3 rejects the
plan and the Plan Proponents proceed to request confirmation of
the Plan under Section 1129(b)(1) of the Bankruptcy Code, the
fact that one or more Class 3 creditors elected specific options
from the "rejection menu" should not obviate or otherwise affect
the Plan Proponents' obligation to establish that each menu
option satisfies the requirements of Section 1129(b)(2), the
U.S. Trustee asserts.

In addition, the U.S. Trustee contends, Class 3 creditors'
rights to object to the Plan under Section 1129(b)(2) and other
grounds notwithstanding their selection from the "rejection
menu" should be reserved.

                       Debtors Respond

The Debtors assert that their Disclosure Statement contains
"adequate information" within the meaning of Section 1125 of the
Bankruptcy Code and therefore should be approved.

The Debtors filed a Second Amended Disclosure Statement and Plan
of Reorganization on June 23, 2006, to address the Objections
filed by various parties-in-interest.

To the extent the remaining Objections are not resolved through
the inclusion of additional information, the Debtors tell the
Court, those objections should be overruled.

The PBGC, Goldman Sachs, and the Michigan BWUC have informed the
Debtors that the inclusion of the additional disclosures with
respect to the pension plans, Goldman Sachs' claims, and
employee compensation and benefit programs resolve their
Objections.

The Debtors have also added information regarding the unfair
labor practice charge that the USW is pursuing against the
Debtors and the Debtors' modification of certain retiree
benefits at the Jackson, Ohio facility.  The Debtors contend
that the added language provides more than adequate information
regarding the matters the USW raised.

Nevertheless, the Debtors relate, the USW has also demanded that
the Debtors include additional information in the Disclosure
Statement regarding the impact of the lockout on the Debtors'
financial projections.  The Debtors believe this information is
insignificant.  The USW further wants the Debtors to clarify
"whether the Plant will continue to operate with a reduced,
inexperienced and unskilled replacement workforce."  The Debtors
assert that this additional disclosure has absolutely no bearing
on a hypothetical creditor's decision whether to accept or
reject the Plan.

The Debtors provided additional information regarding
environmental liabilities at a manufacturing facility they
previously operated in Canandaigua, New York.  The Debtors
submit this disclosure provides more than adequate information
to address NYDEC's Objection.

According to the Debtors, they are currently engaged in good
faith discussions with GE Capital to resolve GE Capital's
Objection and the parties anticipate that GE Capital's Objection
will be resolved before the Disclosure Statement hearing.

The Debtors note that the U.S. Trustee and the Prepetition First
Lien Agent have raised substantive objections regarding certain
aspects of the Plan.  The Debtors ask the Court to defer until
the Confirmation Hearing any objections to the Plan's
confirmation that are disguised as objections to approval of the
Disclosure Statement.

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. 31;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


MERIDIAN AUTO: Files 2nd Amended Plan & Disclosure Statement
------------------------------------------------------------
Meridian Automotive Systems, Inc., and its eight debtor-
affiliates delivered to the U.S. Bankruptcy Court for the
District of Delaware, on June 23, 2006, their Second Amended
Joint Plan of Reorganization and Disclosure Statement.

The Second Amended Plan, among others, adds a handful of defined
terms, modifies the treatment of some classes, provides
additional disclosure about the Debtors, and explains the
distribution of proceeds from the Litigation Trust in response
to the objections filed by various parties-in-interest.

          Amended Treatment of Classes 3, 4, 5 & 7 Claims

A. Prepetition First Lien Claims (Class 3)

    If the Class 3 holder elects to receive the Alternate Cash
    Out Treatment or the Alternate Cash/Equity Treatment, that
    Holder will be deemed to have waived the right to assert
    that the Alternate Cash Out Treatment or the Alternate
    Cash/Equity Treatment, as the case may be, does not satisfy
    the requirements of Section 1129(b) of the Bankruptcy Code.

    If Class 3 rejects the Plan and thus does not receive the
    Lien Avoidance Release, and if as a result of the resolution
    of the Lien Avoidance Action the Bankruptcy Court determines
    that there is a Prepetition First Lien Deficiency Claim,
    then each Holder of an Allowed Prepetition First Lien
    Deficiency Claim will also receive its Pro Rata share of
    payment of the Contingent Value Payment.

B. Prepetition Second Lien Secured Claims (Class 4)

    Each Holder of a Prepetition Second Lien Secured Claim will
    receive, among others, its Pro Rata share of all of the New
    Common Stock issued on the Effective Date, subject to
    dilution by conversion of the Class A Convertible Preferred
    Stock and additional shares, or warrants or options to
    acquire shares, of the New Common Stock that may be issued
    pursuant to the Management Incentive Plan.

C. Prepetition Second Lien Deficiency Claims (Class 5)

    Allowed Prepetition Second Lien Priority Claims, if any,
    will be paid in accordance with Section 7.13 of the Plan,
    which provides for the Litigation Trust for Avoidance
    Actions.

D. Prepetition Subordinated Claims (Class 7)

    Holders of Class 7 Claims will be entitled to receive
    distributions in accordance with the Contingent Value
    Payment after Prepetition First Lien Deficiency Claims, if
    any, are satisfied in full.

                   Contingent Value Payment

The Contingent Value Payment will be made by Reorganized
Meridian to the CVP Recipients, in the sole and absolute
discretion of Reorganized Meridian, in (i) cash; (ii) securities
of the type received by holders of New Common Stock in
connection with the Qualifying Liquidity Event giving rise to
such Contingent Value Payment; or (iii) any combination of cash
and securities.

The Plan defines the CVP Recipients as:

    (i) the Holders, as of the Distribution Record Date, of
        Allowed General Unsecured Claims,

   (ii) the Holders, as of the Distribution Record Date, of
        Allowed Prepetition First Lien Deficiency Claims, if
        any, and

  (iii) the Holders, as of the Distribution Record Date, of
        Allowed Prepetition Subordinated Claims -- if and to the
        extent those Holders are otherwise entitled to the
        benefits of Section 7.15 of the Plan.

A CVP Monitor will be an individual appointed by the Official
Committee of Unsecured Creditors prior to the date of the
Confirmation Hearing.

The contingent payment that will be payable by the Reorganized
Debtors, in the event that, with respect to any Qualifying
Liquidity Event, the Implied Value exceeds the Exempt Value in
that event, the Contingent Value Payment will be a payment to
the CVP Recipients in an amount, in the aggregate, equal to 50%
of the excess -- subject to reduction or payment to the CVP
Monitor.

                 Distribution of Proceeds from
            the Litigation Trust (Avoidance Actions)

The Second Amended Plan provides that if Class 3 accepts the
Plan, after the payment of expenses incurred prosecuting the
Avoidance Actions, the Reserved Actions, and subject to Section
7.14 of the Plan that provides for the Litigation Trust
(Committee Avoidance Action), the Lien Avoidance Action, the
establishment of reserves, and other payments, General Unsecured
Claim Trust Interests will be paid the first US$1,750,000 of the
net proceeds.  Then, Prepetition Second Lien Claim Trust
Interests will be paid 86% of the remaining net proceeds, and
General Unsecured Claim Trust Interests will be paid 14% of the
remaining proceeds.

On the other hand, if Class 3 rejects the Plan, after the
payment of expenses incurred prosecuting the Avoidance Actions,
the Reserved Actions, and subject to Section 7.14 of the Plan,
the Lien Avoidance Action, the establishment of reserves, and
other payments:

    (i) the amount allocated to Holders of General Unsecured
        Claim Trust Interests and Prepetition Second Lien Claim
        Trust Interests will be placed in the Shared Trust Pool;
        and

   (ii) the amounts allocated to Holders of Prepetition First
        Lien Deficiency Claims will be placed in a second pool.

The Holders of General Unsecured Claim Trust Interests and
Prepetition Second Lien Claim Trust Interests will receive these
distributions from the Shared Trust Pool:

    (A) General Unsecured Claim Trust Interests will be paid an
        amount equal to US$1,750,000 of the first proceeds
        received by the Shared Trust Pool; and

    (B) (1) Prepetition Second Lien Claim Trust Interests will
            be paid Pro Rata from the Shared Trust Pool assets
            consisting of 86% of the proceeds received by the
            Shared Trust Pool; and

        (2) General Unsecured Claim Trust Interests will be paid
            Pro Rata from the assets consisting of 14% of the
            proceeds received by the Shared Trust Pool.

The Holders of Prepetition First Lien Deficiency Trust Interests
will receive the distributions from the second pool.

                 Distribution of Proceeds from
        the Litigation Trust (Committee Avoidance Action)

Distributions from the Litigation Trust (Committee Avoidance
Action) will be made as determined by the Bankruptcy Court based
on the outcome of the Lien Avoidance Action and the
determination as to how those proceeds, if any, should be
allocated among the Holders of Prepetition First Lien Claims,
Prepetition Second Lien Claims, and Unsecured Claims.

                     Other Disclosures

The Second Amended Plan and Disclosure Statement provide
additional information regarding an environmental remediation in
Canandaigua, New York.

The Debtors currently own property located at 111 North Street
in Canandaigua, New York, which the Company purchased as part of
its acquisition of Cambridge Industries in June 2000.  The
Debtors assumed Cambridge's obligations to remedy environmental
violations on the Property.  The total annual cost to the
Debtors resulting from these remediation efforts does not exceed
US$100,000.  The Debtors intend to comply with their obligations
following the Effective Date.

The Debtors further disclose that Meridian is party to the ISDA
Master Agreement, dated as of May 7, 2004, with Goldman Sachs
Capital Markets, L.P.  GSCM has asserted a first-lien secured
claim against Meridian in an amount not less than approximately
US$3,369,141, plus unpaid interest and legal fees.

As previously reported, the Debtors obtained the Court's
permission to enforce the terms of the Goodyear Tire & Rubber
Company Comprehensive Medical Benefits Program for Employees and
their Dependents -- Jackson Plan -- by reducing their liability
with respect to medical benefits to retirees at the Jackson
Facility and increasing the premiums payable to those retirees.
The Debtors believe that implementation of the contractual
expense limitations under the Jackson Plan will save the Debtors
approximately US$344,000 this year alone, on an annualized
basis, while allowing the Jackson Facility bargaining unit
retirees to continue to receive medical benefits in accordance
with the terms of the Jackson Plan and the CBA.

The CBA has expired and the parties were not able to reach an
agreement.  Since April 23, 2006, following the expiration of
the CBA, the Debtors have not allowed the USW bargaining unit
employees to work or be present at the Jackson Facility without
a contract.  The lockout continues through June 23, 2006.  The
Debtors do not expect that operation of the Jackson Facility
with a temporary workforce (rather than the USW workforce) will
have a material impact on the overall throughput and efficiency
of the Jackson Facility.  The USW has filed an Unfair Labor
Practice Charge against the Debtors with the National Labor
Relations Board.

The Second Amended Plan further provides that the Reorganized
Debtors will assume and continue (i) the Meridian Automotive
Systems - Composites Operations, Inc., Retirement Plan for
Hourly-Rated Employees of the Reinforced Plastics Operations at
Centralia, Illinois and (ii) the Meridian Automotive Systems -
Composites Operations, Inc., Pension Plan for Bargaining Unit
Employees at Jackson, Ohio, satisfy the minimum funding
standards, and administer the Pension Plans in accordance with
their terms and the provisions of ERISA.

All fees payable pursuant to Section 1930 of the Judiciary Code,
as determined by the Bankruptcy Court at the Confirmation
Hearing, will be paid on the Effective Date.

On the Effective Date, the Debtors will pay the reasonable fees
and expenses of Camulos Master Fund LP, DK Acquisition Partners,
L.P., and Stanfield in their capacities as Plan Proponents that
are incurred through the Effective Date.  After the Effective
Date, the Reorganized Debtors will pay the reasonable expenses
of Camulos Master Fund LP, DKAP, and Stanfield in their
capacities a Plan Proponents, if any, that are incurred in
connection with the Plan.

Reorganized Meridian will reserve up to 200,000 shares of the
New Common Stock for issuance to certain members of management
and other employees of the Reorganized Debtors who participate
in any Management Incentive Plan that may be implemented by the
Board of Directors of Reorganized Meridian after the Effective
Date.

A full-text copy of the blacklined Second Amended Plan of
Reorganization is available for free at
http://ResearchArchives.com/t/s?c68

A full-text copy of the blacklined Second Amended Disclosure
Statement is available for free at
http://ResearchArchives.com/t/s?c69

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


MERIDIAN AUTO: UST Objects to "Opt-Out" Provision in Ballot
-----------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
notes that Section 10.3(b) of Meridian Automotive Systems, Inc.,
and its debtor-affiliates' Plan of Reorganization provides for a
broad release of claims held by the Debtors' creditors and
interest holders against certain parties.  The Debtors propose
that creditors voting on the Plan be bound by the broad release
contained in that subsection unless they "opt out" of the
release provision by checking the appropriate box in the Ballot.

While the U.S. Trustee recognizes that the question of whether
the release provision in Section 10.3(b) comports with
applicable law will be addressed at the confirmation hearing,
the question of how to best use the ballot as a vehicle to
determine whether a party "affirmatively agreed" to the release
provision is a question for today, Joseph J. McMahon, Jr., Esq.,
trial attorney for the U.S. Trustee, says.

Mr. McMahon says an "opt-in" provision on the ballot would
provide better evidence of consent than the "opt-out" provision
proposed by the Debtors.  In an "opt-out" situation, Mr. McMahon
explains, the Court would be resigned to drawing an inference
from the absence of a check mark in the specified place on the
returned ballot that the creditor consented to the release, as
there would be no "affirmative" evidence of consent.

The U.S. Trustee contends that the Court should require that the
Debtors change their proposed form of ballot to provide for an
"opt-in" provision with respect to the Section 10.3(b) release.

Mr. McMahon also argues that voting creditors need sufficient
notice of the objection to file a motion under Rule 3018(a) of
the Federal Rules of Bankruptcy Procedure to have their claims
allowed for voting purposes.  The deadline set for filing a Rule
3018(a) motion is "not less than ten (10) days before the Voting
Deadline," or July 31, 2006.  The U.S. Trustee asserts that the
Court should set a deadline for filing claims objections, which
provides ample notice for affected creditors to take appropriate
action.

The U.S. Trustee adds that any and all supplemental documents
should be executed and filed with the Court by a date well in
advance of the Voting Deadline to afford interested parties
sufficient time to review the documents and take appropriate
action.

                      Debtors Respond

To address the U.S. Trustee's objection, the Debtors have
proposed that they will have until the later of July 17, 2006,
or 14 days prior to the deadline for submitting motions pursuant
to Rule 3018 of the Federal Rules of Bankruptcy Procedure, to
file objections to Claims for purposes of voting on the Plan.

The Debtors have also agreed to file the Plan Supplement at
least 10 days prior to the Voting Deadline to give all parties-
in-interest sufficient time to review the Plan Supplement.

Although the Debtors believe that the proposed forms of ballots
are consistent with applicable precedent and accepted practices
in Delaware, the Debtors have contacted the U.S. Trustee with
suggestions for possible modifications to the "opt-out" release
provision that should alleviate the U.S. Trustee's concerns over
the proposed forms of ballots.

The Debtors are hopeful that these issues will be resolved prior
to the Disclosure Statement hearing.

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. 31;
Bankruptcy Creditors' Service, Inc., 215/945-7000).


PROGRESS RAIL: Moody's Affirms B1 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service confirmed the corporate family ratings
of Progress Rail Services Holdings Corporation and its
subsidiary PRSC Acqusition Corp. at B1.  The outlook is stable.  
This action concludes the review for upgrade initiated on
May 17, 2006, and follows the completion of the acquisition of
Progress Rail by Caterpillar, Inc.

As part of the acquisition, Progress Rail has provided notices
of redemption to holders of the US$200 million 7.75% senior
unsecured notes due 2012 issued by Progress Rail's subsidiary,
PRSC Acquisition Corp.  Accordingly, no rated debt of Progress
Rail will be outstanding upon completion of the redemptions.  
Moody's will withdraw all ratings of Progress Rail and PRSC
Acquisition Corp. upon the completion of the redemption of the
Notes by the end of July 2006.

Ratings confirmed and to be withdrawn:

   Progress Rail Services Holdings Corporation

      -- Corporate Family Rating: B1; and
      -- Speculative Grade Liquidity Rating SGL-2.

   PRSC Acquisition Corp.

      -- Senior Unsecured: B2

Outlook Actions:

   Progress Rail Services Holdings Corporation

      -- Outlook changed to Stable from Rating Under Review

   PRSC Acquisition Corp.

      -- Outlook changed to Stable from Rating Under Review

Progress Rail Services Holdings, headquartered in Albertville,
AL, provides outsourced maintenance and repair services and
products to the railroad industry in North America.

Caterpillar Inc., headquartered in Peoria, IL, is the world's
largest manufacturer of construction equipment.


SATELITES MEXICANOS: Financial Restructuring Accord Approved
------------------------------------------------------------
Secretaria de Comunicaciones y Transporte, the Mexican transport
and communications ministry, said in a statement that the
financial restructuring agreement reached by Satelites Mexicanos
S.A. de C.V. aka Satmex, the creditors and the shareholders in
March has received its approval.

Business News Americas reports that the restructuring proposal
now requires authorization from the local civil courts.  Satmex
expects the courts' decision in the next few days.

The presentation of the plan to a US bankruptcy court will then
follow, BNamericas relates.

The restructuring agreement, says BNamericas, would allow Satmex
to cut its US$800 million debt by US$300 million, of which
US$100 million is interest.  The company defaulted on US$523
million of its total debt.

BNamericas states that creditors of Satmex will acquire 80% of
the company while the Mexican government will hold 20%.  Much of
the foreign ownership, however, will be identified as "neutral
investment" and the government will have 55% of the voting
rights.

According to BNamericas, the Mexican government negotiated with
the US creditors of Satmex to make sure that bankruptcy
proceedings would be held locally.  

BNamericas says that Servicios Corporativos, a shareholder of
Satmex, owes the government at least US$188 million, and the
government doubted that this would be seen as a priority in US
courts.

Creditors, however, demanded that the US courts have the final
say, according to BNamericas.

Headquartered in Mexico, Satelites Mexicanos, S.A. de C.V.
-- http://www.satmex.com/-- is the leading provider of fixed
satellite services in Mexico and is expanding its services to
become a leading provider of fixed satellite services throughout
Latin America.  Satmex provides transponder capacity to
customers for distribution of network and cable television
programming and on-site transmission of live news reports,
sporting events and other video feeds.  Satmex also provides
satellite transmission capacity to telecommunications service
providers for public telephone networks in Mexico and elsewhere
and to corporate customers for their private business networks
with data, voice and video applications, as well as satellite
internet services.  The Debtor is an affiliate of Loral Space &
Communications Ltd., which filed for chapter 11 protection on
July 15, 2003 (Bankr. S.D.N.Y. Case No. 03-41710).  Some holders
of prepetition debt securities filed an involuntary chapter 11
petition against the Debtor on May 25, 2005 (Bankr. S.D.N.Y.
Case No. 05-13862).  The Debtor, through Sergio Autrey Maza, the
Foreign Representative, Chief Executive Officer and Chairman of
the Board of Directors of Satmex filed an ancillary proceeding
on Aug. 4, 2005 (S.D.N.Y. Case No. 05-16103).

Matthew Scott Barr, Esq., Luc A. Despins, Esq., Paul D. Malek,
Esq., and Jeffrey K. Milton, Esq., at Milbank, Tweed, Hadley &
McCloy LLP represent the Debtor.  When the Debtor filed an
ancillary proceeding, it listed US$900,000,000 in assets and
US$688,000,000 in debts.




===========
P A N A M A
===========


* PANAMA: Environmental Impact a Priority in Canal Expansion
------------------------------------------------------------
Panama's Vice President Samuel Lewis Navarro told Business News
Americas that ensuring a low environmental impact on the
country's water reserves is a priority in the expansion of the
Panama Canal.

It had been estimated that new artificial lakes had to be built
to provide the necessary water for the new locks, which are
expected to increase the canal's capacity, BNamericas relates,
citing Vice President Navarro.

The vice president told BNamericas, "These lakes would have had
a social... and environmental impact as flooding of the area
would have been necessary."

Authorities were cautious of any alternative that involved high
environmental impact, especially upon water, BNamericas says.
Vice President Navarro said that authorities focused on looking
for a more environmentally friendly solution, as they have been
worried about the use of water in the current lock system, where
55 million gallons of water are released into the sea at every
transit.

However, Vice President Navarro told BNamericas, "We have met
the challenge of minimizing environmental harm."  

There's a technology currently used in Germany that allows the
recycling of water through water-saving pools alongside the
locks.  It will allow the canal to save 60% of the water used in
each lock while 40% will be discharged into the sea, BNamericas
states, citing Vice President Navarro.

The official told BNamericas that the initiative also avoids the
relocation of citizens living in the areas that would have been
flooded.

Vice President Navarro said that the final proposal -- now
passed to the congress for approval before being voted on in a
national referendum -- is an environmental and engineering
achievement, BNamericas reports.

                        *    *    *

Fitch Ratings assigned these ratings on Panama:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BBB      Apr.  8, 2005
   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


* PANAMA: Inks Free Trade Pact with Chile to Eliminate Tariffs
--------------------------------------------------------------
After a 10-year negotiation, the governments of Chile and Panama
inked a free trade agreement on Tuesday, June 27, 2006, to
remove tariffs for a period of 15 years, Xinhua News Agency
reports.

Panama's foreign minister Samuel Lewis Navarro told Xinhua that
the agreement confirmed both countries' strong political and
economic partnership.

According to Xinhua, Chile, with 50% of its exports transported
through the Panama Canal, ranks fourth after the United States,
Japan and China as the Canal's largest customer.

Dealings between both countries reached US$122.3 million in
2005, accounting for Chile's US$100.7 million surplus from its
balance of trade with Panama, Xinhua relates.

Chile mainly exports these products to Panama:

   -- copper,
   -- gasoline and
   -- wine.

While, Panama exports these products to Chile:

   -- boats,
   -- fishing nets,
   -- perfume,
   -- radar equipment,
   -- rum and
   -- crockery.

                        *    *    *

Fitch Ratings assigned these ratings on Panama:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BBB      Apr.  8, 2005
   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




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SIDERPERU: Gerdau Wins Bid of 50% Plus One Share of Stock
---------------------------------------------------------
Gerdau S.A. won on June 28, 2006, the bid for 50% plus one share
of Empresa Siderurgica Del Peru S.A.A. - Siderperu's capital
stock.

The bid for this stake was made in a public auction promoted by
the Private Investment Promotion Agency of Peru -- ProInversion.  
The amount totaled US$60.6 million to be paid in cash plus the
assumption of a net debt of approximately US$102 million.

Siderperu is a long and flat steel producer with annual sales of
approximately 360,000 tons in finished products.  It operates:

   -- one blast furnace,
   -- a direct reduction unit and
   -- a melt shop with:
   
         -- two electric arc furnaces,
         -- two LD converters and
         -- three rolling mills.

Approximately 20% of sales are of flat steel and the remaining
80% in long steel.  

The acquisition is part of Gerdau's growth strategy in the
Americas. This investment will ensure the company's presence in
yet another country with relevant economic growth and increase
in steel consumption.

                      About Siderperu

Headquartered in Chimbote, Peru, Siderperu SA has steel
production capacity of 400,000 tons per year.  The company
reported a net loss of 5.99 million soles (US$1.82 million) in
2005, compared to a net profit of 28.8 million soles in 2004.


                       About Gerdau

Headquartered in Porto Alegre, Brazil, Gerdau S.A. --
http://www.gerdau.com.br-- produces and distributes crude steel
and related long rolled products, drawn products, and long
specialty products.  In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay and the United
States.

Gerdau SA's US$600 million 8-7/8% perpetual bond is rated Ba1 by
Moody's, BB+ by S&P, and BB- by Fitch.


* PERU: Inks Water Treatment Plan Accord With Peru Copper
---------------------------------------------------------
Peru Copper Inc. has signed an agreement with Peru's Ministry of
Energy and Mines and Proinversion to fund the construction of a
water treatment plant to treat acid drainage water from the
Kingsmill Tunnel.  The tunnel was constructed in the mid-1930's
by Cerro de Pasco Corporation specifically to drain mine
workings and it crosses beneath mining concessions in the
Morococha mining district to collect acid water.
    
The water collected by the tunnel is highly acidic with a PH of
approximately 4.4 and contains a number of different metals, all
of which are believed to be over permissible health limits.  The
Tunnel currently discharges water into the Yauli River at a rate
of 1,200 liters per second and the Yauli then empties into the
Mantaro River that is a source of irrigation for an important
agricultural district, the Mantaro Valley.
    
The Peru Copper has placed US$15 million in an escrow account to
fund the design, construction and start-up of the treatment
plant.  The Ministry of Energy and Mines, Proinversion and the
company will form a joint committee to oversee the bidding
process, construction and operation of the plant.
    
Charles G. Preble, President and CEO of Peru Copper Inc., said,
"We are extremely pleased to be able to accelerate the
construction of a water treatment plant to treat water from the
Kingsmill Tunnel.  Although we have not yet exercised our option
to acquire concessions in the Morococha areas, we believe that
starting the water treatment now to eliminate a major source of
pollution is the right thing to do. Further, we view our
Toromocho copper project as a partnership among the Company, the
Peruvian Government and the Junin region and the water treatment
plant will benefit all three."
    
Peru Copper is involved in the acquisition and exploration of
potentially mineable deposits of copper in Peru.  On June 11,
2003, Peru Copper entered into the Toromocho Option Agreement
with Empresa Minera del Centro del Peru S.A. aka Centromin, a
Peruvian state-owned mining company, whereby Centromin granted
the company the option to acquire its interest in the mining
concessions and related assets of the Toromocho Project.

                        *    *    *

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




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P U E R T O   R I C O
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ADELPHIA: Spars Anew with Keys Gate & M&H Homestead Over Stay
-------------------------------------------------------------
In his March 31, 2006, decision, the Honorable Robert D. Gerber
of the U.S. Bankruptcy Court for the Southern District of New
York directed Adelphia Communications Corporation to settle an
order in accordance with his denial of Keys Gate Community
Association, Inc.'s request to lift the automatic stay.  ACOM
submitted to the Court a proposed order on April 13, 2006.

Keys Gate and M&H Homestead, Ltd., immediately notified the
Court that they want the ACOM Debtors' proposed order modified.

W. James MacNaughton, Esq., in Woodbridge, New Jersey, notes
that Keys Gate's request to lift the stay contains two separate
and distinct property interests at issue:

    -- ownership of the Facilities itself; and

    -- if the Debtor owns the Facilities, then ACOM's right to
       occupy.

Mr. MacNaughton relates that the Court has only decided the
first issue in the context of whether Debtor was in default
under the Contract.  The Court expressly did not decide the
second issue.

Among others, Keys Gate proposes that the ACOM Debtors' proposed
order on the denial of Keys Gate's lift stay request should
include a language to make clear that the automatic stay remains
only as to the wiring itself and not the right to occupy the
land where the wire is situated.

According to Mr. MacNaughton, the practical effect of the
distinction is nil but the legal effect may have sufficient
meaning to warrant the entry of Keys Gate's counter-order.

                   ACOM Debtors Talk Back

Brian E. O'Connor, Esq., at Willkie Farr & Gallagher LLP, in New
York, tells the Court that it appears that Keys Gate is now
attempting to construe the Court's rulings, through Keys Gate's
proposed counter-order, as already giving Keys Gate the right to
remove the ACOM Debtors' wires and equipment.  In essence, the
only issue according to Keys Gate is ownership of the wires
themselves and not the right to maintain the wires on the Keys
Gate premises.  That argument makes no sense, Mr. O'Connor says.

ACOM asserts that the Court did not intend to permit Keys Gate
to remove the ACOM Debtors' wire before a determination of the
remaining issues in the Adversary Proceeding.

                     Keys Gate Responds

Keys Gate asks the Court to strike Mr. O'Connor's statements as
it contains material that has not been properly introduced into
evidence in the proceeding.

Mr. Naughton notes that the ACOM Debtors are now claiming that
it has the open-ended right "to remove any such home run wiring
within [90] days of the issuance of a final order from the
Bankruptcy Court determining that [ACOM] has no legal right to
remain on the Keys Gate premises [on] the expiration of the
Agreement."  That claimed right is not recognized in the
contract, he says.

According to Mr. Naughton, Keys Gate and M&H are prepared to
litigate all the issues in the proper time following the proper
procedures.

Keys Gate and M&H Homestead notifies the Bankruptcy Court that
they will take an appeal from Judge Gerber's denial of their
request to lift the automatic stay as applied to any and all
Facilities installed and currently used by Adelphia
Communication Corporation and the areas those Facilities occupy
at the premises managed by Keys Gate, to the U.S. District Court
of the Southern District of New York.

Based in Coudersport, Pa., Adelphia Communications Corporation
(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest
cable television company in the country.  Adelphia serves
customers in 30 states and Puerto Rico, and offers analog and
digital video services, high-speed Internet access and other
advanced services over its broadband networks.  The Company and
its more than 200 affiliates filed for Chapter 11 protection in
the Southern District of New York on June 25, 2002.  Those cases
are jointly administered under case number 02-41729.  Willkie
Farr & Gallagher represents the ACOM Debtors.  
PricewaterhouseCoopers serves as the Debtors' financial advisor.  
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.  (Adelphia Bankruptcy News, Issue No. 133;
Bankruptcy Creditors' Service, Inc., 215/945-7000)


GLOBAL HOME: Court Okays Lowenstein Sandler as Panel's Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors appointed in
Global Home Products, LLC, and its debtor-affiliates' chapter 11
cases, obtained authority from the U.S. Bankruptcy Court for the
District of Delaware for to employ Lowenstein Sandler PC as its
bankruptcy counsel.

As reported in the Troubled Company Reporter on June 6, 2006,
Lowenstein Sandler is expected to:

    a. provide legal advice as necessary with respect to the
       Committee's powers and duties as an official committee
       appointed under Section 1102 of the Bankruptcy Code;

    b. assist the Committee in investigating the acts, conduct,
       assets, liabilities, and financial condition of the
       Debtors, the operation of the Debtors' business,
       potential claims, and any other matters relevant to the
       cases or to the formulation of a plan of reorganization;

    c. participate in the formulation of a plan;

    d. provide legal advice as necessary with respect to any
       disclosure statement and plan filed in the Debtors'
       chapter 11 cases and with respect to the process for
       approving or disapproving a disclosure statement and
       confirming or denying confirmation of a plan;

    e. prepare on behalf of the Committee, as necessary,
       applications, motions, complaints, answers, orders,
       agreements and other legal papers;

    f. appear in Court to present necessary motions,
       applications, and pleading, and otherwise protect the
       interest of those represented by the Committee;

    g. assist the Committee in requesting the appointment of a
       trustee or examiner should an action be necessary; and

    h. perform other legal services as may be required and are
       in the interest of the Committee and creditors.

Kenneth A. Rosen, Esq., a member at Lowenstein Sandler, tells
the Court that the Firm's professionals bill:

      Professional                   Hourly Rate
      ------------                   -----------
      Partners                     US$320 - US$595
      Counsel                      US$265 - US$425
      Associates                   US$165 - US$300
      Legal Assistants              US$75 - US$150

Mr. Rosen assures the Court that his firm is disinterested as
that term is defined in Section 101(14) of the Bankruptcy Code.

Headquartered in Westerville, Ohio, Global Home Products, LLC
-- http://www.anchorhocking.com/and http://www.burnesgroup.com/
--  sells houseware and home products and manufactures high
quality glass products for consumers and the food services
industry.  The company also designs and markets photo frames,
photo albums and related home decor products.  The company and
16 of its affiliates , including Burnes Puerto Rico, Inc., and
Mirro Puerto Rico, Inc., filed for Chapter 11 protection on
Apr. 10, 2006 (Bankr. D. Del. Case No. 06-10340).  Laura Davis
Jones, Esq., Bruce Grohsgal, Esq., James E. O'Neill, Esq., and
Sandra G.M. Selzer, Esq., at Pachulski, Stang, Ziehl, Young,
Jones & Weintraub LLP, represent the Debtors.  Bruce Buechler,
Esq., at Lowenstein Sandler P.C., represents the Official
Committee of Unsecured Creditors.  When the company filed for
protection from their creditors, they estimated assets between
US$50 million and


CENTENNIAL COMMUNICATIONS: Fitch Puts B- Issuer Default Rating
--------------------------------------------------------------
Fitch has assigned these ratings for Centennial Communications
Corp. and its subsidiaries:

   Centennial Communications Corp.

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

   Centennial Cellular Operating Co.

      -- Issuer default rating: B-;
      -- Senior secured credit facility: BB-/RR1;
      -- Senior unsecured notes: B+/RR2; and
      -- Senior subordinated notes: CCC+/RR5.

The Rating Outlook is Stable.

The IDRs at Centennial Communications reflect its increased
leverage and reduced financial flexibility as a result of the
special dividend as well as the smaller scale as a regional
operator in an exceedingly competitive operating environment.  
Fitch also believes a higher level of event risk is present with
potential universal service funding reform.  Total debt
increased to US$2.1 billion at the end of the third quarter as a
result of the US$550 million in additional debt with leverage
rising to 5.8x compared with 4.4x at the end of fiscal 2005.  
Despite the approximate US$60 million increase in interest
expense, the company has sufficient liquidity with no near-term
maturities and expectations for relatively modest free cash flow
in 2007.

While operating margins have been pressured during 2006, Fitch
expects margins to stabilize in 2007.  Centennial
Communications' U.S. operations produced strong growth in
subscribers from several initiatives whereas its Caribbean
wireless operations experienced weakness in its growth although
recent trends are positive.  Through the first three quarters of
FY06, compared to the same period in FY 05, adjusted operating
income margins declined over 300 basis points due to several
factors including increased handset expense and network related
expense.  Positively with almost 70% of its GSM subscribers
migrated, improved postpaid churn and steady gains with ARPU in
its U.S operations coupled with expected improved performance in
its Caribbean operations, Fitch anticipates operating results
will stabilize in 2007.

With the USF program under review this year, the combination of
a slow-growing high-cost support fund and an ever-increasing
number of wireless operators making claims on the fund has
created significant pressure on the program.  The Federal
Communications Commission and Congress are expected to undertake
reform on the program although material uncertainty exists
surrounding the potential changes.  However, wireless
disbursements could face a higher level of event risk associated
with reductions.  For Centennial Communications, high-cost
support through the USF funding has risen rapidly since fiscal
2004 when the company collected US$15 million, to 2006, when it
expects to receive approximately US$41 million.

Centennial Communications' liquidity is sufficient based on its
cash position, undrawn revolver availability and lack of near-
term maturities.  Cash at the end of the third quarter of FY2006
was US$89 million.  Its senior secured credit facility consists
of a seven-year term loan that matures in 2011 with US$550
million outstanding, with no annual amortization payments.  The
senior secured credit facility also includes a six-year US$150
million revolving facility that matures in 2010.  Centennial
Communications does not have any maturities until 2008 when its
$145 million senior subordinated notes mature in December,
although, under the terms of the senior secured credit facility,
if the senior subordinated notes are not refinanced by June 15,
2008, the aggregate amount outstanding will become immediately
due.

With the amendments to the credit facilities financial covenants
in December 2005 to permit the special dividend, the company
should have sufficient flexibility over the next couple of
years.  Centennial Communications is also governed by a
restricted payments basket at its 10.125% notes with
approximately US$93 million of availability at the end of the
third quarter, with a debt incurrence test at Centennial
Communications of 7.5x and Centennial Cellular priority and pari
pasu debt incurrence test of 4.75x.

The recovery ratings and notching for the senior credit facility
reflects Fitch's expectation for excellent recovery prospects.  
The 'RR2' rating for the unsecured debt at Centennial Cellular
reflects Fitch's belief of superior recovery prospects.  The
'RR5' recovery rating on the senior subordinated notes at
Centennial Cellular is based on Fitch's expectation for below-
average recovery prospects.  Fitch also would expect poor
recovery prospects of 'RR6' for the US$550 million of unsecured
debt at Centennial Communications given the junior ranking of
the debt.


COVENTRY HEALTH: Florida Court Dismisses Remaining Shane Claims
---------------------------------------------------------------  
U.S. District Judge Federico A. Moreno has issued a summary
judgment order in favor of Coventry Health Care, Inc. (NYSE:
CVH) dismissing all remaining claims filed against the Company
as a part of the Charles B. Shane. et al., vs. Humana, Inc.,
et al., litigation filed in the U.S. District Court for the
Southern District of Florida, Miami Division, Multi-District
Litigation, Case No. 1334.

The lawsuit was filed by a group of physicians as a class action
against Coventry and nine other companies in the managed care
industry.  The Company said it is pleased with the outcome and
remains committed to operational excellence, including mutually-
beneficial relationships with physicians and other providers.

Based in Bethesda, Maryland, Coventry Health Care, Inc.
(NYSE: CVH) -- http://www.cvty.com/-- is a national managed  
health care company operating health plans, insurance companies,
network rental/managed care and workers' compensation services
companies.  Coventry provides a full range of risk and fee-based
managed care products and services, including HMO, PPO, POS,
Medicare Advantage, Medicare Prescription Drug Plans, Medicaid,
Workers' Compensation services and Network Rental to a broad
cross section of individuals, employer and government-funded
groups, government agencies, and other insurance carriers and
administrators in all 50 states as well as the District of
Columbia and Puerto Rico.

                        *    *    *

On January 27, 2005, Fitch assigned Coventry Health Care's bank
loan debt, senior unsecured debt, and long-term issuer default
ratings at BB with a stable outlook.

In December 2004, Moody's assigned the company's bank loan debt,
senior unsecured debt and long-term corporate family ratings at
Ba1 with a stable outlook.

The company's long-term local issuer credit carries Standard &
Poor's BBB- rating.  The rating was placed in December 2004 with
a positive outlook.


FIRSTBANK PUERTO: Moody's Affirms Ba1 Rating on Deposits
--------------------------------------------------------
Moody's Investors Service confirmed the ratings of FirstBank
Puerto Rico at Ba1 for deposits.  The bank's D+ rating for
financial strength was also confirmed.  The rating outlook is
negative.  

The rating agency had most recently downgraded the bank
(deposits to the current Ba1 from Baa3) on October 28, 2005 and
left it on review for possible downgrade.  Borrower risk
concentrations had been the main credit concern, an issue that
prompted the March 2006 cease and desist orders from banking
regulators.  Moody's said that FirstBank has made significant
progress in lowering its exposure to single name clients and is
aiming toward further reductions, which Moody's expects will be
achieved.

According to Moody's, the negative rating outlook reflects a
number of remaining uncertainties.  Specifically, the parent
company, First BanCorp, has yet to file updated, audited
financial statements for 2005, as well earnings for the first
quarter of 2006.  Also, the company remains under regulatory
scrutiny from federal regulators and may be exposed to
significant fines and/or litigation risk.

Single-name exposures resulted from a change in accounting for
mortgage loan portfolios that FirstBank purchased from Doral
Financial Corporation and R&G Financial Corp.  These loans were
originally accounted for as mortgage loans on the financial
reports of FirstBank. The transactions, however, did not qualify
as "true sales."  As a consequence, the loans had to be
reclassified as commercial loans that substantially exceeded
regulatory limits to single borrowers.

Despite the negative outlook, Moody's cited as positive rating
factors that FirstBank's franchise remains intact and we believe
its financial performance exceeds that of similarly rated banks.  
Notwithstanding the previous change in risk weighted assets
(from a 50% weighting on mortgages to 100% on related
reclassified commercial loans) the bank and its holding company
never lost the "well capitalized" regulatory status.  Since the
sale of loans, capital ratios have further strengthened, added
Moody's.  Moreover, the holding company has received regulatory
approvals to pay dividends.

Moody's noted that the bank has made progress in reducing single
name concentrations, and is aiming toward further reductions
within the near term.  The holding company's failure to file
requisite audited financial reports, the risk of major
litigation, and the SEC's ongoing investigation remain rating
challenges.  Moody's will continue to monitor FirstBank's
efforts to limit credit concentration risks as well as its
progress in producing audited financial statements.

Outlook Actions:

   -- Changed To Negative From Rating Under Review

Confirmations:

   -- Bank Financial Strength Rating: D+;
   -- Issuer Rating: Ba2;
   -- OSO Senior Unsecured OSO Rating: Ba2;
   -- Senior Unsecured Bank Note Program: Ba2;
   -- Senior Unsecured Deposit Rating: Ba1; and
   -- Senior Unsecured Regular Bond/Debenture: Ba2.

FirstBank Puerto Rico, headquartered in San Juan, Puerto Rico,
reported total assets of roughly US$19 billion at year-end 2005.  
It is a subsidiary of First Bancorp.


MMM HOLDINGS: Moody's Affirms Senior Secured Debt Rating at B1
--------------------------------------------------------------
Moody's Investors Service has assigned a B1 senior debt rating
to the proposed US$185 million term loan of Preferred Health
Management Corporation or PHMC.  The term loan is being issued
under an amendment to the existing credit facility of Aveta Inc.  
The ratings of the co-borrowers under the existing facility, MMM
Holdings, Inc. and NAMM Holdings, Inc. were both affirmed at B1.  
The outlook on all the ratings is stable.

According to Moody's, the proceeds of the bank loan will be used
by Aveta to fund the purchase of Preferred Medicare Choice, Inc.
or PMC, a licensed HMO operating in Puerto Rico and PHMC, an
administrative services company.  The new facility will be
guaranteed by Aveta on the same basis as the existing facility
and is considered to be pari passu with the existing term loans.  
The existing facility is secured with the pledge of the stock
and assets of Aveta, as well as the pledge of the stock of each
of the borrowers and their regulated subsidiaries and all assets
of the non-regulated entities.  The new loan, which matures on
the same date (August 2011) as the existing term loans, will
have the same pledge.

According to Moody's, PHMC and PMC will become subsidiaries of
MMM, alongside MMM Healthcare that also operates in Puerto Rico.  
MMM Healthcare and PMC are the two largest providers of Medicare
Advantage products in Puerto Rico, with 118,000 members and
61,000 members, respectively.  PMC offers its products in all 78
municipalities, with a stronger concentration in the western
portion of the island, compared to MMM Healthcare that is more
concentrated in the south and east. Combined, they will service
approximately 75% of the Medicare Advantage enrolled population
in Puerto Rico.

Moody's B1 senior secured bank credit facility rating is based
on the consolidated results of MMM and NAMM and reflects the
companies' highly leveraged capital structure, including the
large amount of goodwill, the companies' short operating
history, dependence on the Medicare Advantage product and
geographic concentration in Puerto Rico, as well as the
uncertainty which surrounds the future financial prospects of
the Medicare program.  Although the companies comply with the
regulatory capital requirements of each jurisdiction in which
they operate, Moody's believes that the targeted consolidated
capital adequacy on an NAIC risk-based capital basis is
relatively weak at approximately 50% of company action level.  
However, the rating agency noted that the results for 2005 were
solid with combined Medicare membership growth in Puerto Rico
exceeding 30% and operating margins of approximately 10%.  The
rating agency added that given the current Medicare
reimbursement rates for Puerto Rico and the combined marketing
potential of MMM Healthcare and PMC, similar results are
expected during 2006.

Moody's ratings are based on the expectation that there are no
changes in the methodology used by the Centers for Medicare and
Medicaid Services in determining the Medicare Advantage
reimbursement rates, that 100% of excess unregulated cash is
used for debt repayment, and the companies maintain a
consolidated RBC of at least 50% of company action level.  
Moody's also expects that there are no significant changes to
the financial covenants contained in the secured bank credit
facility and all covenants will be met or exceeded.

Moody's stated that the ratings could move up if NAIC RBC grows
to 100% of company action level, debt to EBIT falls below 2
times, EBIT interest coverage is at least 5 times, there is
additional product and geographic diversification, and there is
successful integration with PMC measured by net margins of at
least 4% and organic membership growth in Puerto Rico of at
least 10%.  However, if there is a significant adverse change in
Medicare reimbursement levels, if NAIC RBC falls below 50% of
company action level, if debt to EBIT exceeds 5 times, if EBIT
to interest expense falls below 3.5 times, or if a significant
portion of debt is not retired each year, then Moody's said, the
ratings could be moved down.

MMM Healthcare offers Medicare Advantage products exclusively to
eligible participants in Puerto Rico.  Moody's notes that the
company currently enjoys being the market leader in providing
Medicare Advantage products in Puerto Rico and being reimbursed
at a very favorable rate from CMS, which determines the rates
that health benefit companies are paid to provide a Medicare
Advantage product.  As a result of these circumstances, Moody's
stated, the company has been able to record impressive growth
and earnings margins since it was established in 2001.  However,
while CMS reimbursement rates are in place for 2006, and rates
for 2007 have been announced, rates for subsequent years are
susceptible to unpredictable shifts in Medicare policy emanating
from Washington.

NAMM is a medical management company that operates in California
and Illinois.  Its regulated operating subsidiary, PrimeCare
Medical Network, Inc., consists of 10 owned IPAs in Southern
California that contract with major health care benefit
companies on a capitated basis to provide medical care to
commercial and Medicare members.

This rating was assigned with a stable outlook:

   Preferred Health Management Corporation

     -- senior secured debt rating at B1.

These ratings were affirmed with a stable outlook:

   MMM Holdings, Inc.

      -- senior secured debt rating: B1; and
      -- corporate family rating at B1.

   NAMM Holdings, Inc.

      -- senior secured debt rating: B1,

   MMM Healthcare, Inc.

      -- insurance financial strength rating: Ba2;

   PrimeCare Medical Network, Inc.

      -- insurance financial strength rating: Ba2.

Aveta, Inc. is headquartered in Fort Lee, NJ.  As of
December 31, 2005, Aveta reported stockholders' equity of US$38
million and approximately 130,500 Medicare members.  For full
year 2005, pro-forma total revenues (including NAMM revenue for
the full year) were US$938 million.

Moody's health insurance financial strength ratings are opinions
about the ability of life and health insurance companies to
punctually repay senior policyholder claims and obligations.  
Because IFSRs are applied to operating life and health insurance
companies, the cash flows of which are regulated by the
applicable state insurance department, the IFSR is typically the
highest rating within a corporate group.

Moody's corporate family rating is an opinion of a corporate
family's ability to honor all of its financial obligations and
is assigned to a corporate family as if it had a single class of
debt and a single consolidated legal entity structure.


PREFERRED HEALTH: Moody's Rates US$185 Million Term Loan at B1
--------------------------------------------------------------
Moody's Investors Service has assigned a B1 senior debt rating
to the proposed US$185 million term loan of Preferred Health
Management Corporation or PHMC.  The term loan is being issued
under an amendment to the existing credit facility of Aveta Inc.  
The ratings of the co-borrowers under the existing facility, MMM
Holdings, Inc. and NAMM Holdings, Inc. were both affirmed at B1.  
The outlook on all the ratings is stable.

According to Moody's, the proceeds of the bank loan will be used
by Aveta to fund the purchase of Preferred Medicare Choice, Inc.
or PMC, a licensed HMO operating in Puerto Rico and PHMC, an
administrative services company.  The new facility will be
guaranteed by Aveta on the same basis as the existing facility
and is considered to be pari passu with the existing term loans.  
The existing facility is secured with the pledge of the stock
and assets of Aveta, as well as the pledge of the stock of each
of the borrowers and their regulated subsidiaries and all assets
of the non-regulated entities.  The new loan, which matures on
the same date (August 2011) as the existing term loans, will
have the same pledge.

According to Moody's, PHMC and PMC will become subsidiaries of
MMM, alongside MMM Healthcare that also operates in Puerto Rico.  
MMM Healthcare and PMC are the two largest providers of Medicare
Advantage products in Puerto Rico, with 118,000 members and
61,000 members, respectively.  PMC offers its products in all 78
municipalities, with a stronger concentration in the western
portion of the island, compared to MMM Healthcare that is more
concentrated in the south and east. Combined, they will service
approximately 75% of the Medicare Advantage enrolled population
in Puerto Rico.

Moody's B1 senior secured bank credit facility rating is based
on the consolidated results of MMM and NAMM and reflects the
companies' highly leveraged capital structure, including the
large amount of goodwill, the companies' short operating
history, dependence on the Medicare Advantage product and
geographic concentration in Puerto Rico, as well as the
uncertainty which surrounds the future financial prospects of
the Medicare program.  Although the companies comply with the
regulatory capital requirements of each jurisdiction in which
they operate, Moody's believes that the targeted consolidated
capital adequacy on an NAIC risk-based capital basis is
relatively weak at approximately 50% of company action level.  
However, the rating agency noted that the results for 2005 were
solid with combined Medicare membership growth in Puerto Rico
exceeding 30% and operating margins of approximately 10%.  The
rating agency added that given the current Medicare
reimbursement rates for Puerto Rico and the combined marketing
potential of MMM Healthcare and PMC, similar results are
expected during 2006.

Moody's ratings are based on the expectation that there are no
changes in the methodology used by the Centers for Medicare and
Medicaid Services in determining the Medicare Advantage
reimbursement rates, that 100% of excess unregulated cash is
used for debt repayment, and the companies maintain a
consolidated RBC of at least 50% of company action level.  
Moody's also expects that there are no significant changes to
the financial covenants contained in the secured bank credit
facility and all covenants will be met or exceeded.

Moody's stated that the ratings could move up if NAIC RBC grows
to 100% of company action level, debt to EBIT falls below 2
times, EBIT interest coverage is at least 5 times, there is
additional product and geographic diversification, and there is
successful integration with PMC measured by net margins of at
least 4% and organic membership growth in Puerto Rico of at
least 10%.  However, if there is a significant adverse change in
Medicare reimbursement levels, if NAIC RBC falls below 50% of
company action level, if debt to EBIT exceeds 5 times, if EBIT
to interest expense falls below 3.5 times, or if a significant
portion of debt is not retired each year, then Moody's said, the
ratings could be moved down.

MMM Healthcare offers Medicare Advantage products exclusively to
eligible participants in Puerto Rico.  Moody's notes that the
company currently enjoys being the market leader in providing
Medicare Advantage products in Puerto Rico and being reimbursed
at a very favorable rate from CMS, which determines the rates
that health benefit companies are paid to provide a Medicare
Advantage product.  As a result of these circumstances, Moody's
stated, the company has been able to record impressive growth
and earnings margins since it was established in 2001.  However,
while CMS reimbursement rates are in place for 2006, and rates
for 2007 have been announced, rates for subsequent years are
susceptible to unpredictable shifts in Medicare policy emanating
from Washington.

NAMM is a medical management company that operates in California
and Illinois.  Its regulated operating subsidiary, PrimeCare
Medical Network, Inc., consists of 10 owned IPAs in Southern
California that contract with major health care benefit
companies on a capitated basis to provide medical care to
commercial and Medicare members.

This rating was assigned with a stable outlook:

   Preferred Health Management Corporation

     -- senior secured debt rating at B1.

These ratings were affirmed with a stable outlook:

   MMM Holdings, Inc.

      -- senior secured debt rating: B1; and
      -- corporate family rating at B1.

   NAMM Holdings, Inc.

      -- senior secured debt rating: B1,

   MMM Healthcare, Inc.

      -- insurance financial strength rating: Ba2;

   PrimeCare Medical Network, Inc.

      -- insurance financial strength rating: Ba2.

Aveta, Inc. is headquartered in Fort Lee, NJ.  As of
December 31, 2005, Aveta reported stockholders' equity of US$38
million and approximately 130,500 Medicare members.  For full
year 2005, pro-forma total revenues (including NAMM revenue for
the full year) were US$938 million.

Moody's health insurance financial strength ratings are opinions
about the ability of life and health insurance companies to
punctually repay senior policyholder claims and obligations.  
Because IFSRs are applied to operating life and health insurance
companies, the cash flows of which are regulated by the
applicable state insurance department, the IFSR is typically the
highest rating within a corporate group.

Moody's corporate family rating is an opinion of a corporate
family's ability to honor all of its financial obligations and
is assigned to a corporate family as if it had a single class of
debt and a single consolidated legal entity structure.




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


BWIA WEST: Chief Executive to Present Analysis on Firm's Future
---------------------------------------------------------------
British West Indies Airways aka BWIA said in statement that
Arthur Lok Jack, the airline's chairman, has asked the Chief
Executive Officer to present to the board of directors by
June 30, 2006, an analysis as well as professional
recommendations on the future viability of BWIA.

BWIA said in a statement on Wednesday that no agreement has been
reached yet between the management and the Aviation
Communication and Allied Workers Union or ACAWU.

As reported in the Troubled Company Reporter-Latin America on
June 26, 2006, BWIA met with ACAWU on June 21 at the airline's
Sunjet House offices in Spain to explore ways to address
workers' grievances on dismissals, suspensions and unlawful
terminations of employment of officers since 2001.  Protests
resulting from stalled negotiations between BWIA and the workers
stopped when the meeting was scheduled to discuss the
grievances.  Curtis John, the head of ACAWU, had described the
talks held on June 21 as exploratory in nature, revolving around
the status of the current collective agreement.  BWIA's
executives had accepted the union's proposals and suggestions
for a new collective agreement to analyze the proposals,
promising to report their decision to the union in July.  

"The proposals made by the company reflect salary increases in
line with the ability of the company-to create an environment
whereby BWIA can provide a safe customer driven profitable
service that is sustainable within the current global aviation
industry," BWIA said.

BWIA explained in the statement that the inability to reach an
agreement meant that the airline continues to suffer significant
losses.  The business recovery plan submitted to the government
of Trinidad and Tobago is at risk.  The plan was specifically
designed to cut the airline's losses.

The protest by members of the staff has aggravated the loss
position of the airline and has caused damage to BWIA's
reputation to its clients, the statement said.

The government has mandated the board to achieve the financial
viability of the airline.  Given the gravity of the situation
with the unions, the board has a responsibility to ensure that
all stakeholders are fully aware of the BWIA's weak position.

BWIA said in the statement that it will be informing all
stakeholders directly of the state of negotiations as well as
the implications if agreements are not reached.

BWIA was founded in 1940, and for more than 60 years has been
serving the Caribbean islands from Trinidad and Tobago, the hub
of the Americas, linking the twin island republic and many other
Caribbean islands with North America, South America, the United
Kingdom and Europe.

The airline has reportedly been losing US$1 million a week due
to poor operational management.  An employee survey revealed
that lack of responsibility by the management is a major issue
in the company.




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


* URUGUAY: IMF Completes Fourth Review on Stand-By Arrangement
--------------------------------------------------------------
The Executive Board of the International Monetary Fund completed
today the fourth review under the three-year, SDR766.25 million,
about US$1.13 billion, Stand-By Arrangement for Uruguay.  
Completion of this review makes an additional SDR85.8 million,
about US$126.2 million, immediately available to Uruguay.

In completing the review, the Board granted a waiver for:

   -- the non-observance of the performance criterion on police
      pension reform and its resetting for end-October 2006;

   -- the modification of the performance criterion on tax
      reform; and

   -- the modification of the end-June monetary performance
      criteria and targets.

In commenting on the Board review, Mr. Agustin Carstens, Deputy
Managing Director and Acting Chair, said, "Uruguay's recent
economic performance under the Stand-By Arrangement, and the
outlook for 2006, remain strong.  Sound economic policies and
market confidence in Uruguay's prospects, a strengthened
external position, and an improved debt structure have helped
the economy weather well the recent volatility in international
financial markets.  The authorities remain committed to continue
implementing forward-looking policies to address medium-term
vulnerabilities, including the high public debt and widespread
financial dollarization.

"Robust growth provides Uruguay an opportunity to strengthen
further its fiscal position. Exceeding the 2006 fiscal target is
desirable, as it would help further lower the high public debt,
control inflation, and moderate appreciation pressures.  Efforts
to strengthen tax administration and fully pass through
international oil prices will also be important in this regard.  
In addition, approval of the tax reform, with its revenue-
neutral and base-broadening elements, will be a key step toward
improving the efficiency and equity of Uruguay's tax system.

"Monetary policy has successfully brought inflation to single
digits in an environment complicated by remonetization and large
capital inflows. The central bank's focus on building up
reserves, while maintaining appropriate exchange rate
flexibility, is well placed.  The recent pickup in inflationary
pressures is being monitored carefully, and the authorities
stand ready to tighten monetary policies should developments
suggest that the end-2006 target range could be missed.

"Financial sector reforms are progressing well.  A financial
sector bill currently under the Congress' consideration will,
once approved, address several improvements identified by the
government in consultation with the Fund and the World Bank.

"Looking ahead, Uruguay's key challenge will be to implement
crucial structural reforms over the next months-including the
tax, financial sector, and pension reforms currently before
Congress.  Over the medium term, the authorities should continue
with the sustained implementation of strong macroeconomic
polices, while persevering with steps to improve the business
climate and strengthen labor market flexibility. Together, these
will reduce vulnerabilities further and lay the basis for
lasting growth," Mr. Carstens said.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
May 26, 2006, Fitch Ratings revised the Outlooks on the Oriental
Republic of Uruguay's Sovereign ratings to Positive from Stable.  
The long-term foreign currency Issuer Default Rating is affirmed
at 'B+', and the long-term local currency IDR is affirmed at
'BB-'.  The Short-term IDR is affirmed at 'B' and the Country
Ceiling is affirmed at 'BB-'.

                        *    *    *

Moody's upgraded Uruguay's long-term foreign currency rating to
B1 from B3 under the revised foreign currency ceilings on
May 24, 2006.




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


PETROLEOS DE VENEZUELA: Will Ink Two Accords with Petroecuador
--------------------------------------------------------------
Petroleos de Venezuela, the state-owned oil firm of Venezuela,
will sign two accords with Petroecuador, its Ecuadorean
counterpart, to establish a strategic alliance that would allow
Ecuador to save US$200 million, Prensa Latina reports.

Rafael Ramirez, the oil and energy minister of Venezuela, will
sign the agreements in Quito with Walter Lopez, the "pro
tempore" president of Petroecuador, Prensa Latina states, citing
local government sources.

According to Prensa Latina, the first agreement involves
Petroleos de Venezuela in several projects like the Esmeraldas
refinery upgrade.  The second agreement regulates trade of
Ecuadorian crude for derivatives since its refineries do not
meet domestic demands for diesel, oils and gas.

Under the contract, Ecuador will request derivatives according
to its needs and will inform the unilateral termination of the
contract.  The pact will be cancelled if one of the parties
involved decides, Prensa Latina relates.

                   About Petroecuador

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 alleging
that Petroecuador has been inefficient and non-transparent in
its accounts.

               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.


WILLBROS GROUP: Post US$4.6 Mil. Net Loss in 2006 First Quarter
---------------------------------------------------------------
Willbros Group, Inc. (NYSE: WG) has filed its results for third
quarter 2005 on Form 10-Q, for the year ended Dec. 31, 2005, on
Form 10-K and for the first quarter 2006 on Form 10-Q.

The 2005 and 2006 Forms will be available on the Company's web
site at http://www.willbros.com/  

Willbros also reported that its backlog, adjusted for the sale
of the Opal TXP-4 Plant, stood at US$820 million at the end of
March 2006, as compared to US$816 million at Dec. 31, 2005.

"We are moving beyond many of the challenges we have dealt with
over the past eighteen months," stated Michael F. Curran,
Chairman and CEO.

"After a lot of hard work, we believe we have become a more
efficient company, and we are in the process of working through
the majority of the remaining legacy work in Nigeria. We
continue to see increasing opportunities to expand both our
backlog and our revenue at improved contract margins."

                     First Quarter 2006

For the quarter ended March 31, 2006, the Company posted
operating income of US$500,000 on revenue of US$248.5 million.  
Contract costs were US$227.1 million, resulting in a gross
margin of 8.6%.  General and Administrative costs were US$15.7
million (or 6.3% of revenue).

The tax provision was US$6.0 million primarily due to taxes
payable on a deemed profit basis in Nigeria.  Net loss was
US$4.6 million compared to a net loss of US$9.9 million in the
first quarter of 2005.

International revenue of US$149.9 million increased by US$62.9
million over the same period in 2005, primarily due to increased
work in Nigeria.  In the United States & Canada, revenue of
US$98.6 million was up US$54.0 million as compared to results
for the same period in 2005, primarily as a result of increased
engineering activities in Tulsa, increased construction activity
at Willbros RPI and increased work in the oil sands region of
Canada.

The increase in contract income of US$4.6 million to US$21.4
million in the first quarter of 2006 compared to the same
quarter last year was almost evenly split between our
International and United States & Canada business segments.

However, contract margin was down 4.1 percentage points
primarily due to the recent events in Nigeria that resulted in
project delays and additional costs on virtually all projects in
Nigeria.

General and Administrative costs were US$15.7 million for the
first quarter of 2006.  This was a decrease of US$1.4 million or
8% compared to the same quarter of 2005.  This reduction in G&A
costs included increased insurance and additional staffing costs
totaling approximately US$1.5 million.

Depreciation and amortization costs for the period ending
March 31, 2006, were approximately US$5.2 million, compared to
US$5.3 million for the same period in 2005.

The Company recognized a gain of US$2.4 million on the sale of
equipment, primarily the TXP-4 Plant in Opal, Wyoming, partially
offset by net interest and other expense of approximately
US$1.6 million, resulting in other income of US$800,000.

                       Full Year 2005

For the year ended Dec. 31, 2005, Willbros reported an operating
loss of US$16.1 million on US$706.5 million in revenue.  
Contract costs were US$624.6 million, resulting in a gross
margin of 11.6%. G&A costs were US$75.4 million (or 10.7% of
revenue).  

The tax provision was US$18.3 million primarily due to taxes
payable on a deemed profit basis in Nigeria.  Net loss was
US$38.8 million compared to a net loss of US$(20.8) million in
2004.

The increase in revenue is attributable to:

   -- increased construction activity in Nigeria on four large
      EPC contracts with major oil companies partially offset by
      work completed in 2004 in Iraq, Venezuela, Oman, Bolivia
      and Ecuador;

   -- commencement of work on new engineering and pipeline
      construction projects in the United States; and

   -- continuation of work relating to maintenance and
      fabrication contracts in the Canadian oil sands.

Contract income increased US$16.3 million to US$82.0 million in
2005 compared to the previous year due to the increase in
revenue.  However, contract margin decreased 2.0 percentage
points to 11.6%.  The decrease in contract margin was primarily
due to low margin projects in Nigeria, start-up costs and cost
overruns in Canada and interruptions of work in progress in the
United States by Hurricanes Katrina and Rita.

Contract income and contract margin percentage in both segments
were negatively impacted in 2005 by unresolved change orders
which are expected to be resolved in future periods.

G&A expense increased US$28.8 million to US$75.4 million in 2005
compared to US$46.6 million in 2004.  The increase in G&A
expense in 2005 was primarily related to the costs associated
with the investigations, restatement of prior periods financial
results and shareholders' lawsuits.

Depreciation and amortization costs for the year ended Dec. 31,
2005 were US$21.6 million, compared to US$16.7 million for the
same period in 2005.

Other expense decreased US$5.1 million to US$4.3 million for the
year ended Dec. 31, 2005.  Net interest expense increased US$1.3
million to US$3.9 million in 2005 compared to the prior year.  
Other expenses decreased US$6.4 million to US$0.4 million
primarily as a result of a reduction in bad debt expense in
2005.

Willbros Group, Inc. -- http://www.willbros.com/-- is an  
independent contractor serving the oil, gas and power
industries, providing engineering and construction, and
facilities development and operations services to industry and
government entities worldwide.  The company has been active in
South America since 1939.  Its subsidiary, CAMSA, provides
construction services to Venezuela and monitors activities
elsewhere in South America.

                        *    *    *

                   Long-Term Debt Waivers

During the period from Nov. 23, 2005, to June 14, 2006, the
Company entered into four additional amendments and waivers to
the 2004 Credit Facility with its syndicated bank group to waive
non-compliance with certain financial and non-financial
covenants. Among other things, the amendments provided that: (1)
certain financial covenants and reporting obligations were
waived and/or modified to reflect the Company's current and
anticipated future operating performance; (2) the ultimate
reduction of the facility to US$70,000 for issuance of letter of
credit obligations only; and (3) a requirement for the Company
to maintain a minimum cash balance of US$15,000.


* VENEZUELA: Bandes Invests US$30 Million Abroad
------------------------------------------------
The Venezuelan Economic and Social Development Bank -- Bandes
-- has invested so far US$30 million abroad.  The investment is
in line with the bank's previously disclosed plan to expand to
other Latin American nations.

The bank's resources have been invested in Uruguay and Paraguay,
and it also plans expansion in Nicaragua and Guatemala.

As disclosed by Bandes managing director Edgar Hernandez Behrens
to El Universal, US$20 million were invested in Uruguaya's
Cofac, a savings cooperative.  The amount includes US$10 million
for capitalization and US$10 million for additional investments.

According to El Universal, a Bandes commission is currently on
visit to the Southern nation to refine the details on the
establishment of Bandes Uruguay.  The institution would be
responsible for lending in productive sectors and mortgage.  
Bandes' operations in Uruguay will be through a board of
directors composed of members of Bandes, Banfoandes and Cofac.  
The bank will have 400 employees.

Bandes has also granted a US$10 million financing facility to
Paraguay.

Venezuela's foreign currency long-term debt is rated B1 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.


* VENEZUELA: Signing Adhesion Protocol to Mercosur on July 4
------------------------------------------------------------
Venezuela will sign on July 4 the protocol of adhesion to the
Southern Common Market or Mercosur, El Universal reports.

Foreign ministers of Mercosur's current members -- Argentina,
Brazil, Paraguay and Uruguay -- signed on June 16 Venezuela's
Protocol of Adhesion as full member, in an extraordinary summit
held in Buenos Aires, recalled AFP.  

During the July 4 meeting in Caracas, the presidents of the
respective member countries will be appending their signatures
to the Protocol of Adhesion.

Venezuela became a member of the trade bloc on Dec. 9, 2005.  
Once its membership is formalized, Venezuela will be able to
vote on matters concerning the trade bloc.

Mercosur's purpose is to promote free trade and the fluid
movement of goods, peoples and currency in the Latin American
region.

Venezuela declared its intention to become a full member of
Mercosur after it withdrew from the Andean Community of Nations
in April.  President Hugo Chavez accused Andean Community
members of being overly aligned with the US and claimed that the
free trade deals are unfair to developing nations.

As a member of Mercosure, Venezuela is expected to:

   -- broaden common tariff policy that regulates imports and
      exports,

   -- adopt common arbitration for settling trade disputes with
      other Mercosur members, and

   -- align its trade policies with the rest of the bloc.

Venezuela's foreign currency long-term debt is rated B1 by
Moody's, B+ by Standard & Poor's, and BB- by Fitch.


* VENEZUELA: Will Negotiate Bilateral Ties with Jamaica
-------------------------------------------------------
Phillip Paulwell -- Jamaica's minister of industry, technology,
energy and commerce -- will hold talks with Rafael Ramirez, his
Venezuelan counterpart, to discuss bilateral relations between
the two nations, the Jamaica Gleaner reports.

The Gleaner relates that Minister Paulwell has left for
Venezuela on June 27, along with a delegation.  Minister
Paulwell is expected to discuss with Minister Ramirez a loan
agreement under the PetroCaribe pact.  It is also expected that
the two parties will sign off a US$300 million loan for Highway
2000.

The Gleaner states that Colin Campbell, Jamaica's information
minister, disclosed during a post-Cabinet press briefing at the
Jamaica House on Monday that other matters for discussion
include:

     -- the rehabilitation of physical infrastructure damaged by
        Hurricane Ivan,

     -- cooperation in air transport, and
    
     -- the supply of 2,500 barrels of oil per day for Air
        Jamaica.

Venezuela currently supplies 21,000 barrels of oil daily to
Jamaica, under the PetroCaribe initiative, The Gleaner relates.  

                        *    *    *

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



                        ***********


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, Stella
Mae Hechanova, and Christian Toledo, Editors.

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed
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            * * * End of Transmission * * *