TCRLA_Public/061005.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

          Thursday, October 5, 2006, Vol. 7, Issue 198

                          Headlines

A R G E N T I N A

AGROINSUMOS DEL NORTE: Verification of Claims Is Until Oct. 17
BANCO PATAGONIA: Places ARS16-Million Securitization
BOWLING & BILLIARDS: Trustee Verifies Claims Until Nov. 24
COMPANIA QUIMICA: Claims Verification Deadline Is on Nov. 17
DOINA SA: Deadline for Verification of Claims Is Set for Nov. 27

NECOPLAST SA: Claims Verification Deadline Is Set for Nov. 16
PROGAL QUIMICA: Claims Verification Deadline Moved to Nov. 21

* PROVINCE OF NEUQUEN: S&P Ups Rating on US$125MM Notes to BB-

B A H A M A S

COMPLETE RETREATS: Intagio Withdraws Credit Reservations Motion
COMPLETE RETREATS: Can Examine D.G. Capital Under Rule 2004
WINN-DIXIE: Wants to Reject Seven Negotiated Contracts
WINN-DIXIE: Court Okays Rejection of 267 Contracts & Leases
WINN-DIXIE: Judge Funk Okays Assumption of 12 Store Leases

WINN-DIXIE: Sells Leesburg & Edgewood Outparcels

B A R B A D O S

SECUNDA INT'L: Extends Tender Offer Expiration Until Oct. 12

B E R M U D A

CABLE & WIRELESS: Government Opposes Bid to Acquire KeyTech
FIRST GROWTH: Creditors Must File Proofs of Claim by Oct. 20
GLOBAL CROSSING: Provides Internet Protocol for Carter & Burgess
REFCO INC: Albert Togut Wants to Transfer Excess Funds
REFCO INC: Chapter 7 Trustee Wants to Pay Net Equity Claims

B O L I V I A

* BOLIVIA: Comibol to Ink Development Accord with Jindal Steel

B R A Z I L

BANCO BRADESCO: Seguros Increases Billing to BRL10.1 Billion
BANCO DO BRASIL: S&P Affirms BB Counterparty Credit Rating
BANCO DO NORDESTE: S&P Affirms Low B Currency Credit Ratings
BANCO NACIONAL: Grants BRL26MM Financing to Uniao Terminais
BANCO NACIONAL: Provides BRL22-Mln Loan to Livararia e Papelaria

BANCO PINE: S&P Rates US$150 Million Sr. Unsecured Notes at B+
BANCO RURAL: Fitch Affirms BB-(bra) Long-Term National Rating
HAYES LEMMERZ: S&P Affirms B- Rating & Removes Negative Watch
HRP MYRTLE: Moody's Assigns Loss-Given-Default Ratings to Notes
NOSSA CAIXA: Authorities Suspend Sale of 18.8 Million Shares

VERIFONE INC: S&P Rates Proposed US$540 Million Facility at BB-

C A Y M A N   I S L A N D S

AIR TARA: Shareholders Vote to Liquidate Business
ALTERNATIVE VENTURES: Filing of Proofs of Claim Is Until Nov. 2
COMMODITY RESOURCES: Proofs of Claim Filing Is Until Nov. 2
DOJIMA HOTEL: Deadline for Filing Proofs of Claim Is on Nov. 2
GLOBAL VENTURES: Creditors Must File Proofs of Claim by Nov. 2

JADE CAPITAL: Last Day to File Proofs of Claim Is on Nov. 2
JIAN KANG: Shareholders Agree to Place Company in Liquidation
ML S: Creditors Have Until Nov. 2 to File Proofs of Claim
REVLON (CAYMAN): Last Day to File Proofs of Claim Is on Nov. 1
SEA FUNDING: Proofs of Claim Filing Deadline Is Set for Nov. 2

C H I L E

SHAW GROUP: Reviews Accounting of Fiscal 2000 Stock Option Award

C O L O M B I A

BANCO DE BOGOTA: Shareholders Okay Merger with Megabanco
ECOPETROL: Gov't to Hire Two Consulting Firms for Stake Sale
MEGABANCO: Banco de Bogota Shareholders Okay Merger with Firm

C O S T A   R I C A

DENNY'S CORP: Closes US$62-M Property Sale to National Retail
NINE.COM: Will Close Down Costa Rican Subsidiary

D O M I N I C A N   R E P U B L I C

BANCO DOMINICANO: Labor Court Dismisses Former Head's Suit
BANCO INTERCONTINENTAL: Defense Alleges Testimonies Withheld
FALCONBRIDGE LTD: Xstrata Needs US$5B to Fund Takeover of Firm

E C U A D O R

PETROECUADOR: Occidental Withdraws Lawsuit Against Firm
PETROECUADOR: Olade Will Conduct Audit on Firm's Oil Production

G U A T E M A L A

AFFILIATED COMPUTER: Gets Sued for Breach of Fiduciary Duties
AFFILIATED COMPUTER: Stock Option Probe Delays Form 10-K Filing
AFFILIATED COMPUTER: Form 10-K Filing Delay Cues S&P's Downgrade

J A M A I C A

CALDON FINANCE: Court Ruling on Bank Fraud Expected on Oct. 19
DOLE FOOD: Deal on JP Fruit Sale Expected in a Few Weeks
KAISER ALUMINUM: Agrium Companies React to Claim Objections
KAISER ALUMINUM: Cuts 20 Jobs in Ontario, Canada Plant
KAISER ALUMINUM: Extends Contract with Armor Holdings

WEST CORP: Moody's Assigns Caa1 Rating to US$1.1 Bil. Sr. Notes
WEST CORP: S&P Rates Proposed US$2.35-B Sr. Facilities at B+

M E X I C O

FORD MOTOR: Improvement to Show in 2007 Second Half, Says CFO
GENERAL MOTORS: Nissan COO Says Talks will End in Mid-October
GENERAL MOTORS: Amends Bylaws & Corporate Governance Policies
DIGITAL LIGHTWAVE: Has US$58-M in Stockholders' Deficit
NORTEL NETWORKS: Partners with Golden West in Wireline Deal

NORTEL NETWORKS: Simplifies Professional Certification Program
SEMGROUP: Fitch Affirms B+/RR3 Rating on US$250MM Senior Notes
TV AZTECA: Demands Contract Fulfillment from Show Host, Producer
WESCO INT: To Buy Communications Supply from Harvest Partners

* MEXICO: JBIC Grants Loan for Construction of 648MW Coal Plant

P A N A M A

KANSAS CITY SOUTHERN: Moody's Assigns Loss-Given-Default Rating

P E R U

DOE RUN: Herculaneum Unit Exceeds Ambient Air Standard for Lead

P U E R T O   R I C O

ADELPHIA: ACC Noteholders Object to CEO Pay Pact Amendments
ADELPHIA COMMS: ACC Noteholders Want to Terminate Exclusivity
ADELPHIA: Court Okays Travelers Casualty 2nd Indemnity Pact
DORAL FINANCIAL: Ends Mortgage Loan Restructuring With R-G Bank
FIRST BANCORP: NYSE Extends 10-K Filing Deadline Until Apr. 3

KMART: Wants Summary Judgment on Ashland's US$1,303,004 Claim
KMART CORP: Court Disallows Seven Real Property Lease Claims
KMART CORP: Wants Settled Critical Vendor Claims Disallowed
LA REINA: Gets Final Okay on US$9.7M DIP Pact with Westernbank
R&G FINANCIAL: NYSE Extends 10-K Filing Deadline Until Apr. 3

R&G FINANCIAL: Consents to Issuance of Cease & Desist Order
R&G FINANCIAL: Completes Mortgage Loan Restructuring with Doral

U R U G U A Y

HIPOTECARIO DEL URUGUAY: Past-Due Loan Increases 68.5% in August
CIRSA BUSINESS: Moody's Puts B1 Rating on Review & May Downgrade

V E N E Z U E L A

PETROLEOS DE VENEZUELA: Buys Catgas on Spot Market
PETROLEOS DE VENEZUELA: Posts US$3.27 Million Oil Output

* Robert Caruso Joins A&M as Managing Director in Chicago
* Upcoming Meetings, Conferences and Seminars


                          - - - - -


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


AGROINSUMOS DEL NORTE: Verification of Claims Is Until Oct. 17
--------------------------------------------------------------
Jose Miguel Fernandez, the court-appointed trustee for
Agroinsumos del Norte S.R.L.'s bankruptcy proceeding, will
verify creditors' proofs of claim until Oct. 17, 2006.

Mr. Fernandez will present the validated claims in court as
individual reports on Nov. 28, 2006.  Court No. 26 in Buenos
Aires will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Agroinsumos del Norte and its creditors.

Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.

A general report that contains an audit of Agroinsumos del
Norte's accounting and banking records will follow on
Feb. 13, 2007.

Mr. Fernandez is also in charge of administering Agroinsumos del
Norte's assets under court supervision and will take part in
their disposal to the extent established by law.

Clerk No. 51 assists the court in the proceeding.

The debtor can be reached at:

          Agroinsumos del Norte S.R.L.
          Parana 378
          Buenos Aires, Argentina

The trustee can be reached at:

          Jose Miguel Fernandez
          Junin 55
          Buenos Aires, Argentina


BANCO PATAGONIA: Places ARS16-Million Securitization
----------------------------------------------------
Banco Patagonia SA said in a statement that it has placed a new
ARS16 million financial securitization at a 10.5% hurdle rate.

Banco Patagonia told Business News Americas that investor demand
for the FAVA XI financial securitization was ARS22.7 million,
which is 1.78 times the amount offered.

Banco Patagonia said it expects to increase securitizations 25%
to ARS800 million in 2006, from the amount recorded in 2005,
BNamericas reports.

Banco Patagonia specializes in public offerings of
securitizations.  It became Argentina's fifth largest locally
owned private bank through its purchase of Lloyds TSB Argentina
in late 2004.  The bank operates through 139 branches and has
202 ATM machines.

                        *    *    *

Moody's Rating Services assigned these ratings on Banco
Patagonia:

    -- long-term domestic bank deposits at Ba3,
    -- short-term domestic bank deposits at NP,
    -- long-term foreign bank deposits at Caa1,
    -- short-term foreign bank deposits at NP,
    -- bank financial strength at E+, and
    -- the outlook is positive.


BOWLING & BILLIARDS: Trustee Verifies Claims Until Nov. 24
----------------------------------------------------------
Oscar Moure, the court-appointed trustee for Bowling & Billiards
Operations S.A.'s insolvency case, verifies creditors' proofs of
claim until Nov. 24, 2006.

Under the Argentine bankruptcy law, Mr. Moure is required to
present the validated claims in court as individual reports.
Court No. 4 in Buenos Aires will determine if the verified
claims are admissible, taking into account the trustee's opinion
and the objections and challenges that will be by raised Bowling
& Billiards and its creditors.

Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.

Mr. Moure will also submit a general report that contains an
audit of Bowling & Billiards' accounting and banking records.
The report submission dates have not been disclosed.

Bowling & Billiards was forced into bankruptcy at the request of
Obra Social de los Empleados de Comercio y Actividades Civiles,
which it owes US$33,074.61.

Clerk No. 8 assists the court in the proceeding.

The debtor can be reached at:

          Bowling & Billiards Operations S.A.
          Juramento 5046
          Buenos Aires, Argentina

The trustee can be reached at:

          Oscar Moure
          Tucuman 2711
          Buenos Aires, Argentina


COMPANIA QUIMICA: Claims Verification Deadline Is on Nov. 17
------------------------------------------------------------
A court in Moron, Buenos Aires, moved the deadline for
verification of creditors' proofs of claim against insolvent
company Compania Quimica Industrial Lixaye S.R.L. to
Nov. 17, 2006.  The verification phase was previously set to end
on Sept. 4, 2006.  Felisa Tumilasci, the court-appointed
trustee, will continue to oversee the proceeding.

Ms. Tumilasci will present the validated claims in court as
individual reports on Feb. 2, 2007.  The court will determine if
the verified claims are admissible, taking into account the
trustee's opinion and the objections and challenges raised by
Compania Quimica and its creditors.

Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.

A general report that contains an audit of Compania Quimica's
accounting and banking records will follow on March 16, 2007.

On Sept. 14, 2007, Compania Quimica's creditors will vote on a
settlement plan that the company will lay on the table.

The trustee can be reached at:

          Felisa Tumilasci
          Tucuman 1071, Moron
          Buenos Aires, Argentina


DOINA SA: Deadline for Verification of Claims Is Set for Nov. 27
----------------------------------------------------------------
Estudio Susana L. Prisant y Asociados, the court-appointed
trustee for Doina S.A.'s bankruptcy proceeding, will verify
creditors' proofs of claim until Nov. 27, 2006.

Estudio Susana will present the validated claims in court as
individual reports on Feb. 12, 2007.  A court in Buenos Aires
will determine if the verified claims are admissible, taking
into account the trustee's opinion and the objections and
challenges raised by Doina and its creditors.

Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.

A general report that contains an audit of Doina's accounting
and banking records will follow on March 26, 2007.

Estudio Susana is also in charge of administering Doina's assets
under court supervision and will take part in their disposal to
the extent established by law.

The debtor can be reached at:

          Doina S.A.
          Viamonte 367
          Buenos Aires, Argentina

The trustee can be reached at:

          Estudio Susana L. Prisant y Asociados
          Avenida Cordoba 1439
          Buenos Aires, Argentina


NECOPLAST SA: Claims Verification Deadline Is Set for Nov. 16
-------------------------------------------------------------
Ricardo Adrogue, the court-appointed trustee for Necoplast
S.A.'s bankruptcy proceeding, will verify creditors' proofs of
claim until Nov. 16, 2006.

Mr. Adrogue will present the validated claims in court as
individual reports on Feb. 1, 2007.  A court in Buenos Aires
will determine if the verified claims are admissible, taking
into account the trustee's opinion and the objections and
challenges raised by Necoplast and its creditors.

Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.

A general report that contains an audit of Necoplast's
accounting and banking records will follow on March 15, 2007.

Mr. Adrogue is also in charge of administering Necoplast's
assets under court supervision and will take part in their
disposal to the extent established by law.

The trustee can be reached at:

          Ricardo Adrogue
          Bouchard 468
          Buenos Aires, Argentina


PROGAL QUIMICA: Claims Verification Deadline Moved to Nov. 21
-------------------------------------------------------------
Court No. 4 in Buenos Aires moved the deadline for verification
of creditors' proofs of claim against bankrupt company Progal
Quimica S.A. to Nov. 21, 2006.  The verification phase was
previously set to end on Nov. 6, 2006.  Maria Lilia Orazi, the
court-appointed trustee, will continue to oversee the
proceeding.

Under Argentine bankruptcy law, Ms. Orazi is required to present
the validated claims in court as individual reports.  Court No.
4 will determine if the verified claims are admissible, taking
into account the trustee's opinion and the objections and
challenges raised by Progal Quimica and its creditors.

Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.

Ms. Orazi will also submit a general report that contains an
audit of Progal Quimica's accounting and banking records.  The
report submission dates have not been disclosed.

Progal Quimica was forced into bankruptcy at the behest of APS
Asociacion de prestaciones Sociales para Ejecutivos y Personal
de Direccion de Empresas de la Producciuon, Industria, Comercio
y Servicios, which it owes US$17,688.32.

Clerk No. 7 assists the court in the case.

The debtor can be reached at:

          Progal Quimica S.A.
          C. Cardenas 1930
          Buenos Aires, Argentina

The trustee can be reached at:

          Maria Lilia Orazi
          Tucuman 484
          Buenos Aires, Argentina


* PROVINCE OF NEUQUEN: S&P Ups Rating on US$125MM Notes to BB-
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its preliminary rating
assigned to Argentina's Province of Neuquen's US$125 million
secured amortizing notes due 2014 to 'BB-' from 'B+'.  At the
same time, Standard & Poor's affirmed its preliminary 'raAAA'
Argentine national scale rating assigned to the Neuquen secured
notes.

The preliminary ratings are based on information as of
Oct. 3, 2006.  Subsequent information may result in the
assignment of final ratings that differ from the preliminary
ratings.

The rating actions follow Standard & Poor's raising of
Argentina's long-term foreign and local currency ratings to 'B+'
from 'B' on Oct. 2, 2006.  Due to the upgrade, Standard & Poor's
revised its stress scenarios applied to the underlying assets of
the Neuqu,n secured notes, on which the payment of the notes is
primarily dependent, including new reductions of crude oil
prices and volume in the most severe cases.  Specifically, for
the 'BB-' rating scenario, price projections for oil were
decreased averaging US$20 per barrel for the following eight
years after the closing date, compared with US$25 per barrel
considered for the 'B+' scenario.  In terms of production, the
stress level averaged a reduction from 1.5% to 3.5% per quarter,
a higher stress than the one previously tested in the 'B+'
scenario, originally based on the historical decrease observed
in the 2001-2005 period.  Under this severe stress case, in
which no excess cash goes back to the province, with a 10%
annual interest rate and considering that an additional US$125
million series of notes could be issued within a year after
issuance of the first series, the revised cash flow projections
still show a break-even level of US$15.8 per barrel for oil
prices.




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


COMPLETE RETREATS: Intagio Withdraws Credit Reservations Motion
---------------------------------------------------------------
Intagio Corp. withdrew its request asking the U.S. Bankruptcy
Court for the District of Connecticut to:

   (a) direct Complete Retreats LLC and its debtor-affiliates to
       honor all THR Credit Reservations made, or to be made,
       under the 2005 Contract and any of the Prior Contracts;
       and

   (b) exempt the THR Credit Reservations, if necessary, from
       the provisions of the Reservations Order to the extent
       any of them apply to the THR Credit Reservations.

Intagio's withdrawal relates to the Court's order, reported in
the Troubled Company Reporter on Sept. 11, 2006, vacating its
previous order denying Intagio's request, the previous order
having been entered in error.

The Court denied Intagio's request, holding that Intagio failed
to comply with the contested matter procedure guidelines
effective Oct. 3, 2005.

In October 2005, Debtor Preferred Retreats LLC dba Tanner &
Haley Destination Clubs, and Intagio entered into a Media
Purchase Agreement, whereby Intagio agreed to place an
advertising campaign on behalf of Preferred Retreats.

In return, Preferred Retreats agreed to provide Intagio:

   -- a US$647,045 cash payment for advertising; and

   -- credits, totaling US$327,975, redeemable for occupancy
      rights at all THR Private Retreats, THR Distinctive
      Retreats, THR Distinctive Retreats II and THR Legendary
      Retreats properties.

Intagio and Preferred Retreats were also parties to prior
agreements of a similar nature, Louis J. Testa, Esq., at
Neubert, Pepe & Monteith, P.C., in New Haven, Connecticut, said.

Prior to the Debtors' bankruptcy filing, Intagio booked certain
reservations on behalf of its clients and resold some of the THR
Credits to third parties under the 2005 Contract and the Prior
Contracts, Mr. Testa disclosed.

As of July 23, 2006, these THR Credit Reservations were
outstanding:

   (1) Reservations already booked through Intagio's travel
       department, on behalf of Intagio's clients;

   (2) THR Credits resold by Intagio to third parties for which
       reservations have been, or may be made, by the parties;
       and

   (3) THR Credits owned by Intagio but not yet sold to third
       parties or redeemed for Client Reservations.

On July 27, 2006, the Court authorized the Debtors to honor
existing reservations, accept new reservations and provide
services to members under certain terms and conditions.

Subsequent to July 23, 2006, Intagio received formal
notification from the Debtors that they will not honor the THR
Credit Reservations.

Mr. Testa noted that Intagio is particularly concerned with a
client reservation made by Michael Cunningham in February 2006
for the Debtors' location at Palm Beach County, in Florida, for
occupancy commencing on Aug. 16, 2006, and ending on
Aug. 21, 2006.

The remaining Client Reservations will commence on Oct. 2,
Oct. 19 and Dec. 8, 2006, Mr. Testa added.

If the Debtors fail to honor the Client Reservations and the
Third Party Reservations, Intagio will be required and compelled
to reimburse at least US$456,282 to the reservation holders in
cash or business credits, Mr. Testa informed the Judge Shiff.

It is unlikely that Intagio will recover the amount of the
Reservation Obligations in the bankruptcy cases, Mr. Testa said.
Unlike Intagio, however, the Debtors will not suffer significant
hardship or irreparable injury by being compelled to honor the
THR Credit Reservations pending confirmation of a plan of
reorganization, Mr. Testa continued.

According to Mr. Testa, a review of the Reservations Motion and
Reservations Order appears to indicate that the relief requested
is limited to reservations made by members only, and not third
party creditors like Intagio.  Nor does the order appear to
apply to the holders of Client Reservations and Third Party
Reservations.

The Reservations Order allows the Debtors to provide
preferential treatment for a group of unsecured creditors,
namely members, to the detriment of other unsecured creditors,
like Intagio, and differentiate their treatment with respect to
honoring of reservations, Mr. Testa asserted.

Moreover, Intagio was not placed upon prior notice of the
Reservations Motion in order to protect its interests with
respect to the THR Credit Reservations.

"[Thus,] the balance of the equities weighs in favor of
Intagio," Mr. Testa maintained.

Mr. Cunningham will need to be informed as soon as practically
possible prior to Aug. 16, 2006, of the need to make alternate
vacation plans, if necessary, Mr. Testa told the Court.  In
addition, the holders of the remaining Client Reservations will
need as much time as possible to make alternative plans, if
necessary.

                   About Complete Retreats

Complete Retreats, LLC, Preferred Retreats, LLC, and their
subsidiaries were founded in 1998.  Owned by Robert McGrath and
four minority owners, the companies operate a five-star
hospitality and real estate management business and are a
pioneer and market leader of the "destination club" industry.
Under the trade name "Tanner & Haley Resorts," Complete
Retreats, et al.'s destination clubs have numerous individual
and company members.

Destination club members pay up-front membership deposits,
annual dues, and daily usage fees.  In return, members and their
guests enjoy the use of first-class private residences, and
receive an array of luxurious services and amenities in certain
exotic vacation destinations in the United States and locations
around the world, including: Abaco, Bahamas; Cabo San Lucas,
Mexico; Nevis, West Indies; Telluride, Colorado; and Jackson
Hole, Wyoming.

Complete Retreats and its debtor-affiliates filed for chapter 11
protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245
through 06-50306).  Nicholas H. Mancuso, Esq., Jeffrey K. Daman,
Esq., Joel H. Levitin, Esq., David C. McGrail, Esq., Richard A.
Stieglitz Jr., Esq., at Dechert LLP, are representing the
Debtors in their restructuring efforts.  Xroads Solutions Group,
LLC, is the Debtors financial and restructuring advisor.  When
the Debtors filed for chapter 11 protection, they listed total
debts of US$308,000,000.  (Complete Retreats Bankruptcy News,
Issue No. 9; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


COMPLETE RETREATS: Can Examine D.G. Capital Under Rule 2004
-----------------------------------------------------------
At D.G. Capital LLC's behest, the U.S. Bankruptcy Court for the
District of Connecticut directed Robert L. McGrath, former
president of Debtor Distinctive Retreats, and James H. Mitchell,
vice president of Distinctive, to appear for an examination
regarding certain matters, within the scope of Rule 2004 of the
Federal Rules of Bankruptcy Procedure, including:

   (1) the capital structure of Distinctive;
   (2) the number of series within the LLC structure;
   (3) the membership interests in each series;
   (4) the assets and liabilities of each series; and
   (5) the circumstances and details of the adoption of a
       resolution to file the case by its governing board.

As reported in the Troubled Company Reporter on Sept. 14, 2006,
Distinctive borrowed US$2,850,000 from D.G. Capital in May 2006,
to finance the purchase of a condominium in Maui.  The loan was
secured by a first mortgage on the condominium and by a pledge
of membership interests in Distinctive Retreats.

Michael R. Enright, Esq., at Robinson & Cole LLP, in Hartford,
Connecticut, told the Court that the loan has matured and
remains unpaid while interest and other charges continue to
accrue.

Distinctive is a Delaware limited liability company and its
Certificate of Formation and Limited Liability Company Agreement
contain:

   (i) special limitations as a series LLC under Delaware law,
       including provisions pursuant to Section 18-215 of the
       Delaware Limited Liability Company Act; and

  (ii) special purpose entity restrictions which require written
       unanimity among directors and the Class A Member
       regarding filing authority.

In connection with the joint administration of Complete Retreats
LLC and its debtor-affiliates' Chapter 11 cases, relief accorded
to the Debtors may unjustifiably favor the creditors or equity
holders of one or more Debtors over other Debtors if the
applicable distinctions among the creditor bodies are not
observed, Mr. Enright asserted.  "This concern may be
exacerbated within Distinctive [Retreats] because of its status
as a series LLC pursuant to the Delaware Limited Liability
Company Act.  Distinctive itself may need to be viewed and
treated as a number of discrete Debtors, given the nature of a
series LLC."

In essence, Delaware law permits each series of the LLC to be a
unit unto itself, with assets and liabilities of each series
considered separately for purposes of creditors' rights, Mr.
Enright pointed out.

According to Mr. Enright, the rights of Distinctive Retreats'
creditors may vary depending on:

   -- whether the formalities required by the Delaware statute
      were satisfied prepetition; and

   -- how Distinctive designated the assets and liabilities
      which were to be included in each series.

"Nothing in the filings made by Distinctive to date sheds any
light on these details, [the] consideration of [which] is
essential to an understanding of the rights of [Distinctive's
creditors]," Mr. Enright argued.

Accordingly, a full exploration through the Rule 2004 process of
the capital structure of Distinctive Retreats, its multiple
series and the assets and liabilities of each series, to
consider, among other things, the implications of this structure
in Distinctive Retreats' Chapter 11 case, is necessary, Mr.
Enright contended.

The only filing as of Aug. 29, 2006, in this regard was appended
to the petition of Distinctive and is a certificate from Mr.
McGrath certifying that the form of resolution attached to the
certificate was adopted by the boards of each of the related
entities prior to filing of their petitions, Mr. Enright noted.

Mr. Enright argued that Mr. McGrath's certification is
insufficient to evidence Distinctive' authority to file and does
not address whether the special purpose entity provisions in
Distinctive Retreats' governance documents were satisfied.

To evidence authority to file, a copy of the written unanimous
consent of the Class A Member and the Board of Managers is
required because that is the prerequisite to filing established
by the governance documents, Mr. Enright maintained.

If the Court grants its request, D.G Capital will seek Mr.
McGrath's and Mr. Mitchell's attendance and production of
relevant documents by subpoena.

D.G. Capital proposed to hold the examinations at the offices of
Robinson & Cole, LLP, at 280 Trumbull Street, in Hartford,
Connecticut on Sept. 22, 2006.

                  About Complete Retreats

Complete Retreats, LLC, Preferred Retreats, LLC, and their
subsidiaries were founded in 1998.  Owned by Robert McGrath and
four minority owners, the companies operate a five-star
hospitality and real estate management business and are a
pioneer and market leader of the "destination club" industry.
Under the trade name "Tanner & Haley Resorts," Complete
Retreats, et al.'s destination clubs have numerous individual
and company members.

Destination club members pay up-front membership deposits,
annual dues, and daily usage fees.  In return, members and their
guests enjoy the use of first-class private residences, and
receive an array of luxurious services and amenities in certain
exotic vacation destinations in the United States and locations
around the world, including: Abaco, Bahamas; Cabo San Lucas,
Mexico; Nevis, West Indies; Telluride, Colorado; and Jackson
Hole, Wyoming.

Complete Retreats and its debtor-affiliates filed for chapter 11
protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245
through 06-50306).  Nicholas H. Mancuso, Esq., Jeffrey K. Daman,
Esq., Joel H. Levitin, Esq., David C. McGrail, Esq., Richard A.
Stieglitz Jr., Esq., at Dechert LLP, are representing the
Debtors in their restructuring efforts.  Xroads Solutions Group,
LLC, is the Debtors financial and restructuring advisor.  When
the Debtors filed for chapter 11 protection, they listed total
debts of US$308,000,000.  (Complete Retreats Bankruptcy News,
Issue No. 9; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


WINN-DIXIE: Wants to Reject Seven Negotiated Contracts
------------------------------------------------------
Winn-Dixie Stores, Inc., and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Middle District of Florida to approve
the negotiated rejection of prepetition supply agreements with
five vendors, effective as of Oct. 12, 2006.

The Contracts include agreements between:

   (1) Winn-Dixie Stores, Inc., and AT&T Corp., effective
       July 1, 2000;

   (2) Winn-Dixie Stores and Bergensons Property Services, Inc.,
       dated March 3, 2004;

   (3) Winn-Dixie Stores and Personal Optics, Inc., effective
       Dec. 12, 2002;

   (4) Winn-Dixie Stores and The Smithfield Packing Company,
       dated Sept. 7, 2004;

   (5) Winn-Dixie Stores and TRM Corp., dated Dec. 11, 2001;

   (6) Winn-Dixie Raleigh, Inc., and TRM, dated
       Dec. 11, 2001; and

   (7) Winn-Dixie Montgomery, Inc., and TRM, dated
       Dec. 11, 2001.

Cynthia C. Jackson, Esq., at Smith Hulsey & Busey, in
Jacksonville, Florida, relates that the Debtors and the Vendors
have negotiated the terms by which the prepetition supply
agreements will be rejected, and the treatment of the Vendors'
claims.

The Debtors used the Vendors' services before their bankruptcy
filing, and desire to continue their relationship with the
Vendors.  Due to the current condition of the Debtors' business,
however, the terms of the prepetition supply agreements are no
longer economically feasible.

As a result of the negotiations, Ms. Jackson says, the Debtors
have decided to reject the prepetition supply agreements in
favor of new contracts with the Vendors on more favorable terms.
Although each agreement is unique, the Vendors have agreed to
waive all claims for rejection damages.

A full-text copy of the claims resolution is available for free
at http://ResearchArchives.com/t/s?12c8

In addition, the Debtors ask the Court to allow them to reject
their contracts with CSX Corporation and Brigham, Moore,
Gaylord, Schuster, Merlin & Tobin LLP.  According to Ms.
Jackson, the two contracts are no longer necessary to the
Debtors' businesses.

Accordingly, the Debtors further ask the Court to approve the
agreed resolution of the Vendors' associated claims and
establish Oct. 23, 2006 as the deadline for filing rejection
damage claims relating to the rejection of the CSX and Brigham,
et al. Contracts.

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed US$2,235,557,000 in total assets and
US$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 54; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WINN-DIXIE: Court Okays Rejection of 267 Contracts & Leases
-----------------------------------------------------------
The Honorable Jerry A. Funk of the U.S. Bankruptcy Court for the
Middle District of Florida authorizes Winn-Dixie Stores, Inc.,
and its debtor-affiliates to reject 267 contracts and leases,
effective as of Sept. 21, 2006.

The Debtors withdraw without prejudice, and reserve the right to
include in a subsequent request to assume or reject, their
contract with Air Products & Chemicals, Inc.

As reported in the Troubled Company Reporter on Sept 15, 2006,
the contracts were for goods and services that are no longer
necessary to the Debtors' businesses, according to Cynthia C.
Jackson, Esq., at Smith Hulsey & Busey, in Jacksonville,
Florida.

A list of the contracts is available free of charge at
http://ResearchArchives.com/t/s?118d

In addition, the Debtors were parties to 162 prepetition
arrangements with various counterparties for goods or services
that are also unnecessary to the Debtors' ongoing operations and
businesses.  The Debtors have not been able to locate any
written contracts or leases documenting the prepetition
arrangements, Ms. Jackson related.

A list of these items is available free of charge at
http://ResearchArchives.com/t/s?118c

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed US$2,235,557,000 in total assets and
US$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 54; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WINN-DIXIE: Judge Funk Okays Assumption of 12 Store Leases
----------------------------------------------------------
The Honorable Jerry A. Funk of the U.S. Bankruptcy Court for the
Middle District of Florida authorizes Winn-Dixie Stores, Inc.,
and its debtor-affiliates to assume the leases for Store Nos.
153, 231, 281, 426, 454, 460, 556, 698, 2258, 2301, 2311, and
2348, effective as of the effective date of their Joint Plan of
Reorganization.

Judge Funk fixes the cure amounts for the assumed leases not
subject to cure objections by the landlords.

Judge Funk orders the Debtors to pay on the Effective Date the
cure amounts due to landlords who filed cure objections.  If the
parties are unable to resolve the cure objections consensually,
the Debtors are directed to set the objections for hearing
before the Court.

Judge Funk clarifies that if the Effective Date does not occur,
the Court Order will be null and void.

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed US$2,235,557,000 in total assets and
US$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 54; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WINN-DIXIE: Sells Leesburg & Edgewood Outparcels
------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
grants Winn-Dixie Stores, Inc., and its debtor-affiliates'
request to sell the Leesburg Outparcel to the State of Florida
Department of Transportation, and the Edgewood Outparcel to AJDC
LLC, free and clear of liens, claims, interests, and
encumbrances.

The Court denies all objections to the transactions and
overrules them on the merits.

The Court notes that the Debtors have afforded all interested
parties a reasonable opportunity to make higher or better offers
for the Outparcels.

The Court also waives the 10-day stay period to permit the
Debtors to close the transactions promptly.

               Leesburg Outparcel Purchase Agreement

As reported in the Troubled Company Reporter on Sept. 13, 2006,
the Florida Transportation Dept. entered on Aug. 18, 2006, into
a real estate purchase agreement with the Debtors and Huber
Investments, which holds the remaining 50% interest in the
Leesburg Outparcel.  Material terms of the Leesburg Outparcel
Purchase Agreement included:

   (i) The net aggregate purchase price for the entire fee
       simple interest in the Leesburg Outparcel is US$354,500,
       of which US$177,250 will go to the Debtors;

  (ii) The Debtors are responsible for payment of the commission
       due to their brokers; and

(iii) The Leesburg Outparcel and related assets are to be
       transferred free and clear of any liens, claims,
       interests and encumbrances other than the permitted
       encumbrances.

               Edgewood Outparcel Purchase Agreement

The Debtors and AJDC entered into a real estate purchase
agreement on March 16, 2006, and have amended the agreement
seven times since then.  Material terms of the Edgewood
Outparcel Purchase Agreement include:

     * The net aggregate purchase price for the Edgewood
       Outparcel is US$480,000.  AJDC has deposited US$35,000
       with escrow agent Smith, Gambrell & Russell LLP;

     * The Debtors have agreed to pay a US$20,000 termination
       fee if AJDC is not the successful bidder at the auction
       for the Edgewood Outparcel;

     * The Debtors are responsible for payment of a brokerage
       commission of 3% of the Purchase Price due to AJDC's
       broker if the transaction is consummated; and

     * The Edgewood Outparcel are to be transferred free and
       clear of liens, claims, interests and encumbrances other
       than the permitted encumbrances.

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to the
Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed US$2,235,557,000 in total assets and
US$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 54; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).




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


SECUNDA INT'L: Extends Tender Offer Expiration Until Oct. 12
------------------------------------------------------------
Secunda International Ltd. disclosed that its pending tender
offer and consent solicitation for any and all of its US$125.0
million Senior Secured Floating Rate Notes due 2012 (CUSIP No.
81370FAB4) under the Offer to Purchase and Consent Solicitation
Statement of the company dated June 27, 2006, as amended and
supplemented by the Offer to Purchase and Consent Solicitation
Statement Supplement of the company dated Aug. 14, 2006, has
been extended to 5:00 p.m., New York City time, on
Oct. 12, 2006.

The expiration time for the Tender Offer was previuosly set for
Oct. 3, 2006, at 5:00 p.m., New York City time.  The settlement
date for the tender offer will be promptly disclosed after the
expiration time and is expected to be the business day following
the expiration time.  In addition, the company may, in its sole
discretion, purchase any Notes that have been tendered (and not
validly withdrawn) at any time on or after Oct. 4, 2006, until
the expiration time.  The company is extending the tender offer
to accommodate the schedule for the company's pending financing.

As previously reported, 100.0% of the Notes were tendered prior
to the early tender time, which was 5:00 p.m., New York City
time on Aug. 25, 2006.  After receiving the approval of the
holders of at least a majority of the outstanding principal
amount of Notes, the company executed the supplemental indenture
to effect the proposed amendments to the Indenture governing the
Notes.  However, the supplemental indenture will become
operative only upon its purchase, pursuant to the Tender Offer,
of more than a majority in principal amount of the outstanding
Notes.  The proposed amendments to be effected by the
supplemental indenture, among other things, eliminate
substantially all of the restrictive covenants and certain
events of default in the indenture governing the Notes.  Notes
tendered prior to the early tender time may no longer be
withdrawn and consents delivered prior to the early tender time
may no longer be revoked.  Except for the extension of the
expiration time and the inclusion of the company's option to
purchase Notes on the early settlement date, all other terms and
conditions of the tender offer remain unchanged.

Holders who tendered (and did not validly withdraw) their Notes
prior to the early tender time will be entitled to receive the
total consideration of US$1,045 per US$1,000 principal amount of
the Notes on the applicable settlement date.  The total
consideration includes an early tender payment of US$30 per
US$1,000 principal amount of Notes.  In addition, holders who
validly tendered and did not validly withdraw Notes will be paid
accrued and unpaid interest, if any, from the last interest
payment date up to, but not including, the applicable settlement
date for the Notes accepted for purchase.

The tender offer is 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, the successful pricing of the initial public offering of
the company's common shares in Canada, and satisfaction of
customary conditions.

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

          Banc of America Securities LLC
          High Yield Special Products
          Tel: (704) 388-4813 (collect)
               (888) 292-0070 (U.S. toll-free)

Headquartered in Nova Scotia, Secunda International Ltd.
-- 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.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
June 30, 2006, 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.




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


CABLE & WIRELESS: Government Opposes Bid to Acquire KeyTech
-----------------------------------------------------------
The Bermudan government voiced out its opposition to Cable &
Wireless' proposal to acquire 100% of KeyTech Ltd.'s outstanding
share capital for BMD$205 million.  The state said that the
acquisition would establish a monopoly that other service
providers may have difficulty in competing with, the Royal
Gazette reports.

As reported on July 24, 2006, the proposal values each KeyTech
share at BMD$17, equivalent to BMD$205 million (approximately
GBP113 million), and is payable in cash.  This represents a
premium of 35% over the 30 day weighted average closing price of
BMD$12.61.

"Such an acquisition would not be in the best interest of
Bermuda and would severely limit a sustainable, competitive
environment," Minister of Telecommunications Michael Scott told
the Royal Gazette.  "Such an acquisition would create a
telecommunications service provider that would have significant
market power and the potential for negative effects on a
telecommunications industry that has benefited from diversity."

According to the minister, Cable & Wireless' current position in
the industry enables it to have a major share of the market, as
it is one of two licensed providers of international
telecommunication services.  If and when Cable & Wireless is
merged with other companies that have corresponding substantial
shares in their markets such as BTC, M3 Wireless and Logic
Communications, a virtual monopoly is inevitable to happen,
making it hard for other service providers to compete with, the
Royal Gazette relates.

"The Government does not and will not support this acquisition.
The Ministry of Telecommunications and E Commerce will continue
to monitor any developments and we will respond appropriately to
events as they unfold," Minister Scott told the Royal Gazette.

Other service providers such as Digicel Ltd. and TeleBermuda
International Ltd. expressed their concern on the effects of
Cable & Wireless' buy-out on Keytech.

The Royal Gazette quoted Digicel as saying that the bid is
"monopolistic and not in the best interests of Bermuda."  The
company's regional CEO JD Buckley added, "It would be a bad day
for Bermuda if Cable & Wireless, a company steeped in a
tradition of monopoly and under-serving its customers, gained
access to Bermuda's fixed line, mobile and internet markets, in
addition to holding one of only two international licenses that
currently exist within the local telecommunication industry."

Meanwhile, TeleBermuda's president and CEO Greg Swan commented
to the Royal Gazette that, "Cable and Wireless is basically
positioning themselves to provide a complete end-to-end solution
for every customer and any competitor would be dependent on
Cable and Wireless for the provisioning of services in Bermuda.
The acquisition would clearly force the remaining carriers to
reassess how services are provisioned locally and at least
consider that possibility of consolidation." He added that his
company would prefer to maintain the current situation as it is
and leave it at that.

Cable & Wireless president and CEO Eddie Saints underlined that
these comments would not endanger its buy-out on KeyTech as it
is the shareholders and government's decision that will prevail
and not the judgments of the competition, the Royal Gazette
says.

However, according to the Royal Gazette, Cable & Wireless may be
facing a setback on its offer, as the government has not given
its nod on the proposal.  Also Keytech's board of directors
earlier urged shareholders to oppose the bid for it is "not in
the best interests of shareholders and does not reflect the
value of the company."

    Cable & Wireless Responds to Government's Comments

CEO Eddie Saints is urgently asking the Bermudan government to
meet with the company after the state blocked its proposed buy-
out of KeyTech.

"We have not had the opportunity to speak with Minister Scott.
The Minister requires a deeper understanding of our offering and
we will seek a meeting with him to clarify our position as soon
as possible," Mr. Saints told the Royal Gazette.  "We have been
working with the Ministry along with the other carriers for
months on the telecommunications market review and are
supportive of the measures being designed to protect consumers
against monopolies."

Mr. Saints told the Royal Gazette that the company's proposal
would not in anyway have negative effects on the
telecommunications industry and added that the creation of a
virtual monopoly is not going to happen.  He emphasized that the
company's proposal was based on its survey to consumers'
expectations on the country's telecommunications industry.  The
offer was a way for Cable & Wireless to support Bermuda's need
for the industry to develop, which it believes is within
jurisdiction.

"We are fully supportive of a regulatory framework which
encourages investment, and protects the consumer," Mr. Saints
related to theRoyal Gazette.  "Our vision for a combined KeyTech
and Cable & Wireless is to bring more affordable services for
consumers and more solutions for business and we look forward to
presenting this vision over the next few weeks."

However, Digicel CEO JD Buckley persisted on his opposition.  He
reiterated that the acquisition would bring Bermuda back to a
monopolistic scenario.  "Many of the industry's competitors,
especially the smaller ones, would be unable to compete.  In
effect, Bermuda would be set back 20 years and ultimately the
consumer will suffer through lack of choice, service and price
competitiveness," he told the Royal Gazette.

                      About KeyTech Limited

KeyTech Limted -- http://www.keytech.bm/-- is a diversified
telecommunications holding company focused largely on the
Bermuda market.  Its key business segments are Bermuda Telecom
Company Limited, M3 Wireless Ltd., Logic Communications Limited
and Bermuda Yellow Pages Limited.   For the financial year to
31st March 2006, KeyTech reported total revenues of BD$98.9
million and consolidated net income of BD$11.7 million.

                     About Cable & Wireless

Headquartered in London, Cable & Wireless PLC --
http://www.cw.com/new/-- provides voice, data and IP (Internet
Protocol) services to business and residential customers, as
well as services to other telecoms carriers, mobile operators
and providers of content, applications and Internet services.
Its principal operations are in the United Kingdom, continental
Europe, Asia, the Caribbean, Panama and the Middle East.

                        *    *    *

On Aug. 10, 2006, Moody's Investors Services took these rating
actions on Cable & Wireless PLC:

   -- Corporate family rating affirmed at Ba3;

   -- GBP200 million 8.75 % Eurobonds due 2012 downgraded to B1
      from Ba3;

   -- GBP258 million 4.0% Convertible Eurobonds due 2010
      downgraded to B1 from Ba3


FIRST GROWTH: Creditors Must File Proofs of Claim by Oct. 20
------------------------------------------------------------
First Growth Ltd.'s creditors are given until Oct. 20, 2006, to
prove their claims to Jennifer Y. Fraser, the company's
liquidator, or be excluded from receiving any distribution or
payment.

Creditors are required to send by the Oct. 20 deadline their
full names, addresses, the full particulars of their debts or
claims, and the names and addresses of their lawyers, if any, to
Ms. Fraser.

A final general meeting will be held at the liquidator's place
of business on Nov. 6, 2006, at 10:00 a.m., or as soon as
possible.

First Growth's shareholders will determine during the meeting,
through a resolution, the manner in which the books, accounts
and documents of the company and of the liquidator will be
disposed.

First Growth's shareholders agreed on Sept. 29, 2006, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

          Jennifer Y. Fraser
          Canon's Court, 22 Victoria Street
          Hamilton, Bermuda


GLOBAL CROSSING: Provides Internet Protocol for Carter & Burgess
----------------------------------------------------------------
Global Crossing Ltd. is deploying a new Internet Protocol
Virtual Private Network (IP VPN) for Carter & Burgess, Inc., a
full-service multidiscipline engineering and architectural
consulting firm.  The fully redundant IP-based network will
replace a frame relay network Carter & Burgess uses for its
primary business needs.

"Carter & Burgess' 'One Source, One Firm' operating philosophy
emphasizes a close strategic partnership with clients over the
lifecycle of their projects.  From planning and conception to
execution, operations and maintenance, clients can expect a
uniform experience across all offices and teams.  With more than
3,000 employees and a diverse range of engineering, construction
and architectural projects around the U.S., Carter & Burgess
needed a solution that would improve network efficiencies today
and allow us to add new technologies in the near and distant
future," said Brad Wright, chief information officer, Carter &
Burgess.  "Global Crossing's flexible, reliable and secure IP-
based network will provide a strong technology backbone to help
us confidently and quickly anticipate and react to changing
business conditions and customer needs."

The new IP VPN will be deployed to 29 locations in the United
States, including diverse cities such as Bentonville, Arkansas;
St. George, Utah; and Baltimore, Maryland.  It will serve as the
primary platform for a converged IP solution that will enable
Carter & Burgess to add technologies, such as audio and video
conferencing and Voice over IP.  The IP VPN also will help
Carter & Burgess cost-effectively improve the efficiency of
business-critical applications such as Computer Aided Design by
providing increased bandwidth that will speed downloads and
communication among sites.  By enhancing the speed of large-file
downloads, such as blueprints, the company will increase
productivity, improve work flow and quicken decision making.

The IP VPN's fully redundant design with two data centers in
disparate locations also will provide Carter & Burgess a
business continuity solution in the event of unforeseen service
interruptions or natural disasters.

"Global Crossing's IP leadership, superior customer experience
and reliable network, proved to Carter & Burgess that our IP VPN
solution would best help them meet the challenges of their
business," said Mike Toplisek, Global Crossing's senior vice
president of global enterprise and collaboration services.
"Whether they're building a new hotel in Las Vegas or expanding
a major highway in Denver, Global Crossing's IP VPN will support
Carter & Burgess with increased bandwidth and improved
networking efficiencies, as well as provide a clear and easy
pathway to IP convergence."

Global Crossing IP VPN service is the platform for converged IP
services, and is an end-to-end managed services environment for
data, voice, video and multimedia applications.  The service
provides customers straightforward network design,
administration, and connectivity, as well as billing and
customer care.  Global Crossing helps customers easily and cost-
effectively migrate to a fully managed, converged IP
environment, while offering a full suite of interoperable
services that leverage the company's unique global IP footprint.
The company also provides the infrastructure to safely transport
business communications through a fully secure, high-
performance, reliable and highly scalable IP network.

                    About Carter & Burgess

Founded in 1939, Carter & Burgess offers engineering,
architectural, and related services with 3,000 employees in more
than 30 offices across the country.  Its One Source, One Firm
operating philosophy emphasizes a close strategic partnership
with clients over the lifecycle of their projects.  From
planning and conception to execution, operations, and
maintenance, its clients can expect a uniform experience across
all offices and teams.  Carter & Burgess' core expertise resides
in every major industry and includes anything with roofs or
walls; anything that moves people, material, energy, or water;
and anything that organizes and beautifies the landscape --
everything vertical and horizontal in the built environment.

                   About Global Crossing

Headquartered in Florham Park, New Jersey, Global Crossing
Ltd. -- http://www.globalcrossing.com/-- provides
telecommunication services over the world's first integrated
global IP-based network, which reaches 27 countries and more
than 200 major cities around the globe including Bermuda,
Argentina, Brazil, Chile, Mexico, Panama, Peru and Venezuela.
Global Crossing serves many of the world's largest corporations,
providing a full range of managed data and voice products and
services.  The company filed for chapter 11 protection on
Jan. 28, 2002 (Bankr. S.D.N.Y. Case No. 02-40188).  When the
Debtors filed for protection from their creditors, they listed
US$25,511,000,000 in total assets and US$15,467,000,000 in total
debts.  Global Crossing emerged from chapter 11 on Dec. 9, 2003.

At June 30, 2006, Global Crossing Ltd.'s balance sheet showed
US$1.87 billion in total assets and US$1.95 billion in total
liabilities, resulting to a stockholders' deficit of
US$86 million.  The company reported a US$173 million
stockholders' deficit on Dec. 31, 2005.


REFCO INC: Albert Togut Wants to Transfer Excess Funds
------------------------------------------------------
Albert Togut, the Chapter 7 trustee for the estate of Refco,
LLC, seeks the Court's authority to transfer to Refco Capital,
LLC, certain funds held as of the petition date in customer-
segregated accounts.

Refco LLC held approximately US$525,000,000 of "excess" funds in
customer-segregated accounts following consummation of the sale
of the Refco Debtors' regulated commodities trading business to
Man Financial, Inc.  Mr. Togut believes that the excess funds
constitute "customer property" to the extent any customer "net
equity" claims against Refco LLC's estate are allowed.

In the normal course of its prepetition business, Refco LLC
extended a limited amount of short-term credit to certain of its
customers, as permitted under Commodity Futures Trading
Commission regulations.  However, certain customers -- primarily
floor traders who maintained accounts at Refco LLC -- required
significant amounts of credit to meet margin calls and other
capital requirements related to trading in their accounts at the
Debtor.

To accommodate the credit needs of qualified customers, Refco
LLC arranged for certain customers to borrow funds from its
affiliate, Refco Capital, pursuant to written credit agreements.
The arrangement helped Refco LLC meet its own capital needs by
eliminating the reduction in its net capital that would have
been available to meet the CFTC's capital requirements had Refco
LLC made loans directly to the customers.

Because Refco Capital's extensions of credit materially exceeded
the roughly US$119,000,000 in "excess net capital" reported by
Refco LLC as of the end of September 30, 2005, Mr. Togut relates
that Refco LLC would have required additional operating capital
had it made significant loans directly to its customers.

Customer Loans made by Refco Capital typically were secured by
pledges to Refco Capital of the floor traders' commodity
exchange memberships and other collateral.  The repayment terms
of the Customer Loans varied from customer to customer.  In
almost all cases, the proceeds of Customer Loans were directly
credited to the applicable customer accounts maintained at Refco
LLC.

Customer Loans typically were repaid by customers using the
proceeds from trading in their accounts at Refco LLC or from
deposits made to their accounts at Refco LLC.  It facilitated
the repayment of the Customer Loans by directly transferring to
Refco Capital funds from the customers' accounts, as expressly
authorized by the Customer Credit Agreements and established by
the parties' course of dealing, without the need for any further
direction or consent of the customer.

Following public disclosure in October 2005 of a US$430,000,000
receivable owed by an entity controlled by Phillip R. Bennett,
CEO and chairman of the board of directors of Refco, the CFTC
and the Chicago Mercantile Exchange contacted Refco LLC and
voiced concerns about transfers that might be made by Refco LLC
to other Refco entities from Refco LLC's customer-segregated
accounts.  Mr. Togut says the CFTC and CME's concerns were (i)
precipitated in large part by the lack of any clarity at the
time of the scope of the potential wrongdoing at Refco and
whether the wrongdoing extended to Refco LLC, and (ii) designed
to ensure that sufficient capital remained at Refco LLC for it
to honor all of its customer obligations.

In view of the CFTC and CME's concerns, Refco LLC suspended
making transfers to other Refco Entities, including Refco
Capital, until Refco LLC could receive adequate assurances from
the CFTC and CME that it could properly transfer funds to Refco
Capital.

Mr. Togut reports that from Oct. 11, 2005, through the Chapter 7
Petition Date, customers, primarily floor brokers, continued to
make deposits to their Refco LLC accounts to repay Customer
Loans that had been made to them by Refco Capital.  Refco LLC
issued customer account statements reflecting that
US$120,539,124 had been withdrawn from customer accounts for
purposes of repayment of and application to Customer Loans made
by Refco Capital.

Because of the CFTC and CME's concerns, Refco LLC did not
actually withdraw the Customer Funds from the customer-
segregated bank accounts and remit them to Refco Capital.  As a
result, the Customer Funds designated for the repayment of
Customer Loans were "trapped" in the segregated bank accounts
maintained for the benefit of Refco LLC's customers.  "Thus,
even though LLC's customer account statements reflect that
US$120,539,124 in funds were withdrawn from customer accounts to
repay Customer Loans made by Refco Capital, as of the Chapter 7
Petition Date those Customer Funds actually remained in LLC's
customer-segregated bank accounts and had not yet been remitted
to Refco Capital," Mr. Togut tells Judge Drain.

On the Chapter 7 Petition Date, all customer accounts maintained
at Refco LLC were transferred to Man in connection with the
sale.  Following the Chapter 7 Petition Date, customers
continued to make deposits to their customer accounts for
purposes of repaying the Customer, and Man Financial withdrew
funds from the applicable customer accounts for purposes of
remitting the funds to Refco Capital in repayment of Customer
Loans.  Because the CFTC and CME did not raise any issues with
respect to Man transferring funds from its customer-segregated
accounts to Refco Capital, however, those customer payments were
received by Refco Capital, Mr. Togut notes.

If the Refco LLC Trustee is not authorized to transfer the
Customer Funds to Refco Capital, Refco Capital could reverse the
provisional entries on its books and records reflecting
repayment of the Customer Loans, and then could demand repayment
of the Customer Loans from Refco LLC's customers, Vincent E.
Lazar, Esq., at Jenner & Block LLP, in Chicago, Illinois, points
out.  Refco Capital further could assert claims or causes of
action directly against Refco LLC's estate for turnover of the
Customer Funds.

Man could also assert claims against Refco LLC's estate if the
business sold to Man were to be negatively impacted by a failure
of Refco LLC's estate to remit Customer Funds withdrawn from
customer accounts to repay Customer Loans, and the failure
resulted in claims asserted by or against customers whose
accounts had been sold to Man, Mr. Lazar says.

The proposed fund transfer will not prejudice Refco LLC
customers that assert priority customer "net equity" claims
pursuant to Section 766(h) of the Bankruptcy Code, Mr. Lazar
assures the Court.  Mr. Lazar explains that the US$525,000,000
in excess funds held in Refco LLC's customer-segregated accounts
as of the Petition Date substantially exceeds the roughly
US$377,000,000 in customer claims filed in Refco LLC's case that
either specifically allege or arguably may be entitled to be
treated as customer "net equity" claims.  The Refco LLC Trustee
will still hold sufficient proceeds of funds previously held in
Refco LLC's customer-segregated accounts to satisfy in full any
priority customer net equity claims that are determined to be
valid, Mr. Lazar says.

                      About Refco Inc.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products.  Refco is one of
the largest global clearing firms for derivatives.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

Refco LLC, an affiliate, filed for chapter 7 protection on
Nov. 25, 2005 (Bankr. S.D.N.Y. Case No. 05-60134).  Refco, LLC,
is a regulated commodity futures company that has businesses in
the United States, London, Asia and Canada.  Refco, LLC, filed
for bankruptcy protection in order to consummate the sale of
substantially all of its assets to Man Financial Inc., a wholly
owned subsidiary of Man Group plc.  Albert Togut, the chapter 7
trustee, is represented by Togut, Segal & Segal LLP.

On April 13, 2006, the Court appointed Marc S. Kirschner as
Refco Capital Markets Ltd.'s chapter 11 trustee.  Mr. Kirschner
is represented by Bingham McCutchen LLP.  RCM is Refco's
operating subsidiary based in Bermuda.

Three more affiliates of Refco, Westminster-Refco Management
LLC, Refco Managed Futures LLC, and Lind-Waldock Securities LLC,
filed for chapter 11 protection on June 6, 2006 (Bankr. S.D.N.Y.
Case Nos. 06-11260 through 06-11262).


REFCO INC: Chapter 7 Trustee Wants to Pay Net Equity Claims
-----------------------------------------------------------
Albert Togut, the Chapter 7 trustee overseeing the liquidation
of Refco, LLC's estate, reports that customers filed
approximately US$367,000,000 in "net equity" claims pursuant to
Section 766(h) of the Bankruptcy Code against Refco LLC's estate
by the July 17, 2006, bar date.  Mr. Togut's review of other
proofs of claim also indicates that another US$10,000,000 in
claims possibly may be entitled to treatment as customer net
equity claims.

Mr. Togut believes that roughly US$377,000,000 in claims might
arguably be entitled to priority treatment as customer "net
equity" claims.

The Refco LLC Trustee, his counsel, and his financial advisors
have conducted a preliminary review of each of the Customer
Claims, and initially have determined that a handful of Customer
Claims seeking in the aggregate less than US$50,000 are valid
claims entitled to priority pursuant to Section 766(h) and,
therefore, should be allowed as filed.

The Refco LLC Trustee's initial review also indicates that the
remainder of the Customer Claims may be invalid, overstated or
not entitled to priority pursuant to Section 766(h), and in any
event require further review and analysis.

By this motion, Mr. Togut seeks the Court's authority to make
distributions on account of the Undisputed Priority Customer
Claims, and any Disputed Priority Customer Claim if and to the
extent any Disputed Claim is allowed in the future by a final
and non-appealable court order.

While distributions in Chapter 7 cases typically occur after
filing and approval of the trustee's final report under Section
704(a)(9), courts often authorize interim distributions in
appropriate circumstances, Vincent E. Lazar, Esq., at Jenner &
Block, LLP, in Chicago, Illinois, relates.  Mr. Lazar points
Judge Drain to these cases:

   * In re Harbor Fin. Group, Inc., 303 B.R. 124, 129-30 (Bankr.
     N.D. Tex. 2003) (authorizing interim pro rata distributions
     on unsecured claims);

   * In re Griffin Trading Co., 270 BR. 883, 904 (Bankr. N.D.
     Ill. 2001) (authorizing interim pro rata distributions on
     timely filed unsecured customer and non-customer claims),
     aff'd, 270 B.R. 905 (N.D. Ill. 2001);

   * In re Energy Coop., Inc., 173 B.R. 363, 372 (N.D. Ill.
     1994) (authorizing interim pro rata distributions on
     unsecured claims);

   * In re LAN Assoc. XI, L.P., 192 F.3d 109, 113 (3rd Cir.
     1999) (noting that the bankruptcy court had authorized
     interim distributions); and

   * In re Columbia Ribbon & Carbon Mfg. Co., Inc., 54 B.R. 714,
     716 n.4, 720 (Bankr. S.D.N.Y. 1985) (acknowledging that
     interim distributions may be made).

Mr. Lazar also tells the Court that the Bankruptcy Code and
Commodity Futures Trading Commission regulations applicable to
the Subchapter IV proceeding expressly contemplate an immediate
distribution to customers on account of customer net equity
claims if there are sufficient funds to pay the claims.

Mr. Lazar assures the Court that the proposed distributions on
account of the Undisputed Priority Customer Claims will not
prevent other claims of higher or equal priority from receiving
the full distribution to which they otherwise would be entitled
under Sections 726(a) and 766(h) if the proposed distributions
are not made.  Mr. Lazar notes that the Refco LLC Trustee holds
US$525,000,000 of "excess" funds in its customer-segregated
accounts, which is more than sufficient for the Trustee to:

   (a) pay all Undisputed Priority Customer Claims in full;

   (b) reserve payment in full for all Disputed Priority
       Customer Claims in their full face amount, including the
       Rogers Funds' claims; and

   (c) transfer funds to Refco Capital LLC to satisfy Refco
       Capital's outstanding loans to Refco LLC customers,
       aggregating US$120,539,124.

Mr. Togut believes that the Refco Capital loans would give rise
to a customer net equity claim if not satisfied.

There are no other claims with a higher priority than the
Customer Claims, other than administrative expenses under
Section 507(a)(2) that are attributable to the administration of
customer property pursuant to Section 766(h), Mr. Lazar says.
There will be sufficient customer property remaining after
payment of Undisputed Priority Customer Claims to pay allowed
administrative expenses, Mr. Lazar adds.

                      About Refco Inc.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products.  Refco is one of
the largest global clearing firms for derivatives.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

Refco LLC, an affiliate, filed for chapter 7 protection on
Nov. 25, 2005 (Bankr. S.D.N.Y. Case No. 05-60134).  Refco, LLC,
is a regulated commodity futures company that has businesses in
the United States, London, Asia and Canada.  Refco, LLC, filed
for bankruptcy protection in order to consummate the sale of
substantially all of its assets to Man Financial Inc., a wholly
owned subsidiary of Man Group plc.  Albert Togut, the chapter 7
trustee, is represented by Togut, Segal & Segal LLP.

On April 13, 2006, the Court appointed Marc S. Kirschner as
Refco Capital Markets Ltd.'s chapter 11 trustee.  Mr. Kirschner
is represented by Bingham McCutchen LLP.  RCM is Refco's
operating subsidiary based in Bermuda.

Three more affiliates of Refco, Westminster-Refco Management
LLC, Refco Managed Futures LLC, and Lind-Waldock Securities LLC,
filed for chapter 11 protection on June 6, 2006 (Bankr. S.D.N.Y.
Case Nos. 06-11260 through 06-11262).




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


* BOLIVIA: Comibol to Ink Development Accord with Jindal Steel
--------------------------------------------------------------
Corporacion Minera de Bolivia aka Comibol, a Colombian state-run
mining firm, will sign this month a development contract with
India's Jindal Steel and Power Ltd. for the El Mutun iron ore
deposit in the Santa Cruz department, Business News Americas
reports.

El Mutun is one of the largest iron ore deposits in the world.
It has a surface area of 60 square kilometers holding about 40
billion tons of reserves at an average content of 50% iron.

A spokesperson of the Bolivian mining ministry told BNamericas,
"Right now they are in the process of editing the contract
itself and by mid-October, the contract will be signed with
Jindal."

BNamericas relates that Comibol awarded the project to Jindal on
June 1, after a bidding process.

The report says that under the agreement, Jindal will control
50% of El Mutun for 40 years and invest about US$2.3 billion in
the steel project within eight years.

Comibol and Jindal have been finalizing the contract in recent
months, as details were lacking in Jindal's proposal, BNamericas
notes, citing the spokesperson.

"That is why the deadline to sign has been pushed back.  It had
been scheduled for Sept. 24," the spokesperson told BNamericas.

BNamericas underscores that once the accord is signed, a board
of directors headed by Comibol and Jindal representatives will
be created for the El Mutun Steel Co.

The spokesperson told BNamericas, "Additional company members
will include representatives from the community of Puerto
Suarez, Santa Cruz department and Bolivia's mining ministry."

                      About Jindal Steel

Jindal Steel & Power Ltd. -- http://www.jindalsteelpower.com/--
manufactures sponge iron, mild steel slabs, ferro chrome, iron
ore, mild steel, and coal based sponge iron plant.

                        About Comibol

Corporacion Minera de Bolivia aka Comibol is undergoing a
restructuring initiated by the Bolivian government.  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.

                        *    *    *

Fitch Ratings assigned these ratings on Bolivia:

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




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


BANCO BRADESCO: Seguros Increases Billing to BRL10.1 Billion
------------------------------------------------------------
Bradesco Seguros, which is controlled by Banco Bradesco SA, has
increased its billing by 15.9% to BRL10.1 billion during the
January-July period this year, compared with the same period in
2005, according to a report by Gazeta Mercantil.

Business News Americas relates that the BRL10.1 billion
includes:

          -- insurance,
          -- pension plans, and
          -- savings bonds.

BNamericas notes that Bradesco Seguros' seven-month billing
accounted for 24.8% of the entire industry in Brazil.

Technical reserves of Bradesco Seguros rose 20.3% to BRL44.5
billion during the 12 months ended July 2006, compared with the
same period that ended in 2005.  The firm's technical reserves
represented 37.3% of total industry reserves, BNamericas states.

Headquartered in Sao Paulo, Brazil, Banco Bradesco S.A. Banco
-- http://www.bradesco.com.br/-- prides itself on serving
low-and medium-income individuals in Brazil since the 1960s.
Bradesco is Brazil's largest private bank, with more than 3,000
banking branches, and also a leader in insurance and private
pension management.  Bradesco has branches throughout Brazil as
well as one in New York, two in the Bahamas, and four in the
Cayman Islands.  Bradesco offers Internet banking, insurance,
pension plans, annuities, credit card services (including
football-club affinity cards for the soccer-mad population), and
Internet access for customers.  The bank also provides personal
and commercial loans, along with leasing services.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Aug. 21, 2006, Fitch Ratings took these rating actions on Banco
Bradesco S.A.:

   -- Foreign Currency Issuer Default Rating upgraded to
      'BB+' from 'BB', Outlook remains Stable;

   -- Short-term Foreign Currency rating affirmed at 'B';

   -- Local Currency Issuer Default Rating affirmed at 'BBB-',
      Outlook Stable;

   -- Short-term Local Currency rating affirmed at 'F3';

   -- Individual rating affirmed at 'B/C';

   -- Support rating affirmed at '4';

   -- National Long-term affirmed at 'AA+(bra)', Outlook remains
      Stable; and

   -- National Short-term affirmed at 'F1+(bra)'.


BANCO DO BRASIL: S&P Affirms BB Counterparty Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' long-term
counterparty credit rating on Banco do Brasil S.A.  The outlook
is stable.

"The rating on Banco do Brasil reflects the large, direct
exposure to sovereign credit risk in the form of marketable
securities, the higher segment concentration of the loan
portfolio resulting from its public-sector mission, and the
lower core profitability and relatively weak intrinsic quality
of the bank's capital base in comparison with its peers in the
private sector," said Standard & Poor's credit analyst Daniel
Araujo.

On the positive side, the rating incorporates the strong
commitment and support demonstrated by the Federative Republic
of Brazil; the competitiveness by Banco do Brasil in private-
sector-related operations as a very good complement to its
public-sector mission, the bank's strong franchise and extensive
branch network, and a large and stable deposit base.

The Brazilian government's firm commitment to Banco do Brasil
and demonstrated support in recent years are incorporated into
the ratings.  Nevertheless, the local currency rating was not
equalized to the local currency sovereign rating on the
Federative Republic of Brazil because Standard & Poor's
categorizes the bank as a commercial bank. Although the bank has
a special role as agent of the federal government, this is to a
large extent complemented by its operations as a full-service
bank and a competitor to private banks.  Banco do Brasil is the
largest bank in Brazil, with ample access to relatively cheap
and stable funding through its extensive distribution network of
3,823 branches in June 2006.  The bank's public-sector role
involves promoting banking access in remote areas of the country
and servicing the agricultural sector.

The stable outlook reflects a combination of Banco do Brasil's
competitiveness in private-sector-related operations and its
public sector mission.  Banco do Brasil is categorized as a
commercial bank, and the ratings incorporate the bank's
intrinsic credit issues in the context of proven commitment and
support demonstrated by the Federative Republic of Brazil.

The ratings on Banco do Brasil will follow the foreign currency
sovereign credit rating in the event of a downgrade or negative
outlook.  If, on the other hand, the foreign currency sovereign
credit rating on Brazil is raised or its outlook is revised to
positive, the potential change in Banco do Brasil's ratings
would depend on the bank's creditworthiness on a stand-alone
basis and our perception of improvements in economic and
industry risks for the banking sector.


BANCO DO NORDESTE: S&P Affirms Low B Currency Credit Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' foreign
currency and 'BB+' local currency credit ratings on Banco do
Nordeste do Brasil S.A.  The outlook on the ratings is stable.

"The ratings on Banco do Norte reflect ownership and support by
the Federative Republic of Brazil, the public policy role of the
bank, and the favorable liquidity inflow and liability
structure," explained Standard & Poor's credit analyst Daniel
Araujo.  "The ratings are closely linked to Brazil's sovereign
risk."

The federal government holds 96% of Banco do Norte's voting
shares and is involved in management of its operations.  Strong
sovereign support is evidenced by the government's funding and
capitalization policies, despite the absence of a timely
government guarantee.  Banco do Norte plays a key public-policy
role as the main provider of medium- and long-term funding to
companies in the northeastern region of Brazil.  The bank is the
sole provider of long-term financing to the industrial and
agricultural sectors in many northeastern states, and accounts
for (on average) 70% of lending in the region.

Banco do Norte benefits from a steady liquidity inflow and
favorable liability structure.  Domestic funding includes
constitutionally mandated monthly transfers to Banco do Norte
from federal tax revenue and public sector deposits (including
those from the national workers insurance fund and on-lendings
from Banco Nacional de Desenvolvimento Economico e Social).

Banco do Norte relies on public financing and is governed by
public policy.  Absent sovereign support, however, weak asset
quality and capitalization would undermine Banco do Norte's
solvency.  Nonperforming loans (as measured by categories "E"
through "H" per Central Bank's regulations) have been high (9.5%
of total loans in June 2006; 10% in December 2005 and 2004; 20%
in December 2003).  Loan-loss provisions have been relatively
modest at less than 100% (89% in June 2006), though in
compliance with regulatory standards.


BANCO NACIONAL: Grants BRL26MM Financing to Uniao Terminais
-----------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social aka BNDES
approved a BRL26 million financing to Uniao Terminais e Armazens
Gerais Ltda. to expand its liquid bulk storage capacity at the
maritime terminal of Alemoa from 103 thousand m3/month to 124
thousand m3/month.  Investments comprise the construction of
five storage tanks, a metallic pipeline system to integrate all
tanks of the terminal, and one effluent treatment station.

Total investment in the project is BRl33.3 million.  The project
is expected to expand Uniao Terminais' market share and control
the risk of accidents and emission of harmful elements that
damage the environment.

Uniao Terminais, with about 140 own employees, provides storage
and operation services for liquid bulks -- chemical,
petrochemical, lubricant oils and alcohol -- at the ports of
Santos, Rio de Janeiro and Paranagua, where the company has
productive units.

Unia Terminais is held by Unia de Ind£strias Petroquimicas S.A.
aka Unipar, which holds an outstanding position in the chemical
and petrochemical sectors, providing inputs to the textile
sector (synthetic fibers) and to consumption goods industries.
The Unipar Group has about 2,600 employees.

                        *    *    *

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


BANCO NACIONAL: Provides BRL22-Mln Loan to Livararia e Papelaria
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social aka BNDES
approved a financing of BRL22 million to Livraria e Papelaria
Saraiva S.A.

The operation aims at expanding the chain, which will have 11
new stores, aside from the reform and modernization of the
existing 19 stores.  The company also intends to centralize its
logistics operations and consequently, strengthen its position
in the domestic bookmaker market by exploring new categories of
products presenting attractive gross margins, also associated to
an image of culture, leisure and entertainment.  The project for
enlarging Saraiva's chain will create 370 direct jobs, expanding
the company's staff to about 1,600.

Saraiva Group was founded in 1914 and operates in the publishing
sector, through Saraiva S.A. Livreiros Editores, and in the book
retail and stationery segment, through Livraria e Papelaria
Saraiva S.A.

Editora Saraiva, an open capital corporation since 1972, holds
Livraria Saraiva, with 99.91% of its shares.  The company is a
market leader in the law publishing line and one of the main
publishing companies in the Didactic & Paradidactic, Economy,
Business Management and Accounting segments.  Editora Saraiva
has a distribution chain strategically spread throughout Brazil,
in addition to the trade of computerized products for the law
area by means of CD-ROM and of law contents available at the
Internet.  Editora Saraiva has 13 branches, two distribution
centers and one print shop, with a production capacity to meet
40% of its needs.

Livraria e Papelaria Saraiva S.A. is the leading chain of
bookstores in Brazil in terms of sales, and was a pioneer in the
megastore concept, in 1996.  Saraiva has 31 stores concentrated
at the Southeast region, with 15 megastores and 16 traditional
stores.  It also has a virtual store (saraiva.com.br) accounting
for about 23% of the company's sales in 2005.

                        *    *    *

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


BANCO PINE: S&P Rates US$150 Million Sr. Unsecured Notes at B+
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' foreign-
currency long-term senior unsecured debt rating to Banco Pine
S.A.'s upcoming issuance of US$150 million notes with maturity
in 2008.

The 'B+/Stable/B' counterparty credit rating on Banco Pine
reflects the risks of a small bank operating in a competitive
environment, the challenge of building and maintaining a stable
and diversified funding base, and the relative concentration of
assets and liabilities inherent to the nature of its activities.
The rating benefits from the bank's consistent track record in
its niche of midsize companies, including good credit risk
management and good earnings generation with adequate cost
structure.  The rating also factors in the bank's conservative
positioning regarding liquidity management.

Banco Pine is a family-owned bank with total assets of Brazilian
reais BRL2.3 billion (approximately US$1.0 billion) in June
2006, which places the bank as the 28th private bank in the
Brazilian banking industry.  The bank specializes in
collateralized lending to midsize companies and has added other
products to diversify its operations, namely onlendings from the
Brazilian national development bank -- BNDES, and the rendering
of guarantees to larger corporates, discount-payroll loans to
individuals (retirees, pensioners, and civil servants), and
trade finance.  The bank has an agile operating structure, which
allows rapid growth under favorable macroeconomic conditions and
flexibility in times of stress.  The bank faces increasing
competition with an increase in the number of players in the
market.  In the medium to long term, there is a risk of
potential decline in margins.

Banco Pine has shown adequate liquidity management.  The ratio
of adjusted liquid assets to deposits has been high (48% in June
2006). Despite the reduction in deposits by institutional
investors in the domestic market following the Central Bank
intervention in Banco Santos in November 2004 -- when virtually
all small and midsize banks experienced a decline of close to
30% -- Banco Pine succeeded in obtaining alternative sources of
funding, including those in the form of receivables funds and
the issuance of debt in the international markets.  The bank
also entered an agreement with Banco Bradesco S.A. for the sale
of loans up to BRL40 million per month during a three-year
period.  Banco Pine's difficulties were restricted to the last
quarter of 2004.  The bank was able to recover deposits during
2005.

Asset quality indicators are good.  Banco Pine has benefited
from its expertise in dealing with midsize companies and using
collateral to manage the intrinsic risk in this segment.  The
bank has been able to maintain above-average asset quality
indicators by adding some diversification to its loan portfolio.
This includes the lower-risk segment of:

   -- payroll-discount loans to civil servants, retirees, and
      pensioners;

   -- loans to larger corporates in the segment of onlending
      from BNDES;

   -- guarantees; and

   -- (short-term) trade finance.

Banco Pine's profitability is adequate to its business profile.
The bank has obtained an average ROA of 2% in the past three
years and is expected to maintain the same pattern in the near
term. While its profitability ratios are lower than those of
some of its competitors, it has shown more stability.  The bank
has maintained a suitable, low-cost structure, which we view as
a key component for small, niche banks.

The stable outlook mirrors our expectation that the bank will be
able to maintain its good track record of profitability (ROAA of
about 2%) and good asset quality indicators.  The outlook also
factors in the maintenance of the bank's main focus on secured
loans to midsize companies.

The outlook may be revised to negative or the ratings may be
lowered if there is a significant deterioration in the bank's
asset quality ratios in comparison to current ratios; if
profitability drops substantially; or if liquidity deteriorates
due to difficulties in funding or less-conservative management.

The outlook may be revised to positive or the rating raised if
the bank gains scale without damaging current asset quality and
profitability levels while maintaining prudent liquidity
management with more stable and diversified funding sources.


BANCO RURAL: Fitch Affirms BB-(bra) Long-Term National Rating
-------------------------------------------------------------
Fitch Ratings has affirmed Banco Rural S.A.'s national ratings
at long-term 'BB-(bra)' with a negative outlook and short-term
'B(bra)'.  In addition, Fitch has affirmed the support rating at
'5'.

The national ratings reflect the effects of Rural's tarnished
image on its funding, liquidity, activities, risk profile and
earnings as a result of its name being linked to the political
crisis in June 2005. Funding and liquidity at Rural, alongside
most small and medium-sized banks, had already experienced
severe pressure from investor withdrawals following the Central
Bank of Brazil intervention of Banco Santos S.A. in November
2004.

From November 2004 to early 2006, Rural experienced
deterioration in its asset quality and saw a sharp reduction in
its assets, funding and equity.  It also experienced an increase
in intangible assets in its capital base and faced low
liquidity.  Although Fitch has seen an improvement in Rural's
liquidity and funding ratios since mid-2006, it is still not
sufficient to reverse the trend of the bank's ratings.

The negative outlook reflects Fitch's opinion that Rural remains
vulnerable to volatile operational performance and that the bank
faces an arduous task in maintaining its profitability.  Rural
is looking at alternative funding sources, which Fitch views as
being fundamental to the bank's earnings sustainability and
long-term viability.  The agency will continue to monitor
closely the implementation of these new funding methods.

Founded in 1948, Rural is a multiple bank controlled by five
members of the Rabello family -- 84.7% of the common shares --
with a tradition in lending to small and medium-sized companies.
Headquartered in Minas Gerais, it had 39 service posts (29
branches) in Brazil at June 2006 (126 in December 2004) and two
overseas subsidiaries.


HAYES LEMMERZ: S&P Affirms B- Rating & Removes Negative Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' corporate
credit rating on Hayes Lemmerz International Inc. and removed
the rating from CreditWatch with negative implications, where
it was placed Aug. 21, 2006.  The outlook is negative.

The Northland, Michigan-based wheel manufacturer has total
adjusted debt of about US$780 million plus underfunded employee
benefit obligations of approximately US$390 million.

The rating affirmation follows a review of the impact of Ford
Motor Co.'s recently announced plans to sharply reduce vehicle
production in the fourth quarter of 2006.

"We have concluded that the negative impact on Hayes' earnings
and cash flow will be partially offset by gradually improving
performance in the company's international operations," said
Standard & Poor's credit analyst Gregg Lemos Stein.

This should enable Hayes to maintain credit measures consistent
with its already low speculative-grade rating.

While Hayes generates about 20% of its total sales from Ford,
about half of that comes from outside North America, where
Ford's production cuts are focused.  Hayes' sales from General
Motors Corp. and the Chrysler unit of DaimlerChrysler AG are
also well diversified between North America and Europe.

Hayes' guidance for the full year ending Jan. 31, 2007, remains
unchanged because of the automakers' production cuts, with the
company expecting US$2.2 billion to US$2.3 billion of sales and
a slight improvement on last year's US$176 million of EBITDA.

Hayes' business risk profile remains weak.  The company's
financial results have suffered in recent years because of the
difficult industry conditions facing automotive suppliers,
including:

   * high raw-material costs,
   * customer market-share shifts,
   * product-mix changes, and
   * pricing pressure.

While Hayes has a leadership position in wheel manufacturing,
the business is highly fragmented and intensely competitive.
In response to these challenges, Hayes has announced various
restructuring and austerity measures, including:

   * the closing of a U.S. aluminum wheel plant;
   * the consolidation of several business units; and
   * the reduction of certain employees' compensation.

The various cost-cutting actions are expected to save the
company US$35 million annually, partially offsetting the impact
of soft industry volumes, pricing pressures, and adverse product
mix.

The company has operations in India, Brazil and Germany, among
others.


HRP MYRTLE: Moody's Assigns Loss-Given-Default Ratings to Notes
---------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the Gaming, Lodging & Leisure sector, the rating
agency raised HRP Myrtle Beach Operations, LLC's Caa1 Corporate
Family Rating to B3.

Additionally, Moody's downgraded or confirmed its probability-
of-default ratings and assigned loss-given-default ratings on
these notes:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
Sr. Secured Floating
Notes Due 2012            B3       B2      LGD3        41%

Jr. Secured Notes
Due 2013                 Caa2     Caa2     LGD5        85%

Moody's current long-term credit ratings are opinions about
expected credit loss, which incorporate both the likelihood of
default and the expected loss in the event of default.

The LGD rating methodology will disaggregate these two key
assessments in long-term ratings.  The LGD rating methodology
will also enhance the consistency in Moody's notching practices
across industries and will improve the transparency and accuracy
of Moody's ratings as its research has shown that credit losses
on bank loans have tended to be lower than those for similarly
rated bonds.

Probability-of-default ratings are assigned only to issuers, not
specific debt instruments, and use the standard Moody's alpha-
numeric scale.  They express Moody's opinion of the likelihood
that any entity within a corporate family will default on any of
its debt obligations.

Loss-given-default assessments are assigned to individual rated
debt issues -- loans, bonds, and preferred stock Moody's opinion
of expected loss are expressed as a percent of principal and
accrued interest at the resolution of the default, with
assessments ranging from LGD1 (loss anticipated to be 0% - 9%)
to LGD6 (loss anticipated to be 90% - 100%).

HRP Myrtle Beach Operations, LLC, -- http://www.hardrock.com--  
a Delaware limited liability company, is designing, developing,
constructing, financing and equipping and will own and operate
Hard Rock Park, an approximately 140-acre rock and roll themed
park in Myrtle Beach, South Carolina, under a license agreement
with Hard Rock International.  Hard Rock International, Inc.,
owned by The Rank Group Plc, operates 122 Hard Rock Cafes and 13
Hard Rock Hotels and Casinos in more than 42 countries,
including Thailand, the Philippines, the United Kingdom and
Brazil.


NOSSA CAIXA: Authorities Suspend Sale of 18.8 Million Shares
------------------------------------------------------------
Claudio Lembo -- the governor of Sao Paulo -- and the state
planning and finance ministry decided to halt the sale of 18.8
million shares in state firm Banco Nossa Caixa, according to a
report by Agencia Estado.

Business News Americas relates that Nossa Caixa disclosed in
August a plan to sell the shares in its second public share
offer in less than a year.  Nossa Caixa said it could extend the
offer with an additional 2.83 million shares.

BNamericas notes that the share offer would boost the Nossa
Caixa's free float to 49% from 29%.

The sale of additional shares in Nossa Caixa is no longer
necessary to cover for a BRL1.2-billion deficit in the state's
budget, Governor Lembo said, according to reports.

BNamericas underscores that adjustments to the state's accounts
decreased the deficit to BRL560 million, with the possibility of
closing it completely by the end of the year.

Governor-elect Jose Serra will make the final decision on the
sale of the Nossa Caixa shares, BNamericas states.

                        *    *    *

On Oct. 19, 2005, Moody's Investors Service upgraded Banco Nossa
Caixa S.A.'s long-term foreign currency deposit rating to B1
from B2 with a positive outlook.

At the same time, the ratings agency upgraded Banco Nossa
Caixa's long-term foreign currency debt rating to Ba1 with a
stable outlook.


VERIFONE INC: S&P Rates Proposed US$540 Million Facility at BB-
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on San Jose, California-based VeriFone, Inc., and
assigned its 'BB-' debt rating, with a recovery rating of '3'
to the proposed US$540 million first-lien bank facility.

The bank facility consists of a US$40 million revolving credit
facility and a US$500 million term loan.  Proceeds from the
facility, along with approximately US$475 million of cash and
equity, will be used to fund the acquisition of Lipman
Electronic Engineering Ltd.  The outlook is negative.

"The ratings on VeriFone reflect the company's increased debt
leverage, acquisitive growth strategy, and relatively short
financial history as an independent entity," said Stndard &
Poor's credit analyst Martha Toll-Reed.

These factors are partially offset by VeriFone's leading
position in the niche market for electronic payment solutions, a
diversified customer base and, pro forma for the proposed
acquisition, expanded market and product base.

VeriFone designs, markets and services system solutions that
enable secure electronic payments.  Organic revenue growth has
accelerated over the past two years, benefiting from
management's focus on increasing penetration of electronic
payments in international markets, replacement of existing
solutions to accommodate newer payment applications, and an
overall market shift from paper-based transactions to electronic
transactions at the point of sale.

The company reported revenues of US$148 million in the quarter
ended July 31, 2006, up 17% over the prior year period.  EBITDA
margins have benefited from increased operating leverage and are
currently in the low-20% range.  However, the Lipman acquisition
will be VeriFone's largest to date, and could pose integration
and operational challenges.

VeriFone Inc. is headquartered in Santa Clara, California, and
is a global market leader in the development and sale of point-
of-sale electronic payment systems.  The company has operations
in Argentina, Australia, Brazil, China, France, India, Malaysia,
Poland, the United Kingdom, the United States, among others.




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


AIR TARA: Shareholders Vote to Liquidate Business
-------------------------------------------------
Air Tara Caymans II, Ltd.'s shareholders decided on
Sept. 4, 2006, to place the company in voluntary liquidation
under the Companies Law (2004 Revision) of the Cayman Islands.

Gerard Hastings at Maples and Calder was appointed as liquidator
to facilitate the winding up of Air Tara's business.

The liquidator can be reached at:

          Gerard Hastings
          Maples and Calder
          P.O. Box 309, George Town
          Ugland House, Church Street
          Grand Cayman, Cayman Islands


ALTERNATIVE VENTURES: Filing of Proofs of Claim Is Until Nov. 2
---------------------------------------------------------------
Alternative Ventures Ltd.'s creditors are required to submit
proofs of claim by Nov. 2, 2006, to the company's liquidators:

          Linburgh Martin
          Jeff Arkley
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Alternative Ventures' shareholders agreed on Sept. 14, 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:

          Neil Gray
          Close Brothers (Cayman) Ltd.
          Fourth Floor, Harbour Place
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 8455
          Fax: (345) 949 8499


COMMODITY RESOURCES: Proofs of Claim Filing Is Until Nov. 2
-----------------------------------------------------------
Commodity Resources Ltd.'s creditors are required to submit
proofs of claim by Nov. 2, 2006, to the company's liquidators:

          William Abbott
          P.O. Box 613, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Commodity Resources' shareholders agreed on Aug. 4, 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:

          Ian Goodall
          Corporate Filing Services Ltd.
          P.O. Box 613, George Town
          Grand Cayman, Cayman Islands
          Tel: +1 345 949 4244
          Fax: +1 345 949 8635


DOJIMA HOTEL: Deadline for Filing Proofs of Claim Is on Nov. 2
--------------------------------------------------------------
Dojima Hotel Investment Ltd.'s creditors are required to submit
proofs of claim by Nov. 2, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Dojima Hotel's shareholders agreed on Sept. 14, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


GLOBAL VENTURES: Creditors Must File Proofs of Claim by Nov. 2
--------------------------------------------------------------
Global Ventures Investments Ltd.'s creditors are required to
submit proofs of claim by Nov. 2, 2006, to the company's
liquidators:

          Linburgh Martin
          Jeff Arkley
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Global Ventures' shareholders agreed on Sept. 14, 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:

          Neil Gray
          Close Brothers (Cayman) Ltd.
          Fourth Floor, Harbour Place
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 8455
          Fax: (345) 949 8499


JADE CAPITAL: Last Day to File Proofs of Claim Is on Nov. 2
-----------------------------------------------------------
Jade Capital Corp.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Piccadilly Cayman Ltd.
          c/o BNP Paribas Bank & Trust Cayman Ltd.
          P.O. Box 10632 APO
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Jade Capital's shareholders agreed on Sept. 19, 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:

          Ellen J. Christian
          Piccadilly Cayman Ltd.
          c/o BNP Paribas Bank & Trust Cayman Ltd.
          3rd Floor Royal Bank House
          Shedden Road, George Town
          Grand Cayman, Cayman Islands
          Tel: 345 945 9208
          Fax: 345 945 9210


JIAN KANG: Shareholders Agree to Place Company in Liquidation
-------------------------------------------------------------
Jian Kang Ltd.'s shareholders decided on Sept. 7, 2006, to place
the company in voluntary liquidation under the Companies Law
(2004 Revision) of the Cayman Islands.

Josephine Price was appointed as liquidator to facilitate the
winding up of Jian Kang's business.

The liquidator can be reached at:

          Josephine Price
          c/o M&C Corporate Services Ltd.
          P.O. Box 309, George Town
          Grand Cayman, Cayman Islands


ML S: Creditors Have Until Nov. 2 to File Proofs of Claim
---------------------------------------------------------
ML S Managed Futures Ltd.'s creditors are required to submit
proofs of claim by Nov. 2, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

ML S Managed's shareholders agreed on Sept. 6, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


REVLON (CAYMAN): Last Day to File Proofs of Claim Is on Nov. 1
--------------------------------------------------------------
Revlon (Cayman) Ltd.'s creditors are required to submit proofs
of claim by Nov. 1, 2006, to the company's liquidator:

          Edward A. Mammone
          c/o P.O. Box 309, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 1 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Revlon (Cayman)'s shareholders agreed on Sept. 22, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.

Revlon (Cayman) Ltd. is a subsidiary of Revlon Consumer Products
Corp.  The Group's principal activities are to manufacture and
market cosmetics and skin care, fragrances and personal care
products.  The products of the Group under cosmetics and skin
care product line include lip-makeup, nail color, nail care
products, eye and face makeup and skin care products such as
lotions, cleansers, creams, toners and moisturizers.  Fragrances
include perfumes, eau de toilettes, colognes, and body sprays.
Personal care line of products consists of hair care,
antiperspirant hypo allergenic personal care products.  The
customers of the Group include large mass volume retailers,
chain drug stores, department stores and other specialty stores
inclusive of perfumeries.


SEA FUNDING: Proofs of Claim Filing Deadline Is Set for Nov. 2
--------------------------------------------------------------
Sea Funding Corp.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Piccadilly Cayman Ltd.
          c/o BNP Paribas Bank & Trust Cayman Ltd.
          P.O. Box 10632 APO
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 2 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Sea Funding's shareholders agreed on Sept. 15, 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:

          Ellen J. Christian
          Piccadilly Cayman Ltd.
          c/o BNP Paribas Bank & Trust Cayman Ltd.
          3rd Floor Royal Bank House
          Shedden Road, George Town
          Grand Cayman, Cayman Islands
          Tel: 345 945 9208
          Fax: 345 945 9210




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


SHAW GROUP: Reviews Accounting of Fiscal 2000 Stock Option Award
----------------------------------------------------------------
The Shaw Group Inc. is reviewing its Fiscal 2000 stock option
awards to ensure proper accounting treatment in accordance with
recently released SEC guidance.  In light of recent publicity
involving option grants at numerous companies, Shaw's
management, along with the Audit Committee of the Board of
Directors, instructed its internal audit department to undertake
a review of stock option awards to ensure all awards were
properly authorized by the Compensation Committee and Board of
Directors.  At a meeting conducted on Aug. 16, 2006, both the
Audit Committee and management concluded neither the company nor
any employee engaged in "backdating" or "spring boarding"
activity with regard to past option grants.

Subsequent to the August 2006 Audit Committee, on
Sept. 19, 2006, the SEC provided clarifying guidance regarding
the appropriate measurement date for option grants.  In order to
ensure that Shaw's option grants practices were compliant with
this most recent guidance, Shaw undertook a second review of its
option grant practices to ensure all awards reflected the proper
measurement date.  Shaw has discovered that, with regards to its
Fiscal 2000 stock option awards, it may not have utilized the
proper measurement date for accounting purposes in accordance
with the recently released guidance.  The Fiscal 2000 awards,
which totaled approximately one million shares (two million
shares split-adjusted), were authorized by the Compensation
Committee on July 28, 2000 at a strike price of US$42 per share
(US$21 per share split-adjusted) in connection with the
company's acquisition of Stone & Webster, Inc.  These grants
were authorized to reward management and employees involved in
the acquisition and to incentivize Stone & Webster employees to
remain with the Company and ensure its continued success.
Certain specific recipients were identified for an allocation of
awards by the Compensation Committee in July.  In addition, the
Committee and the Board authorized a pool of additional
unallocated options, and vested discretion in management to
award these options to key employees as it proceeded with the
Stone & Webster integration process.  The recently released SEC
guidance suggests that the proper measurement date for the
awards may be the date upon which the list of the recipients and
specific allocations was finalized, rather than the date that
the Board initially approved the award.

The company is in the process of evaluating when the list of
option recipients and allocations was finalized to determine
whether a different measurement date should have been applied.
In the event of a positive difference between the grant price of
US$42 per share (US$21 per share split-adjusted) and the share
price on the required measurement date, the company will be
required to recognize additional compensation expense over the
awards' four year vesting period of 2001-2004.  The amount of
any such expense has yet to be determined.  This determination
will take into consideration those employees who may have
received an award, but are no longer employed with the company,
among other things.  In the event the company determines that it
should have recorded additional non-cash expense for those
years, the company will compare that expense to the results for
those fiscal years to determine if the impact is considered
material and whether a restatement would be appropriate.

                      About Shaw Group

The Shaw Group Inc. -- http://www.shawgrp.com/-- is a leading
global provider of technology, engineering, procurement,
construction, maintenance, fabrication, manufacturing,
consulting, remediation, and facilities management services for
government and private sector clients in the energy, chemical,
environmental, infrastructure and emergency response markets.
Headquartered in Baton Rouge, Louisiana, with over US$3 billion
in annual revenues, Shaw employs approximately 20,000 people at
its offices and operations in Venezuela, Chile, North America,
Europe, the Middle East and the Asia-Pacific region.

On July 27, 2005, Shaw Group was assigned a BB rating by
Standard & Poor's.




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


BANCO DE BOGOTA: Shareholders Okay Merger with Megabanco
--------------------------------------------------------
Banco de Bogota said in a filing with financial regulator
Superfinanciera that its shareholders have allowed the bank to
absorb liquidated firm Megabanco.

As reported in the Troubled Company Reporter-Latin America on
Sept. 13, 2006, Grupo Aval Acciones y Valores S.A. -- a
Colombian banking group -- planned to merge subsidiary Banco de
Bogota S.A. with Megabanco.  Grupo Aval bought a 95% stake in
Megabanco from bankrupt Coopdesarrollo for COP808 billion in an
auction.  The board of directors of Banco de Bogota recently
ratified the merger with Megabanco.

Banco de Bogota will exchange each Megabanco share for for 0.01
shares in Banco de Bogota, Business News Americas reports.

                        *    *    *

As reported by Troubled Company Reporter on March 13, 2006,
Moody's Investors Service assigned a 'Ba3' long-term foreign
currency deposit rating on Banco de Bogota and changed the
outlook to stable from negative.  Moody's also assigned a 'D+'
bank financial strength rating on the company, while the outlook
remained stable.


ECOPETROL: Gov't to Hire Two Consulting Firms for Stake Sale
------------------------------------------------------------
Hernan Marinez -- Colombia's energy and mining minister -- told
the Associated Press that two consulting firms would be hired to
make sure the government would get a fair price for company.

As reported in the Troubled Company Reporter-Latin America on
Sept. 25, 2006, the mines and energy ministry and the finance
and public credit ministries submitted a bill to congress for
the restructuring of Ecopetrol, in light of plans on a partial
sell-off.  The modification bill would allow Ecopetrol to change
its legal classification after shares are issued and sold.  As
previously reported, Ecopetrol received the government's
approval to sell up to 20% of the company.  The private sector
participation would help ensure Ecopetrol's financial and
administrative independence needed to carry out investments on
exploration and production as well as to upgrade oil
infrastructure.

Colombia's President Alvaro Uribe has endorsed to congress the
sale of Ecopetrol's stake.  The government is hoping that
Ecopetrol's privatization would bring in the investment it needs
for more oil exploration.  The government aims to prevent
Colombia from becoming a net oil importer in 2011.

AP notes that Ecopetrol plans to spend US$350 million this year
exploring for new oil from a total investment budget of US$1.4
billion.

Minister Martinez told AP, "Everyone has reconciled that the
capitalization of Ecopetrol is urgent in order to jump-start
exploration and increase production."

The 6,000 workers of Ecopetrol would be the first to buy shares
in the company, AP says, citing Minister Martinez.

However, unions opposed the sale, worried that under private
management they could lose access to health care and other
benefits.

Ecopetrol is an integrated-oil company that is wholly owned by
the Colombian government.  The company's activities include
exploration for and production of crude oil and natural gas, as
well as refining, transportation, and marketing of crude oil,
natural gas and refined products.  Ecopetrol is Latin America's
fourth-largest integrated-oil concern.  Operations are organized
into Exploration & Production, Refining & Marketing,
Transportation, and International Commerce & Gas.

On June 27, 2006, Fitch Ratings revised the rating outlook of
the long-term foreign currency issuer default rating of
Ecopetrol S.A. to Positive from Stable.  This rating action
follows the recent revision in the Rating Outlook to Positive
from Stable of the 'BB' foreign currency IDR of the Republic of
Colombia.  Ecopetrol's IDR remain strongly linked with the
credit profile of the Republic of Colombia.


MEGABANCO: Banco de Bogota Shareholders Okay Merger with Firm
-------------------------------------------------------------
Megabanco's merger with Banco de Bogota received the approval of
the latter's shareholders, Banco de Bogota said in a filing with
financial regulator Superfinanciera.

According to the filing, Banco de Bogota will absorb Megabanco.

As reported in the Troubled Company Reporter-Latin America on
Sept. 13, 2006, Grupo Aval Acciones y Valores S.A. -- a
Colombian banking group -- planned to merge subsidiary Banco de
Bogota S.A. with Megabanco.  Grupo Aval bought a 95% stake in
Megabanco from bankrupt Coopdesarrollo for COP808 billion in an
auction.  The board of directors of Banco de Bogota recently
ratified the merger with Megabanco.

Banco de Bogota will exchange each Megabanco share for for 0.01
shares in Banco de Bogota, Business News Americas reports.

Megabanco, with 187 branches throughout the country and 2025
workers, controls a 2% slice of the banking market in Colombia.
The bank posted a net income of COP63 billion in 2005, compared
with COP25 billion the year before, according to Fogafin.
Bankrupt cooperative development bank, Coopdesarrollo,
previously owned the 95% stake that Grupo Aval bought.




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


DENNY'S CORP: Closes US$62-M Property Sale to National Retail
-------------------------------------------------------------
Denny's Corp. has completed and closed the transaction to sell
to National Retail Properties, Inc., certain of its franchisee-
operated restaurant properties.

As reported in the Troubled Company Reporter on Sept. 15, 2006
the company has entered into an agreement to sell 66 franchisee
operated restaurant properties to National Retail Properties,
Inc., a real estate investment trust, for gross proceeds of
approximately US$67 million.

The company disclosed that a total of 60 properties were
included in the closing, for a cash purchase price of
approximately US$62 million.  The sale of up to an additional 6
properties may close, subject to certain conditions, under the
terms of the master purchase agreement for the transaction.

The net cash proceeds of the asset sales have been applied to
reduce the outstanding balance on the company's first lien term
loan.  During the third quarter, the company prepaid
approximately US$80 million on the loan, bringing its total
long-term debt balance down to approximately US$470 million as
of Sept. 27, 2006.

Nelson J. Marchioli, president and chief executive officer,
said, "The completion of this transaction and the resulting debt
reduction are significant milestones in Denny's continuing
efforts to strengthen its balance sheet.  Denny's has endured a
heavy debt burden for many years, which restricted its ability
to grow.  Over the last five years we have successfully reduced
our outstanding debt balances by approximately US$160 million.
While pleased with this progress, we will continue to pursue
further debt reduction as an effective way to enhance value for
our shareholders.  These actions will ensure greater financial
flexibility to invest in and expand the Denny's brand."

The company also disclosed that it has 13 franchisee-operated
properties remaining for sale.  It expects that it will take up
to twelve months to complete the sales.

Headquartered in Spartanburg, South Carolina, Denny's
Corporation -- http://www.dennys.com/-- is America's largest
full-service family restaurant chain, consisting of 543 company-
owned units and 1,035 franchised and licensed units, with
operations in the United States, Canada, Costa Rica, Guam,
Mexico, New Zealand and Puerto Rico.

                        *    *    *

Denny's Corp.'s balance sheet at June 28, 2006 showed
US$500.3 million in total assets and US$758.2 million in total
liabilities, resulting in a US$257.9 million stockholders'
deficit.


NINE.COM: Will Close Down Costa Rican Subsidiary
------------------------------------------------
Nine.com will shut down its Costa Rican unit, Gambling 911
reports, sources told Gambling 911.

According to Gambling 911, the sources said Nine.com will be
merging with VIP.com, its parent company, under the Leisure &
Gaming umbrella.

Allistair Assheton -- the chief executive officer of VIP.com --
said in a statement that the group's main internal problem was
with its Nine.com division, which costs too much to operate and
is not retaining enough clients.

Mr. Assheton told Gambling 911, "It's not cataclysmic... We
expect to have it resolved by the year-end."

"While I remain confident in the prospects for the group, the
board is taking a prudent view that we may not meet external
expectations in this financial year," Mr. Assheton said in the
statement.

Gambling 911 notes that workers of Nine.com and the industry in
general expect that Leisure & Gaming would consolidate the
business more into its own.

The report says that operating expenses are pulling down some
offshore gambling firms.

Nine.com is being moved to Curacao where Leisure & Gaming and
VIP.com maintain offices, Gambling 911 states.




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


BANCO DOMINICANO: Labor Court Dismisses Former Head's Suit
----------------------------------------------------------
Judge Mery L. Collado of the Fifth Chamber of the National
District Labor Court in the Dominican Republic has dismissed a
DOP700 million lawsuit that Pedro Castillo -- the former
president of Banco Dominicano del Progreso -- filed against the
company, DR1 Newsletter reports.

According to Dr1, Mr. Castillo was seeking DOP700 million in
damages against Banco Dominicano and Grupo Progreso.  Mr.
Castillo also requested to be reinstated as head of the bank and
Grupo Progreso.

Dominican Today relates that Ms. Collado said in a 145 page
sentence she issued on Sept. 29 that the rejection of Mr.
Castillo's allegations was justified.  Banco Dominicano did not
have to pay the severance benefits, as the lawsuit lacked
foundation.

"We are very satisfied with this sentence.  It was more proof
that Dominican justice continues taking firm steps to eradicate
impunity in the country," Francisco Alvarez, the attorney of
Grupo Progreso, told Dominican Today.

                        *    *    *

Fitch Ratings placed these ratings on Banco Dominicano del
Progreso:

          -- CCC long-term issuer default rating;
          -- C short-term rating;
          -- CCC local currency long-term issuer default rating;
          -- C local currency short-term rating;
          -- BB(DOM) national long-term rating; and
          -- B(DOM) national short-term rating.

Fitch said the outlook is stable.


BANCO INTERCONTINENTAL: Defense Alleges Testimonies Withheld
------------------------------------------------------------
Marino Vinicio Castillo, popularly known as Vincho -- the legal
representative of Ramon Baez Figueroa, who was being sued for
allegedly defrauding collapsed bank Banco Intercontinental SA
-- told Dominican Today that there was a "beastly kidnapping" of
important testimonies.

"We trust that the testimonies are examined and that the pieces
are available, because there has been a beastly kidnapping of
pieces that were never communicated to us and that served, many
of them, for their worse maliciousness," Dominican Today says,
citing Mr. Castillo.

According to Dominican Today, Mr. Castillo said that the defense
want a collegiate court to hear the trial, which ensures the
right to a defense.

Mr. Castillo told Dominican Today that the defense has shown
that the previous monetary and financial authorities' practices
were "poisonous, malignant, criminal, placing the law aside,
burdening the Dominican Republic as a quasi-fiscal deficit the
deposits of banks which are not guaranteed by law, everything to
have their hands free in the pillage and cannibalization of the
assets of the bank."

Dominican Today notes that Mr. Castillo said, "We trust that the
responsibility of our defendant will be seen in fairer terms."

The report says that other banks did exactly what took place in
Banco Intercontinental.

Mr. Castillo told Dominican Today, "To a bank that had 42
billion pesos in problems by affiliated loans or for double
accounting, the monetary authority gave seven years him to
organize itself, to another with 22 billion, also gave three
years to organize itself."

Dominican Today underscores that Mr. Castillo said the scandal
against Banco Intercontinental resulted from the firm's
ownership of the local paper Listin Diario, 78 radio stations
and three TV channels, which the government needed at that time
for the reelections campaign.

Meanwhile, Radhames Jimenez, the justice minister, told
Dominican Today that the prosecution against those responsible
for the Dominican banking frauds will continue "unwaveringly."
Mr. Jimenez became the justice minister on Aug. 16, taking the
place of Francisco Dominguez who is now the Santiago province
senator.

Replying to the press' inquiry on whether authorities would seek
the maximum penalty in the Banco Intercontinental case, Mr.
Jimenez said that the ministry's policy has not varied and that
it will support any court ruling.

"The Justice Ministry has as a policy to request the maximum
penalty in the fight against public and private corruption and
this one is private corruption at the high level in banking.
Beforehand we cannot say how much we are going to request for
each (the indicted) but to what the policy of the Justice
Ministry forces us is to request the maximum penalty
contemplated in the law according to the penal type," Francisco
Garcia, an assistant prosecutor assigned to bank fraud cases,
told Clave Digital.

Marino Vinicio Castillo can be reached at:

          Fuerza Nacional Progresista
          Presidente
          Consejo Nacional de Drogas
          Oficinas Gubernamentales, Bloque C
          Avenida Mexico esq. 30 de Marzo
          Tel. 809-2221-4747
          809-221-5166
          Email: of.pcastillo@codetel.net.do

Banco Intercontinental collapsed in 2003 as a result of a
massive fraud that drained it of about US$657 million in funds.
As a consequence, all of its branches were closed.  The bank's
current and savings accounts holders were transferred to the
bank's new owner -- Scotiabank.  The bankruptcy of Baninter was
considered the largest in world history, in relation to the
Dominican Republic's Gross Domestic Product.  It cost Dominican
taxpayers DOP55 billion and resulted to the country's worst
economic crisis.


FALCONBRIDGE LTD: Xstrata Needs US$5B to Fund Takeover of Firm
--------------------------------------------------------------
Xstrata PLC told the Canadian Press that it will raise about
US$5.47 billion in a special equity offering to help fund its
takeover of Falconbridge Ltd.

As reported in the Troubled Company Reporter-Latin America on
Sept. 19, 2006, Xstrata mailed a notice of compulsory
acquisition to all remaining holders of Falconbridge common
shares.  Following Xstrata's offer to acquire all of the Common
Shares it has not owned, the company beneficially holds 97.1% of
the issued and outstanding Common Shares on a fully diluted
basis.  Holders of more than 90% of the Common Shares accepted
Xstrata's offer.

Xstrata said in a statement that its shareholders will be given
the chance to purchase one new share for every three they own at
US$23.73 each.

                       About Xstrata

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

Xstrata does business in six major international commodities
markets: copper, coking coal, thermal coal, ferrochrome,
vanadium and zinc, with additional exposures to gold, lead and
silver.  The Group's operations and projects span four
continents and nine countries: Australia, South Africa, Spain,
Germany, Argentina, Peru, Colombia, the United Kingdom and
Canada. Xstrata holds a 97% stake in Falconbridge.

                      About Falconbridge

Headquartered in Toronto, Ontario, Falconbridge Limited
(TSX:FAL.LV)(NYSE: FAL) -- http://www.falconbridge.com/-- is a
leading copper and nickel company with investments in fully
integrated zinc and aluminum assets.  Its primary focus is the
identification and development of world-class copper and nickel
orebodies.  It employs 14,500 people at its operations and
offices in 18 countries, including Malaysia.  The Company owns
nickel mines in Canada and the Dominican Republic and operates a
refinery and sulfuric acid plant in Norway.  It is also a major
producer of copper (38% of sales) through its Kidd mine in
Canada and its stake in Chile's Collahuasi mine and Lomas Bayas
mine.  Its other products include cobalt, platinum group metals,
and zinc.

                          *    *    *

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




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


PETROECUADOR: Occidental Withdraws Lawsuit Against Firm
-------------------------------------------------------
Occidental Petroleum Corp. has withdrawn an arbitration claim
against Petroecuador, Ecuador's state-owned oil firm, Reuters
reports, citing Ecuadorean President Alfredo Palacio.

Meanwhile, Occidental maintained its lawsuit against the
Ecuadorean government, Reuters says, citing President Palacio.

Reuters relates that Ecuador revoked Occidental's contract to
operate fields in the nation, accusing that the firm sold part
of an oil block with the government's permission.  Occidental
then filed arbitration claims against the government and
Petroecuador, seeking US$1 billion in damages and the return of
its assets.

Jan Sieving, a spokesperson of Occidental, told Reuters that the
company dropped the Petroecuador lawsuit as part of a strategic
move to hasten the proceedings.  Occidental plans to file
another claim against Petroecuador in the future.

President Palacio told Reuters that Occidental's decision made
it easier for Ecuador to make its defense in a US$1 billion case
to be heard before the World Bank's International Center for
Settlement of Investment Disputes in Washington.

President Palacio said in a statement, "This is a victory that
the people should celebrate.  This news fills the nation with
hope and happiness."

However, local experts told Reuters that Occidental's move could
strengthen its case against Ecuador.

Reuters underscores that Fernando Santos, a former energy
minister and lawyer for foreign oil firms in Ecuador who is not
involved in the Occidental case, said, "This will not help the
state at all; it's basically a legal move by the company to
center all its efforts in only one claim."

Occidental simply corrected a strategic mistake committed
earlier in the case, Augusto Tandazo, another Ecuadorean lawyer
not linked to the case, told Reuters.

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
inefficiency and non-transparency in PetroEcuador's dealings.


PETROECUADOR: Olade Will Conduct Audit on Firm's Oil Production
---------------------------------------------------------------
Petroecuador, the state-owned oil company of Ecuador, said in a
statement that Olade -- a Latin American energy organization --
has agreed to audit its oil output.

According to Business News Americas, Petroecuador requested
Olade to conduct the audit when Direccion Nacional de
Hidrocarburos -- the Ecuadorean national hydrocarbons department
-- questioned Petroecuador's output figures.

BNamericas underscores that Direccion Nacional alleged that
Petroecuador boosted its crude output reports by including water
in oil production figures.  Oil production Petroecuador
disclosed was 4% higher than the one recorded by Direccion
Nacional since 1995.

An Olade source told BNamericas that the details of the study
have not been finalized.

Alvaro Rios Roca -- the executive secretary of Olade, would be
meeting with representatives of Petroecuador, BNamericas notes,
citing the source.

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
inefficiency and non-transparency in PetroEcuador's dealings.




=================
G U A T E M A L A
=================


AFFILIATED COMPUTER: Gets Sued for Breach of Fiduciary Duties
-------------------------------------------------------------
Affiliated Computer Services, Inc., has been notified that Terri
Simeon filed a class action complaint in the United States
District Court, Northern District of Texas, Dallas Division
naming the company, its directors, Jeffrey A. Rich, a former
director and officer of the company, the Retirement Committee of
the company's Savings Plan and John Does 1-30, as defendants.

The lawsuit was brought under the Employee Retirement Income
Security Act and alleges breaches by the defendants of their
duties as fiduciaries under the company's Savings Plan.  The
allegations arise from the company's activities relating to the
stock option grant process during the period from 1995 to 2005.
The company disclosed that it does not believe the claims in the
lawsuit have merit and intends to vigorously defend the lawsuit.

Headquartered in Dallas, Texas, Affiliated Computer Services,
Inc., (NYSE: ACS) -- http://www.acs-inc.com/-- provides
business process outsourcing and information technology
solutions to commercial and government clients.  The company has
global operations in Brazil, China, Dominican Republic, India,
Guatemala, Ireland, Philippines, Poland and Singapore.

                        *    *    *

Standard & Poor's Ratings Services lowered in June 2006 its
corporate credit and senior secured ratings to BB from BB+ for
Affiliated Computer Services Inc.  The ratings remain on
CreditWatch with negative implications, where they were placed
Jan. 27, 2006.

Fitch Ratings assigned its BB issuer default rating, BB senior
secured revolving bank credit facility rating, BB senior secured
term loan rating, and BB senior notes rating on Affiliated
Computer Services, Inc.  The rating outlook is negative.


AFFILIATED COMPUTER: Stock Option Probe Delays Form 10-K Filing
---------------------------------------------------------------
Affiliated Computer Services, disclosed that it is not in a
position to file its annual report on Form 10-K for its fiscal
year ended June 30, 2006, by Sept. 28, 2006, which was the
additional time period permitted under the SEC rules for an
issuer to be deemed to have filed in a timely manner.

ACS is conducting an internal investigation into its historical
stock option practices during the period 1994 to date and
related disclosure in its Form 10-Q, filed May 15, 2006, in
response to a pending informal investigation by the U.S.
Securities and Exchange Commission and a grand jury subpoena
issued by the United States Attorney for the Southern District
of New York.  The internal investigation is ongoing, and is
expected to be completed in the Company's second fiscal quarter.
The Company will not be in a position to determine the timing
for the filing of its Form 10-K until the investigation is
complete and the Company's independent auditors have had the
opportunity to review the investigation's findings.

The Company has notified the New York Stock Exchange, Inc., that
the Company failed to file its Form 10-K in a timely manner,
and, as a result, the Company is subject to the procedures
specified in the NYSE's listed company manual.  As a result,
among other things, the NYSE will monitor the Company and the
filing status of the Form 10-K.  If the Company has not filed
its Form 10-K within six months of its filing due date, the NYSE
will determine whether the Company should be given up to an
additional six months to file its Form 10-K or may instead
commence suspension and delisting procedures.  The Company
expects to receive a letter from the NYSE regarding these
procedures.

In addition, the Company has received an amendment, consent, and
waiver from the lenders under its March 2006 Credit Facility
with respect to, among other provisions, certain of the
covenants of the Company under the credit facility, including
the requirement that the Company deliver audited financial
statements within 90 days of the end of its fiscal year.
Approximately US$2 billion in borrowings are outstanding under
the credit facility and the amendment, consent, and waiver
requires that audited financial statements be obtained by
Dec. 31, 2006.

Headquartered in Dallas, Texas, Affiliated Computer Services,
Inc., (NYSE: ACS) -- http://www.acs-inc.com/-- provides
business process outsourcing and information technology
solutions to commercial and government clients.  The company's
global presence include operation Brazil, China, Dominican
Republic, India, Guatemala, Ireland, Philippines, Poland and
Singapore.


AFFILIATED COMPUTER: Form 10-K Filing Delay Cues S&P's Downgrade
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating and senior secured ratings on Dallas, Texas-based
Affiliated Computer Services, Inc. to 'B+' from 'BB'.

The ratings remain on CreditWatch with negative implications
where they were placed on Jan. 27, 2006.

"The ratings downgrade and CreditWatch follows the company's
announcement that it is not in a position to file its annual
report on Form 10-K for its fiscal year ended June 30, 2006, by
Sept. 28, 2006, which was the additional time period permitted
under the SEC rules for an issuer to be deemed to have filed in
a timely manner," said Standard & Poor's credit analyst Philip
Schrank.

The company said that it would not be in a position to determine
the timing for the filing of its Form 10-K until its internal
investigation is complete and the company's independent auditors
have had the opportunity to review the investigation's findings.

The company has received an amendment, consent, and waiver from
the lenders under its March 2006 credit facility with respect
to, among other provisions, certain of the covenants of the
company under the credit facility, including the requirement
that the company deliver audited financial statements within 90
days of the end of its fiscal year.

Approximately US$2 billion in borrowings are outstanding under
the credit facility and the amendment, consent, and waiver
requires that audited financial statements be obtained by
Dec. 31, 2006.

Additionally, the company has filed a lawsuit after receiving a
letter from persons claiming to hold certain of its senior notes
advising the company that it was purportedly in default of its
covenants under a June 6, 2005, bond offering.

Standard & Poor's will monitor the progress being made with
regard to the filing of audited financial statements and
reassess the rating as the Dec. 31 deadline approaches.
Standard & Poor's will also monitor the company's available
sources of liquidity, as well as negotiations with lenders and
other triggering events that might cause a payment acceleration
of ACS' debentures.

The company's global presence include operations in Brazil,
China, Dominican Republic, India, Guatemala, Ireland,
Philippines, Poland and Singapore.




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


CALDON FINANCE: Court Ruling on Bank Fraud Expected on Oct. 19
--------------------------------------------------------------
Jamaica's senior resident magistrate Judith Pusey will disclose
a ruling on a multi-million dollar fraud case against Nicole Ann
Fullerton -- the former chief operations officer of collapsed
Caldon Finance Group -- on Oct. 19, Radio Jamaica reports.

According to Radio Jamaica, Ms. Fullerton allegedly defrauded
Colin Karjohn -- a St. Catherine businessman -- of US$15 million
in 1998, investing it on Caldon Finance.  Mr. Karjohn had given
Ms. Fullerton and her father, former Caldon Finance chief Henry
Fullerton, the amount to invest in government treasury bills.

Radio Jamaica relates that Jacqueline Samuels Brown, Ms.
Fullerton's legal representative, said that Paula Llewellyn, the
senior government prosecutor, failed to prove a case.  Ms.
Samuels-Brown insisted that Mr. Karjohn made a risky investment.
Ms. Fullerton should not be held accountable.

However, Ms. Llewellyn argued that there was overwhelming
evidence that Ms. Fullerton intended to defraud Mr. Karjohn,
Radio Jamaica states.

Radio Jamaica underscores that Ms. Fullerton allegedly
encouraged Mr. Karjohn to invest his money in Caldon Finance,
assuring him that Caldon Finance was viable.

Ms. Llewellyn told Radio Jamaica that examiners from the Bank of
Jamaica had inspected Caldon Finance in 1997 and reported that
it was insolvent and on the brink of collapse.

Meanwhile, Mr. Fullerton will be appearing in court on Thursday
to face a similar case, Radio Jamaica states.

Caldon Finance collapsed after Dr. Omar Davies, Jamaica's
Minister of Finance and Planning, suspended the operations of
its main unit -- Caldon Finance Merchant Bank -- and installed a
temporary manager.  Efforts to liquidate Caldon Finance are
still being made.  Reports say that the completion of the
process could take a while due to a number of outstanding court
cases involving the firm's assets.  Raphael Gordon, the
company's liquidator, said that until the issues are dealt with,
the liquidation would remain a work in progress especially as it
relates to secured creditors.


DOLE FOOD: Deal on JP Fruit Sale Expected in a Few Weeks
--------------------------------------------------------
Dr. Marshall Hall, the managing director of the Jamaica
Producers Group Ltd., told RJR News that the deal regarding the
sale of its 65% shareholdings in JP Fruit Distributors Ltd. to
Dole Food Co. could be closed in a few weeks.

As reported in the Troubled Company Reporter-Latin America on
Oct. 4, 2006, the Jamaica Producers accepted Dole Food's offer
to buy the shareholdings in JP Fruit for J$2.76 billion or
US$41.9 million.  Details of the accord are currently being
finalized with Dole.  Under the offer obligations, the Jamaica
Producers had two choices:

          -- to accept the bid, or
          -- to buy back Dole Food's interest in the JF Fruit.

Dole Food already holds a 35% stake in JP Fruit.

                About Jamaica Producers Group

Jamaica Producers Group Ltd. cultivates, distributes and markets
bananas and other fresh produce.  It manufactures and
distributes juices.  It is the largest grower of bananas in
Jamaica, controlling about 80% of the island's production.  It
is also a major marketer of the fruit in Britain.  The company
has had a partnership with Dole Food Co. since 1994 when
Producers sold 35% of JP Fruit Distributors Ltd. to Dole Food.

                     About Dole Food Co.

Dole Food Company Inc., headquartered in Westlake Village,
California, has revenues of US$5.8 billion.  Dole grows and
sources from independent growers and transports bananas grown
primarily in Colombia, Costa Rica, Ecuador, Guatemala and
Honduras for markets principally in North America, Europe, the
Mediterranean and selected Asian markets.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Sept. 28, 2006, in connection with Moody's Investors Service's
implementation of its new Probability-of-Default and Loss-Given-
Default rating methodology for the US Consumer Products,
Beverage, Toy, Natural Product Processors, Packaged Food
Processors, and Agricultural Cooperative sectors, the rating
agency confirmed its Ba3 Corporate Family Rating for Dole Food
Co., Inc.

Additionally, Moody's revised or confirmed its probability-of-
default ratings and assigned loss-given-default ratings on these
loans facilities:

   Issuer: Dole Food Company, Inc.

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
Gtd. Sr. Sec.
Term Loan B Due 2013      Ba3      Ba2     LGD2       20%

Gtd. Sr. Sec.
Letter of Credit
Due 2013                  Ba3      Ba2     LGD2       20%

Gtd. Global Notes
Due 2010                  B3       B3      LGD5       77%

Global Notes Due 2009     B3       B3      LGD5       77%

Gtd. Global Bonds
Due 2011                  B3       B3      LGD5       77%

Debentures Due 2013       B3       B3      LGD5       77%

   Issuer: Solvest Ltd.

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
Gtd. Sr. Sec.
Term Loan C Due 2013      Ba3      Ba2     LGD2       20%

Gtd. Sr. Sec.
Letter of Credit
Due 2013                  Ba3      Ba2     LGD2       20%


KAISER ALUMINUM: Agrium Companies React to Claim Objections
-----------------------------------------------------------
William E. Chipman, Jr., Esq., at Edwards Angell Palmer & Dodge
LLP, in Wilmington, Delaware, refutes the contention of Kaiser
Aluminum & Chemical Corporation and Kaiser Aluminum Properties,
Inc., that Agrium, Inc., and Agrium U.S., Inc., cannot meet the
standards for entitlement to an administrative claim.

Citing In re Frenville Co., Inc., 744 F.2d 332 (3rd Cir. 1985),
Mr. Chipman asserts that the Agrium Companies' claim is a
postpetition claim because their "right to payment" did not
accrue under Illinois law until after Kaiser's bankruptcy filing
when they were sued by Lance Olson and Daniel Freeman.  Mr.
Chipman notes that Kaiser has not disputed that the Agrium
Companies' claim accrued after its Petition Date.

In a supplement to its Objection, Kaiser asserted that because
there was an agreement with the Agrium Companies that has an
indemnity provision, the Agrium Companies' claim for
contribution does not arise postpetition but rather accrued when
the prepetition agreement was executed by the parties.

In response, Mr. Chipman says that this is not true because the
indemnity provisions contained in the agreement identified by
Kaiser have expired on Feb. 28, 2001, almost one year before
Kaiser sought bankruptcy protection.

Kaiser has also asserted that there is no benefit to the estate
and that the exception to the "benefit to the estate" prong does
not apply because the Kaiser estate did not cause the harm
suffered by the Plaintiffs for which the Agrium Companies seek
to assert an administrative claim.

Mr. Chipman says that there will be a benefit to the Kaiser
estate, if the Agrium Companies are forced to pay the
administrative claims of the Plaintiffs on a joint and several
basis.  The Agrium Companies will be defending this suit with
vigor and if the liabilities are assigned to them, the Kaiser
estate will benefit from the Agrium Companies' payment of that
liability.

Moreover, the Court should dispense with the "benefit to the
estate" prong for allowance of an administrative claim when a
claim accrues while a debtors' estate is operating its business,
Mr. Chipman says.

Mr. Chipman requests that if the Agrium Companies' postpetition
claim is not granted administrative status, the claim should not
be discharged, and that allowance or disallowance of the claim
should be deferred until the time Kaiser as co-defendant is
found liable and judgment is recovered from the non-debtor
defendants.

The Agrium Companies believe that their due process rights are
in jeopardy if their claim is not permitted administrative
status or if their claim does not survive Kaiser's Chapter 11
cases.  They tell the Court that contrary to Kaiser's statement,
they were not ignorant of their existing claim; they simply did
not have any claim until after confirmation of Kaiser's 2nd
Amended Plan of Reorganization when they were sued by the
Plaintiffs.

Accordingly, the Agrium Companies ask the Court to overrule
Kaiser's objection.

               Kaiser Further Supplements Objection

Kaiser tells the Court that it has located more documents to
support its claim that it has indemnified the Agrium Companies
for environmental liabilities relating to its former operations
of the facility in Cantrall, Illinois.

Kimberly D. Newmarch, Esq., at Richards, Layton & Finger in
Wilmington, Delaware, relates that Kaiser found its 1988
settlement agreement with Vigoro Industries, the Agrium
Companies' corporate predecessor.

Pursuant to the 1988 Settlement Agreement, Kaiser agreed to
indemnify Vigoro for all liabilities relating to claims "arising
from or relating to past, present, or future conditions at the
farmarket located in Cantrall, Illinois," the same site and
operations that the Plaintiffs assert caused the injuries that
form the basis of their claims.

                    Other Insurers Respond

Republic Indemnity Company, certain underwriters at Lloyd's,
London, certain London Market Companies, and certain Castlewood
Companies join in the objections of Century Indemnity Company,
ACE Property & Casualty Company, Industrial Indemnity Company,
Industrial Underwriters Insurance Company, Pacific Employers
Insurance Company, and Central National Insurance Company of
Omaha.

The Insurers were released from all further insurance coverage
obligations pursuant to separate Court-approved agreements with
Kaiser.

The Insurers assert that the Agrium Companies are not entitled
to pursue insurance coverage against them.

Thus, the Insurers ask the Court to deny the Agrium Companies'
request.

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corp. -- http://www.kaiseraluminum.com/-- is a leading
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company, along with its Jamaican subsidiaries
-- Alpart Jamaica Inc. and Kaiser Jamaica Corp. -- filed for
chapter 11 protection on Feb. 12, 2002 (Bankr. Del. Case No. 02-
10429), and has sold off a number of its commodity businesses
during course of its cases.  Corinne Ball, Esq., at Jones Day,
represents the Debtors in their restructuring efforts.  Lazard
Freres & Co. serves as the Debtors' financial advisor.  Lisa G.
Beckerman, Esq., H. Rey Stroube, III, Esq., and Henry J. Kaim,
Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, and William P.
Bowden, Esq., at Ashby & Geddes represent the Debtors' Official
Committee of Unsecured Creditors.  The Debtors' Chapter 11 Plan
became effective on July 6, 2006.  On June 30, 2004, the Debtors
listed US$1.619 billion in assets and US$3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 106; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 609/392-0900)


KAISER ALUMINUM: Cuts 20 Jobs in Ontario, Canada Plant
------------------------------------------------------
Kaiser Aluminum Corp. has recently cut 20% of its workforce in
Ontario, Canada, The London Free Press reports.

The Company, according to the London Free Press, laid off 20
workers in its plant in Ontario, Canada, in late September.  It
has already cut 22 jobs in the plant earlier in the month from
its workforce of 220.

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corp. -- http://www.kaiseraluminum.com/-- is a leading
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company, along with its Jamaican subsidiaries
-- Alpart Jamaica Inc. and Kaiser Jamaica Corp. -- filed for
chapter 11 protection on Feb. 12, 2002 (Bankr. Del. Case No. 02-
10429), and has sold off a number of its commodity businesses
during course of its cases.  Corinne Ball, Esq., at Jones Day,
represents the Debtors in their restructuring efforts.  Lazard
Freres & Co. serves as the Debtors' financial advisor.  Lisa G.
Beckerman, Esq., H. Rey Stroube, III, Esq., and Henry J. Kaim,
Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, and William P.
Bowden, Esq., at Ashby & Geddes represent the Debtors' Official
Committee of Unsecured Creditors.  The Debtors' Chapter 11 Plan
became effective on July 6, 2006.  On June 30, 2004, the Debtors
listed US$1.619 billion in assets and US$3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 106; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 609/392-0900)


KAISER ALUMINUM: Extends Contract with Armor Holdings
-----------------------------------------------------
Kaiser Aluminum Corp. disclosed a contract extension with Armor
Holdings to provide aluminum plating for U.S. military
applications.

Under the contract extension, Kaiser will deliver armor for the
M1114 Up-armored HMMVV or Humvee, a model customized for the
U.S. military and equipped with additional armored protection on
the sides and underbody of the vehicle.  The M1114 has become
one of the most commonly deployed vehicles by the U.S. military
abroad due to its protection from armor-piercing projectiles and
land mines.

"Kaiser has worked closely with Armor Holdings to provide top
quality aluminum plating for U.S. military vehicles and we're
pleased to extend this contract." said Jack Hockema, chairman,
president and CEO, Kaiser Aluminum.  "We are proud to continue
in the efforts to protect our troops and serve this critical
need for the country."

Ongoing military operations across the globe have increased
demand for the durability and low weight aluminum offers.  In
2004, a U.S. Armed Services Committee meeting was convened to
determine ways to increase and expedite the production and use
of armor materials in Iraq. Since that time, Kaiser Aluminum has
provided more than 11 million pounds of plating for
reinforcement of U.S. military vehicles.

"Kaiser Aluminum has stepped in at a critical time and helped us
provide additional protection for the troops despite an
aggressive production schedule," said Tony Russell, Senior VP
and GM of Armor Holdings' Ground Vehicle Survivability Division.
"We are proud to work with a company that is as dedicated as
Kaiser Aluminum to assisting our troops and providing products
that we feel enhance their safety when engaged abroad."

Headquartered in Foothill Ranch, California, Kaiser Aluminum
Corp. -- http://www.kaiseraluminum.com/-- is a leading
producer of fabricated aluminum products for aerospace and high-
strength, general engineering, automotive, and custom industrial
applications.  The Company, along with its Jamaican subsidiaries
-- Alpart Jamaica Inc. and Kaiser Jamaica Corp. -- filed for
chapter 11 protection on Feb. 12, 2002 (Bankr. Del. Case No.
02-10429), and has sold off a number of its commodity businesses
during course of its cases.  Corinne Ball, Esq., at Jones Day,
represents the Debtors in their restructuring efforts.  Lazard
Freres & Co. serves as the Debtors' financial advisor.  Lisa G.
Beckerman, Esq., H. Rey Stroube, III, Esq., and Henry J. Kaim,
Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP, and William P.
Bowden, Esq., at Ashby & Geddes represent the Debtors' Official
Committee of Unsecured Creditors.  The Debtors' Chapter 11 Plan
became effective on July 6, 2006.  On June 30, 2004, the Debtors
listed US$1.619 billion in assets and US$3.396 billion in debts.
(Kaiser Bankruptcy News, Issue No. 106; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 609/392-0900)


WEST CORP: Moody's Assigns Caa1 Rating to US$1.1 Bil. Sr. Notes
---------------------------------------------------------------
Moody's Investors Service assigned to West Corporation:

   -- a Ba3 first time rating US$2.35 billion senior secured
      credit facility (US$2.1 billion term loan and US$250
      million revolver),

   -- Caa1 ratings to both the company's US$650 million of
      senior unsecured notes and US$450 million of senior
      subordinated notes, and

   -- a B2 corporate family rating.

The ratings for these debt instruments reflect both the overall
probability of default of the company, to which Moody's assigns
a PDR of B2, and a loss given default of LGD 3 for the secured
credit facility, LGD 5 to the senior unsecured notes and LGD 6
to the subordinated notes.  The rating outlook is stable.

On May 31, 2006, West entered into a definitive agreement to
recapitalize by merger of Omaha Acquisition Corp., a newly-
formed Delaware corporation whose current owners are private
equity funds sponsored by Thomas H. Lee Partners, L.P. and
Quadrangle Group LLC, with and into West.  The transaction
values West at approximately US$4.1 billion, including debt as
of the date of the definitive agreement.  The transaction is
expected to close in the fourth quarter of 2006 and is subject
to customary closing conditions including the approval of West's
stockholders.  Upon closing of this transaction, West's stock
will no longer be publicly traded.

The transaction is expected to be funded with the US$2.1 billion
term loan, US$650 million of senior unsecured notes, US$450
million of senior subordinated notes, US$720 million of cash
equity contributed by the sponsors and US$285 million of
rollover equity.

The ratings reflect substantial leverage and minimal free cash
flow from operations pro forma for the recapitalization,
declining pricing trends in the conferencing and communications
segments, and technology risks.  The ratings are supported by a
large revenue base, solid operating margins, a track record of
improving financial performance and long-term relationships with
a blue chip client base.

The Ba3 rating of the senior secured credit facility reflects an
LGD 3 loss given default assessment as this facility is secured
by a pledge of substantially all of company's domestic assets
(excluding the assets of special purpose receivable financing
subsidiaries) and there is a significant amount of junior debt
(32% of debt capitalization assuming 75% of the committed
revolver is drawn).  The Caa1 rating of the senior unsecured
notes reflects an LGD 5 loss given default assessment given that
it is effectively subordinated to the secured credit facility.
The Caa1 rating of the senior subordinated notes, although rated
at the same level as the senior unsecured notes, reflects an LGD
6 loss given default assessment given that it is contractually
subordinated to the secured credit facility and the senior
unsecured notes.

The SGL-2 rating reflects a good liquidity position pro forma
for the recapitalization transaction.

Ratings/assessments assigned:

   * Corporate family rating at B2;
   * Probability-of-default rating at B2;
   * US$2.1 billion senior secured 7-year term loan at Ba3
     (LGD 3, 32%)
   * US$250 million senior secured 6-year revolver at Ba3
     (LGD 3, 32%)
   * US$650 million senior unsecured notes at Caa1 (LGD 5, 81%)
   * US$450 million senior subordinated notes at Caa1
     (LGD 6, 93%)
   * Speculative grade liquidity rating at SGL-2

The stable outlook anticipates moderate revenue and EBIT growth
over the next 12-18 months. Cash flow from operations is
expected to be used to fund capital expenditures of about US$100
million per year, niche acquisitions, which complement existing
business segments and required term loan amortization.

The ratings could be upgraded if financial performance improves
such that EBIT coverage of interest and free cash flow to total
debt can be sustained at over 1.7 times and 7%, respectively.

The ratings could be pressured if pricing trends worsen or new
competitors or technologies emerge resulting in declining
revenues and operating margins.  A significant debt financed
acquisition that weakens credit metrics could also pressure the
rating.  If these conditions result in EBIT coverage of interest
and free cash flow to debt that are expected to sustained at
under 1 time and 0%, respectively, a downgrade is likely.

Based in Omaha, Nebraska, West Corp. -- http://www.west.com--  
is a leading provider of business process outsourcing services.
The company reported revenues of US$1.7 billion for the 12-month
period ending June 30, 2006.  West operates through 3 business
segments: communication services (55% of revenues), conferencing
services (32% of revenues) and receivable management (13% of
revenues).

The company has operations in Mexico and Jamaica, among other
countries.


WEST CORP: S&P Rates Proposed US$2.35-B Sr. Facilities at B+
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating and stable outlook to business process outsourcer
West Corp.

At the same time, Standard & Poor's assigned a bank loan rating
of 'B+' and recovery rating of '2' to West's proposed US$2.35
billion senior secured credit facilities, indicating an
expectation of substantial (80%-100%) recovery of principal in
the event of a payment default.  The credit facilities consist
of a US$250 million revolving credit facility due 2012 and a
US$2.1 billion term loan due 2013.

The rating agency also assigned a 'B-' rating to the company's
proposed US$650 million senior notes due 2014 and a 'B-' rating
to its proposed US$450 million senior subordinated notes due
2016.

Proceeds from the transaction will be used to finance the
acquisition of West by Thomas H. Lee Partners L.P. and
Quadrangle Group LLC.  Pro forma for the transaction, total debt
outstanding was about US$3.2 billion as of June 30, 2006.

"The ratings reflect West's high leverage following the buyout,
its acquisition-centric growth strategy, and the fragmented and
competitive communication services outsourcing market," said
Standard & Poor's credit analyst Andy Liu.

"These factors are only partially offset by the company's good
operating history and profit margins."

Omaha, Nebraska-based West is a business process outsourcer with
operations in the U.S., the U.K., and many other countries.  The
company's services include agent-based and automated call center
services, conferencing services, and accounts receivable
management.

Based in Omaha, Nebraska, West Corp. -- http://www.west.com--  
is a leading provider of business process outsourcing services.
The company reported revenues of US$1.7 billion for the 12-month
period ending June 30, 2006.  West operates through 3 business
segments: communication services (55% of revenues), conferencing
services (32% of revenues) and receivable management (13% of
revenues).

The company has operations in Mexico and Jamaica, among other
countries.




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


FORD MOTOR: Improvement to Show in 2007 Second Half, Says CFO
-------------------------------------------------------------
Ford Motor Company expects to show improvement when its cost
cutting measures take effect and production ramps up in the
second half of 2007, The Wall Street Journal reports.

The Journal article quoted Don Leclair, Ford's chief financial
officer as saying that the effect of the cost cuts will not be
immediately visible because of lower production in the first
half of 2007 and declining market share that is seen to continue
until 2008.

In early September, Ford unveiled a revised version of its "Way
Forward" turnaround plan that is seen to further reduce its
capacity and work force and accelerate new product
introductions.  Ford expects ongoing annual operating cost
reductions of approximately US$5 billion from its restructuring
efforts.  Ford's actions include buyout offers for all 75,000 of
its U.S. hourly workers, a 30% reduction in salaried staff, and
the suspension of quarterly dividends.

As reported in the Troubled Company Reporter on Aug. 21, 2006,
the revised plan will also cut fourth-quarter production by 21%
-- or 168,000 units -- compared with the fourth quarter a year
ago, and reduce third-quarter production by approximately 20,000
units.

                       About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Company
-- http://www.ford.com/-- manufactures and distributes
automobiles in 200 markets across six continents.  With more
than 324,000 employees worldwide, the company's core and
affiliated automotive brands include Aston Martin, Ford, Jaguar,
Land Rover, Lincoln, Mazda, Mercury and Volvo.  Its automotive-
related services include Ford Motor Credit Company and The Hertz
Corporation.

                        *    *    *

As reported in the Troubled Company Reporter on Aug. 22, 2006,
Dominion Bond Rating Service placed long-term debt rating of
Ford Motor Company Under Review with Negative Implications
following announcement that Ford will sharply reduce its North
American vehicle production in 2006.  DBRS lowered on July 21,
2006, Ford Motor Company's long-term debt rating to B from BB,
and lowered its short-term debt rating to R-3 middle from R-3
high.  DBRS also lowered Ford Motor Credit Company's long-term
debt rating to BB(low) from BB, and confirmed Ford Credit's
short-term debt rating at R-3(high).

Fitch Ratings also downgraded the Issuer Default Rating of Ford
Motor Company and Ford Motor Credit Company to 'B' from 'B+'.
Fitch also lowered the Ford's senior unsecured rating to
'B+/RR3' from 'BB-/RR3' and Ford Credit's senior unsecured
rating to 'BB- /RR2' from 'BB/RR2'.  The Rating Outlook remains
Negative.

Standard & Poor's Ratings Services also placed its 'B+' long-
term and 'B-2' short-term ratings on Ford Motor Co., Ford Motor
Credit Co., and related entities on CreditWatch with negative
implications.

As reported in the Troubled Company Reporter on July 24, 2006,
Moody's Investors Service lowered the Corporate Family and
senior unsecured ratings of Ford Motor Company to B2 from Ba3
and the senior unsecured rating of Ford Motor Credit Company to
Ba3 from Ba2.  The Speculative Grade Liquidity rating of Ford
has been confirmed at SGL-1, indicating very good liquidity over
the coming 12-month period.  The outlook for the ratings is
negative.


GENERAL MOTORS: Nissan COO Says Talks will End in Mid-October
-------------------------------------------------------------
Possible tie-up talks among General Motors Corp., Renault SA,
and Nissan Motor Co. will end by mid-October, Toshiyuki Shiga,
Nissan's chief operating officer, said.  Chris Gallagher at
MarketWatch reported that Mr. Shiga did not comment on the
possibility that the talks will extend beyond the Oct. 15
deadline.

Reports say that GM chairman and chief executive officer Rick
Wagoner is willing to consider the alliance beyond the deadline.

Renault has a 44% stake in Nissan, which in turn owns a 15%
stake in the French automaker.

The billionaire Kirk Kerkorian who owns Tracinda Corp is
pressuring Mr. Wagoner to consider the 3-way alliance.  Mr.
Kerkorian said that Tracinda may buy 12 million shares of GM,
increasing its stake from 9.9% to 12%.

                     About General Motors

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- the
world's largest automaker, has been the global industry sales
leader since 1931.  Founded in 1908, GM employs about 317,000
people around the world.  It has manufacturing operations in 32
countries and its vehicles are sold in 200 countries.

                        *    *    *

As reported in the Troubled Company Reporter on July 28, 2006,
Standard & Poor's Ratings Services held all of its ratings on
General Motors Corp. -- including the 'B' corporate credit
rating, but excluding the '1' recovery rating -- on CreditWatch
with negative implications, where they were placed
March 29, 2006.

As reported in the Troubled Company Reporter on July 27, 2006,
Dominion Bond Rating Service downgraded the long-term debt
ratings of General Motors Corp. and General Motors of Canada
Limited to B.  The commercial paper ratings of both companies
are also downgraded to R-3 (low) from R-3.

As reported in the Troubled Company Reporter on June 22, 2006,
Fitch assigned a rating of 'BB' and a Recovery Rating of 'RR1'
to General Motor's new US$4.48 billion senior secured bank
facility.  The 'RR1' is based on the collateral package and
other protections that are expected to provide full recovery in
the event of a bankruptcy filing.

As reported in the Troubled Company Reporter on June 21, 2006,
Moody's Investors Service assigned a B2 rating to the secured
tranches of the amended and extended secured credit facility of
up to US$4.5 billion being proposed by General Motors Corp.,
affirmed the company's B3 corporate family and SGL-3 speculative
grade liquidity ratings, and lowered its senior unsecured rating
to Caa1 from B3.  The rating outlook is negative.


GENERAL MOTORS: Amends Bylaws & Corporate Governance Policies
-------------------------------------------------------------
General Motors Corp.'s Board of Directors voted to amend the
Company's Bylaws and corporate governance policies to address
stockholder views raised at this year's Annual Meeting.  The
changes include adoption of the majority-voting standard for the
election of directors and a stronger policy to recover unearned
incentive compensation from executive officers in cases of
fraud, misconduct, or negligence.

The amendments are effective immediately.

"Earlier this year, our stockholders expressed a desire for
change surrounding the election of directors and a more defined
policy of accountability for senior officers," GM chairman and
chief executive officer Rick Wagoner said.  "We listened to
their views, and after careful consideration, the Board voted to
make changes to certain Bylaws and corporate governance policies
that are in line with stockholders' input."

The Board agreed to adopt a majority-voting standard in
uncontested elections of directors, when the number of nominees
does not exceed the number of directors to be elected.  Majority
voting requires that nominees to the Board receive more than 50%
of the votes cast to be elected.  Abstentions will not be
included towards counting a majority.  Directors were previously
elected by plurality in uncontested elections.

In accordance with the majority-voting Bylaw, the Board will
require director nominees to submit irrevocable resignations as
a condition to being nominated.  The Board could accept these
resignations if a director do not receive a majority of the
votes cast.  Under a related governance policy, the Board will
accept the resignation of an unsuccessful incumbent absent a
compelling reason to reject the resignation, in accordance with
criteria set out in the policy.  The Bylaws were also amended to
fix the number of directors at the current level of 12, subject
to future change by the Board.

The majority-voting standard received 59% of the affirmative
vote at GM's Annual Meeting in June.  Shortly after the meeting,
the Delaware Legislature amended the state's corporation law to
better facilitate majority voting.

The Board chose not to adopt cumulative voting, which was the
subject of a stockholder proposal that was supported by 54% of
votes cast.  The Board believes that a director has the
fiduciary duty to represent all stockholders and is concerned
that cumulative voting could lead to the election of
constituency directors who feel a duty to the electorate forming
their constituency.  Also, in a company with majority voting,
the addition of cumulative voting would raise the possibility of
accumulating "withhold" or "against" votes.  This could create
the potential for small groups of stockholders to overcome the
interests of the majority.

The Board also adopted a corporate policy under which the
company may require reimbursement of bonus or incentive
compensation that may have been paid to executive officers in
the event it is later determined that fraud, misconduct, or
negligence significantly contributed to a restatement of
financial results that led to the awarding of unearned incentive
compensation.  A stockholder proposal on this issue was
supported by 42% of the shares voted at the Annual Meeting.
Although this proposal did not receive majority support, the
Board voted to respond to the stockholders desire to see a
policy that reflects the robust manner in which GM has and would
deal with such circumstances.

In addition to these governance actions, the Board has amended
the Bylaws to specify the procedures applicable to consent
solicitations initiated by stockholders, which complements the
existing procedures for stockholder initiatives at meetings.
These changes also provide a framework for the conduct of
solicitations in accordance with Delaware law.

The amended Bylaws and corporate governance policies will be
filed with the U.S. Securities and Exchange Commission.

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- the
world's largest automaker, has been the global industry sales
leader since 1931.  Founded in 1908, GM employs about 317,000
people around the world.  It has manufacturing operations in 32
countries and its vehicles are sold in 200 countries.

                        *    *    *

As reported in the Troubled Company Reporter on July 28, 2006,
Standard & Poor's Ratings Services held all of its ratings on
General Motors Corp. -- including the 'B' corporate credit
rating, but excluding the '1' recovery rating -- on CreditWatch
with negative implications, where they were placed
March 29, 2006.

As reported in the Troubled Company Reporter on July 27, 2006,
Dominion Bond Rating Service downgraded the long-term debt
ratings of General Motors Corp. and General Motors of Canada
Limited to B.  The commercial paper ratings of both companies
are also downgraded to R-3 (low) from R-3.

As reported in the Troubled Company Reporter on June 22, 2006,
Fitch assigned a rating of 'BB' and a Recovery Rating of 'RR1'
to General Motor's new US$4.48 billion senior secured bank
facility.  The 'RR1' is based on the collateral package and
other protections that are expected to provide full recovery in
the event of a bankruptcy filing.

As reported in the Troubled Company Reporter on June 21, 2006,
Moody's Investors Service assigned a B2 rating to the secured
tranches of the amended and extended secured credit facility of
up to US$4.5 billion being proposed by General Motors Corp.,
affirmed the company's B3 corporate family and SGL-3 speculative
grade liquidity ratings, and lowered its senior unsecured rating
to Caa1 from B3.  The rating outlook is negative.


DIGITAL LIGHTWAVE: Has US$58-M in Stockholders' Deficit
-------------------------------------------------------
At June 30, 2006, Digital Lightwave Inc.'s balance sheet showed
US$58,504,000 in total stockholders' deficit from total assets
of US$6,394,000 and total liabilities of US$64,898,000.

The company's balance sheet at June 30, 2006 also showed
strained liquidity resulting from total current assets of
US$6,162,000 and total current liabilities of US$64,564,000.

For the three months ended June 30, 2006, the company's net loss
decreased to US$4,862,000 from net loss of US$8,090,000 in the
three months ended June 30, 2005.

The company's net sales for the quarter ended June 30, 2006 also
decreased to US$1,992,000 from net sales of US$2,670,000 in the
same period last year.

A full-text copy of the company's financial report for the three
months ended June 30, 2006 is available for free at:

               http://researcharchives.com/t/s?119e

Based in Clearwater, Florida, Digital Lightwave Inc. designs,
develops and markets products for installing, maintaining and
monitoring fiber optic circuits and networks.  The company's
product lines include: Network Information Computers, Network
Access Agents, Optical Test Systems, and Optical Wavelength
Managers.  The company's wholly owned subsidiaries are Digital
Lightwave (UK) Limited, Digital Lightwave Asia Pacific Pty,
Ltd., and Digital Lightwave Latino Americana Ltda.  The company
has presence in Australia, Canada, Denmark, France, Greece, Hong
Kong, India, Indonesia, Korea, Mexico, Malaysia, Singapore,
Thailand, among others.


NORTEL NETWORKS: Partners with Golden West in Wireline Deal
-----------------------------------------------------------
Golden West Telecom and Venture Communications Cooperative, both
independent telecommunications companies servicing South Dakota,
will deliver new converged communications services in small
towns and rural areas throughout South Dakota with Nortel
Networks Corporation.

By deploying Nortel's Carrier VoIP solution, the two carriers
will evolve their wireline networks to packet-based
infrastructure that reduce operation costs by leveraging SIP
technology to deliver a wide range of advanced communication
services such as VoIP, Centrex IP business services and next-
generation multimedia communications.

Golden West serves approximately 47,000 subscribers and has been
a Nortel customer for nearly three decades.  As part of this
deployment Nortel is expanding its role in Golden West's network
by displacing a competitor's solution.

Nortel has been a key supplier to Venture Communication's
network since 1980.  Venture Communications provides
communications services to more than 13,500 subscribers.

Golden West and Venture Communications will deploy Nortel's IMS-
ready Communications Server (CS 1500), which builds on Nortel's
leadership position in SIP and VoIP, to allow carriers to
support the traditional voice services needed today while laying
the foundation for future IMS-based multimedia services
tomorrow.  Nortel is also providing engineering, installation,
project management, security assessment, and network support
services from the Nortel Global Services portfolio.

                      About Golden West

Golden West Telecom -- http://www.goldenwest.com/-- is the
largest independent telecommunications company serving South
Dakota.  The company and its subsidiaries provide telephone,
paging, and Internet services to over 60,000 customers.

                  About Venture Communications

Based in Highmore, South Dakota, Venture Communications
Cooperative -- http://www.venturecomm.net/-- is an independent
telecommunications provider servicing central and northeastern
South Dakota.

                       About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corp.
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers technology
solutions encompassing end-to-end broadband, Voice over IP,
multimedia services and applications, and wireless broadband
designed to help people solve the world's greatest challenges.
Nortel does business in more than 150 countries including
Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on July 10, 2006,
Dominion Bond Rating Service confirmed the long-term ratings of
Nortel Networks Capital Corporation, Nortel Networks Corp., and
Nortel Networks Limited at B (low) along with the preferred
share ratings of Nortel Networks Limited at Pfd-5 (low).  All
trends are Stable.

DBRS confirmed B (low) Stb Senior Unsecured Notes; B (low) Stb
Convertible Notes; B (low) Stb Notes & Long-Term Senior Debt;
Pfd-5 (low) Stb Class A, Redeemable Preferred Shares; and Pfd-5
(low) Stb Class A, Non-Cumulative Redeemable Preferred Shares.

As reported in the Troubled Company Reporter on June 20, 2006,
Moody's Investors Service affirmed the B3 corporate family
rating of Nortel; assigned a B3 rating to the proposed US$2
billion senior note issue; downgraded the US$200 million 6.875%
Senior Notes due 2023 and revised the outlook to stable from
negative.

Standard & Poor's also affirmed its 'B-' long-term and 'B-2'
short-term corporate credit ratings on the company, and assigned
its 'B-' senior unsecured debt rating to the company's proposed
US$2 billion notes.  The outlook is stable.


NORTEL NETWORKS: Simplifies Professional Certification Program
--------------------------------------------------------------
Nortel disclosed significant updates to its Professional
Certification Program for IT professionals and enterprise
channel partners.  The updates include new initiatives designed
to provide a faster, more flexible path to certification on
Nortel's Enterprise product portfolio.  Also, in response to
customer demand for certified resources, Nortel Professional
Certification Program is expanding to include certifications in
the carrier/service provider space.

As part of its ongoing strategy to simplify the way Nortel does
business with partners and customers, the new Nortel
Certification Program is available throughout Europe, Middle
East and Africa; North America and Asia Pacific.

"The enhancements to Nortel's Certification Programme are key to
helping customers and partners efficiently validate the skills
they need to successfully deploy Nortel Solutions.  By
incorporating certification exams as part of classroom training
we are saving time and money for IT professionals," said Scott
Schauer, director, Global Certification, Nortel.

Partners will be offered two new sets of exams -- Segment and
Delta exams.  As the name suggests, the Segment exams "unbundle"
the certification exam and deliver it in segments.  This
provides a step by step or course by course approach making it
easier for candidates to progress toward certification and tests
the student's knowledge in more manageable segments.

Segment Exams can be taken at the conclusion of a training class
or challenged at a testing center operated by Prometric,
Nortel's testing provider.  A group of Segment exams associated
with courses in any given training track will equate to an
associated Standard, full-length exam.  Passing the appropriate
Segment exams will yield the same certification designation as
the Standard Certification exam allowing candidates to work
toward an exam requirement in a more detailed phased approach if
desired.

"Nortel is definitely taking this program in the right
direction," said John Lockhart, operations director, Unified
Group, a Nortel channel partner.  "Keeping my engineers'
certification up-to-date creates excellent career opportunities
for them and I feel very comfortable knowing I am investing my
company time and money in a program that is pro-actively
addressing the evolving needs of the IT community."

Delta exams have been specifically designed to test incremental
knowledge and skills for a major new product release.  Delta
exams will be targeted toward individuals holding a Nortel
Professional Certification at the previous product release.
These individuals will be able to update their Certification by
passing the relevant Delta Exam.  Delta exams will be rolled out
in conjunction with Delta training courses.

Candidates will now be able to take exams at Prometric testing
centers or at the end of each leader-led class, the latter
reducing the time away from the office.  End of class testing
will offer either the Segment Exam associated with the course,
where one is available, or the applicable standard full-length
exam.  Either choice of exams will be included in the price of
the course.

Headquartered in Ontario, Canada, Nortel Networks Corp.
(NYSE/TSX: NT) -- http://www.nortel.com/-- is a recognized
leader in delivering communications capabilities that enhance
the human experience, ignite and power global commerce, and
secure and protect the world's most critical information.
Serving both service provider and enterprise customers, Nortel
delivers innovative technology solutions encompassing end-to-end
broadband, Voice over IP, multimedia services and applications,
and wireless broadband designed to help people solve the world's
greatest challenges.  Nortel does business in more than 150
countries including Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on July 10, 2006,
Dominion Bond Rating Service confirmed the long-term ratings of
Nortel Networks Capital Corp., Nortel Networks Corp., and Nortel
Networks Limited at B (low) along with the preferred share
ratings of Nortel Networks Limited at Pfd-5 (low).  All trends
are Stable.

DBRS confirmed B (low) Stb Senior Unsecured Notes; B (low) Stb
Convertible Notes; B (low) Stb Notes & Long-Term Senior Debt;
Pfd-5 (low) Stb Class A, Redeemable Preferred Shares; and Pfd-5
(low) Stb Class A, Non-Cumulative Redeemable Preferred Shares.

As reported in the Troubled Company Reporter on June 20, 2006,
Moody's Investors Service affirmed the B3 corporate family
rating of Nortel; assigned a B3 rating to the proposed US$2
billion senior note issue; downgraded the US$200 million 6.875%
Senior Notes due 2023 and revised the outlook to stable from
negative.

Standard & Poor's also affirmed its 'B-' long-term and 'B-2'
short-term corporate credit ratings on the company, and assigned
its 'B-' senior unsecured debt rating to the company's proposed
US$2 billion notes.  The outlook is stable.


SEMGROUP: Fitch Affirms B+/RR3 Rating on US$250MM Senior Notes
--------------------------------------------------------------
Fitch Ratings has assigned the rating of 'B+/RR3' to SemGroup,
L.P.'s proposed offering of US$250 million of senior unsecured
notes due 2015. The notes are an add-on to the November 2005
offering of US$350 million of 8.75% notes.  Proceeds from the
offering will be used to pre-fund acquisitions and capital
expenditures planned for the fourth quarter of 2006. The company
is also considering upsizing the offering to US$300 million.

In addition, Fitch has affirmed these ratings with a Stable
Outlook:

   SemGroup, L.P.

      -- Issuer Default Rating: 'B'; and
      -- Senior unsecured notes due 2015 'B+/RR3'.

   SemCrude, L.P.

      -- IDR 'B';

      -- Secured working capital facility due August 2010
         'BB/RR1'.

      -- Senior secured term loan B due March 2011 'BB-/RR1';
         and

      -- Secured revolving credit facility due August 2010
         'BB-/RR1'.


   SemCams Midstream Co.

      -- IDR 'B'; and
      -- Senior secured term loan due March 2011 'BB-/RR1'.

Despite the additional debt, the affirmation reflects Fitch's
expectations that consolidated credit ratios will remain in line
with SemGroup's current ratings as earnings should continue to
benefit from the current commodity price environment.
SemGroup's ratings are also supported by the increase in size
and scope of the company's physical asset base in recent years
that has significantly diversified the partnership's business
risk and provided a more predictable source of third-party cash
flow.  The company's traditional crude oil and refined product
segments own and operate a portfolio of strategically positioned
pipeline and terminal assets, including significant storage
capacity at the Cushing, Oklahoma delivery hub.  Overall, the
company's storage capacity has increased to 34 million barrels
at June 30, 2006 from 13.9 million barrels at the end of 2004.
These assets should also continue to generate a considerable
level of third-party cash flow in the event SemGroup were to
significantly scale back or exit the marketing business.

The company's aggressive growth strategy, however, also comes
with some risks, notably those inherent to acquisitions -- the
ability to integrate new assets, the accuracy and thoroughness
of due diligence, the ability to analyze the markets and drivers
for new business segments, etc.  While each of SemGroup's assets
is related to energy, the various assets are often only remotely
related requiring an expertise across sectors and limiting
economies of scale for some of its operations.  Given the nature
of SemGroup as a private company, of additional concern is the
continued use of debt as the primary source of funding for the
company's growth strategy as equity infusions and retained
earnings have only funded a limited level of the company's
growth.  The strong earnings have, however, thus far mitigated
this risk as leverage has remained relatively constant at under
2.5x debt to EBITDA over the recent years.

SemGroup also continues to derive a significant percentage of
its gross margin through its commodity marketing and logistics
business, which focuses on the purchase of crude oil, refined
products, natural gas liquids, and natural gas and entering into
corresponding sales transactions with third-party customers. As
part of this process, SemGroup utilizes its physical asset base,
including company owned pipelines, storage tanks, and terminals,
to capture value from changes in time, location, and quality.
Profits have grown significantly over the past few years, driven
primarily by increased capacity under the company's working
capital credit facility and favorable commodity market
conditions, especially contango conditions.  While a reversal to
backwardation in crude markets appears unlikely given current
geo-political conditions, a flattening of the futures curve
could significantly reduce profits for the company.

Fitch also continues to believe that SemGroup management has
instituted an appropriate level of emphasis on risk management,
controls, and internal procedures given the overall level of
commodity risk assumed by SemGroup in its day-to-day business
activities.  SemGroup marks to market its commodity positions on
a daily basis and has imposed conservative daily and cumulative
stop-loss limits.  SemGroup's marketing activities are further
governed by the credit agreement, which restricts the
partnership to conducting covered or 'back-to-back' trades only
and limits open commodity positions to specific levels as
approved by the bank group.

The assignment of the 'B+' rating for the proposed offering
reflects the subordination of the unsecured notes to SemGroup's
outstanding secured term loans and revolving credit facilities.
Recovery prospects for the existing secured term loans and
revolver remain high due to the stronger earnings power of the
company's increased asset base.  Given the mechanics of the
borrowing base, asset coverage for the working capital line will
continue to remain outstanding with the 1st lien on working
capital assets. With its second lien on fixed assets, the
working capital line also benefits from any residual fixed asset
value after the term loan obligations are satisfied.  Hence the
higher rating is assigned to the working capital line than the
term loans and revolver.  Although overall recovery prospects
remain strong, the partnership's senior unsecured notes are the
most vulnerable due to potentially reduced recovery prospects
from the added unsecured notes.

SemGroup, L.P., is a midstream service company providing the
energy industry means to move products from the wellhead to the
wholesale marketplace.  SemGroup provides diversified services
for end users and consumers of crude oil, natural gas, natural
gas liquids, refined products and asphalt. Services include
purchasing, selling, processing, transporting, terminaling and
storing energy.  SemGroup serves customers in the United States,
Canada, Mexico and the United Kingdom.


TV AZTECA: Demands Contract Fulfillment from Show Host, Producer
----------------------------------------------------------------
TV Azteca S.A. de C.V. has ongoing legal proceedings against
former show host Alan Tacher and producer Nostromo for breach of
contract.  The company reiterates that its decision to demand
contract fulfillment from Mr. Tacher and Nostromo is well within
its legal rights and includes an obligation to protect its
intellectual property and other rights.

Telemundo was aware of Tacher and Nostromo's contractual
obligations as detailed in a July 28 letter from TV Azteca that
was delivered to Telemundo.  However, TV Azteca noted that these
proceedings are not against Telemundo.

Don Browne, president of Telemundo, confirmed the TV Azteca
position that there is no conflict between the companies during
a recent press conference in Mexico.

As a result of the lawsuit, a Mexico City judge ordered a
temporary injunction relief to stop Nostromo's production at the
rented public studio Foros Ajusco.  The process, a common
practice in both U.S. and Mexico, was conducted in a peaceful
manner by the public authorities and in the presence of legal
teams representing Nostromo, Foros Ajusco and TV Azteca.

TV Azteca is one of the two largest producers of Spanish-
language television programming in the world, operating two
national television networks in Mexico -- Azteca 13 and Azteca 7
-- through more than 300 owned and operated stations across the
country.  TV Azteca affiliates include Azteca America Network, a
new broadcast television network focused on the rapidly growing
US Hispanic market, and Todito, an Internet portal for North
American Spanish speakers.

                        *    *    *

Moody's Investor Services rated TV Azteca's senior unsecured
debt at B1.


WESCO INT: To Buy Communications Supply from Harvest Partners
-------------------------------------------------------------
WESCO International, Inc., has entered into a definitive
purchase agreement to acquire Communications Supply Holdings,
Inc. from Harvest Partners LLC, a New York based private equity
firm.  The transaction is subject to certain customary
conditions, including regulatory approvals required under the
Hart-Scott-Rodino Act.  The acquisition will be financed
utilizing WESCO's existing credit facilities and other
indebtedness to be determined.

Communications Supply Corp., Inc. or CSC, the operating
subsidiary of Communications Supply Holdings, Inc. with
headquarters in Carol Stream, Illinois, was founded in 1972.
CSC had 2005 sales of US$431 million and year-to-date sales as
of Aug. 31, 2006, of approximately US$394 million.  Full year
2006 revenues are estimated to be approximately US$600 million.
The company is a leading national distributor of low voltage
network infrastructure and industrial wire and cable products.
Through its network of 32 branches, CSC distributes a full range
of products to support advanced connectivity for voice and data
communications, access control, security surveillance, and
building automation.  CSC's sales force consists of over 300
associates, and its marketing activities reflect a strong focus
on the Fortune 1000 and large institutional customers in the
United States.

Mr. Roy W. Haley, WESCO's Chairman and Chief Executive Officer,
stated, "Communications Supply is a very well-run company with
an outstanding track record of above-market growth and
profitability.  The addition of CSC to WESCO's existing business
and infrastructure is consistent with our growth strategy, and
this acquisition positions WESCO as a leading provider of data
communications products in North America.  Our intent is to
rapidly build on this position by offering a broader array of
products to WESCO's substantial national accounts, contractor
and other end market customers.  We also believe that the
fragmented nature of the low voltage and data communications
supply industry will likely lead to additional acquisition
opportunities."

Mr. Steven J. Riordan, CSC's President and Chief Executive
Officer, added, "The combination of these two leading
distributors will create a dynamic enterprise.  CSC has been
recognized for delivering measurable value and outstanding
support to its customers and suppliers.  We believe that our
customers will gain even greater access to products and product
expertise, providing them with one-stop shopping.  We are
looking forward to our role in providing leadership to the
existing WESCO datacom business within the United States."  Mr.
Riordan will continue in his role as President of CSC while also
serving as a member of WESCO's senior leadership team.

Mr. Stephen A. Van Oss, WESCO's Senior Vice President and Chief
Financial and Administrative Officer, stated, "We are excited
about the addition of Communications Supply Corporation, as it
significantly extends WESCO's value proposition of providing a
broad array of products and services to our diversified customer
base.  We are also very pleased that the proven and experienced
management team will remain intact and assume expanded
responsibilities for enhancing our sales and service
capabilities.  We will look for ways to apply WESCO's national
distribution capabilities, strategic account relationships, and
LEAN process improvement techniques to CSC's existing business.
We will also be identifying and adopting effective business
practices successfully utilized by CSC.  These activities should
provide significant sales opportunities, and operational and
administrative synergies."

Mr. Van Oss added, "The acquisition of Communications Supply
Corporation is expected to close in early November 2006.  We
expect this acquisition to be immediately accretive, and we
estimate an improvement to WESCO's earnings per share of US$0.04
in 2006 and US$0.35 to US$0.40 in 2007."

Headquartered in Pittsburgh, Pennsylvania, WESCO International,
Inc., is a publicly traded Fortune 500 holding company, whose
primary operating entity is WESCO Distribution, Inc.  WESCO
Distribution is a distributor of electrical construction
products and electrical and industrial maintenance, repair and
operating supplies, and is the nation's largest provider of
integrated supply services.  WESCO operates eight fully
automated distribution centers and approximately 370 full-
service branches in North America and selected international
markets including Mexico and Puerto Rico, providing a local
presence for area customers and a global network to serve multi-
location businesses and multi-national corporations.

                        *    *    *

As reported in the Troubled Company Reporter on june 14, 2006,
Moody's affirmed the B2 ratings on both WESCO's guaranteed
senior convertible debentures due 2025 and WESCO Distribution,
Inc.'s guaranteed senior subordinated notes due 2017, and
WESCO's Ba3 corporate family rating.


* MEXICO: JBIC Grants Loan for Construction of 648MW Coal Plant
---------------------------------------------------------------
Japan Bank for International Cooperation or JBIC Governor
Kyosuke Shinozawa signed a loan agreement on Sept. 29, 2006, for
the construction of a 648 megawatt coal-fired power generation
plant, which has a total project cost of around US$611 million,
with Carboelectrica Diamante, S.A. de C.V., a Mexican
corporation that is fully owned by Mitsubishi Corporation.

The loan was cofinanced by private financial institutions:

   -- Bank of Tokyo-Mitsubishi UFJ (agent bank),
   -- Tokyo Branch of Calyon Corporate and Investment Bank, and
      Tokyo Branch of ING Bank N.V.

The loan will be used for Comision Federal de Electricidad or
CFE to procure from Japan the required machinery, equipment, and
services for constructing a coal-fired power generation plant
with a production capacity of 648MW in Petacalco, Lazaro
Cardenas, Guerrero State along the Pacific side of Mexico, for
which Mitsubishi Corporation and Mitsubishi Heavy Industries
Ltd. have won orders from CFE through CDSA.

This is a large-scale project aimed at newly constructing a
power plant under the OPF scheme, a contract arrangement unique
to Mexico.  It is the first time for Japanese firms to win
orders for this type of project.  Accordingly, this is the first
loan commitment by a Japanese financial institution in support
of an OPF-scheme project for which Japanese firms have won
orders.  Under the OPF scheme, payment is made not in ordinary
installments during the construction phase, but in a lump sum
after project completion.  The loan will be provided during the
construction period, and will thus assume CFE's risk on the
total project cost up to the completion of construction work.

With the Japan-Mexico Economic Partnership Agreement or EPA
coming into effect in April 2005, Japanese firms have high
expectations for expanded opportunities to win orders in Mexico.
This is the first large-scale infrastructure development project
for which Japanese firms have won the order from the country
after the execution of the EPA.  Taking advantage of its status
as an official financial institution, JBIC intends to support
Japanese companies' plant exports to Mexico by utilizing its
risk taking function.

                        *    *    *

As reported in the Troubled Company Reporter on April 17, 2006,
Standard & Poor's Ratings Services placed an mxBB+ long-term
rating with stable outlook on the state of Mexico.




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


KANSAS CITY SOUTHERN: Moody's Assigns Loss-Given-Default Rating
---------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the transportation sector, the rating agency
confirmed its B2 Corporate Family Rating for Kansas City
Southern.

Moody's also revised its probability-of-default ratings and
assigned loss-given-default ratings on these loans facilities:

   Kansas City Southern:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Preferred Stock        Caa2    Caa1    LGD6        100%

   Gtd. Sr. Unsec.
   Shelf                 (P)B3   (P)B3    LGD4         69%

   Gtd. Sub. Shelf      (P)Caa1 (P)Caa1   LGD6         97%


   Kansas City Southern Railway Company:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Sr. Sec Gtd.
   Revolving Credit
   Facility due 2011      B1      Ba2     LGD2        21%

   Sr. Sec. Gtd.
   Term Loan Facility
   due 2011               B1      Ba2     LGD2        21%

   7-1/2% Gtd. Sr.
   Notes due 2009         B3      B3      LGD4        69%

   9-1/2% Gtd. Sr.
   Notes due 2008         B3      B3      LGD4        69%

   Sr. Unsec. Shelf     (P)B3   (P)B3     LGD4        69%

   Sub. Shelf          (P)Caa1  (P)Caa1   LGD6        97%

Moody's explains that current long-term credit ratings are
opinions about expected credit loss that incorporate both the
likelihood of default and the expected loss in the event of
default.  The LGD rating methodology will disaggregate these two
key assessments in long-term ratings.  The LGD rating
methodology will also enhance the consistency in Moody's
notching practices across industries and will improve the
transparency and accuracy of Moody's ratings as Moody's research
has shown that credit losses on bank loans have tended to be
lower than those for similarly rated bonds.

Probability-of-default ratings are assigned only to issuers, not
specific debt instruments, and use the standard Moody's alpha-
numeric scale.  They express Moody's opinion of the likelihood
that any entity within a corporate family will default on any of
its debt obligations.

Loss-given-default assessments are assigned to individual rated
debt issues -- loans, bonds, and preferred stock.  Moody's
opinion of expected loss are expressed as a percent of principal
and accrued interest at the resolution of the default, with
assessments ranging from LGD1 (loss anticipated to be 0% to 9%)
to LGD6 (loss anticipated to be 90% to 100%).




=======
P E R U
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DOE RUN: Herculaneum Unit Exceeds Ambient Air Standard for Lead
---------------------------------------------------------------
The Doe Run Company disclosed that its Herculaneum, Mo., smelter
facility exceeded the National Ambient Air Quality Standard or
NAAQS for lead in the third quarter of 2006 at the Broad Street
monitor.  While nine of 10 air-monitoring stations have
consistently met the standard, this single monitor, located 200
yards west of the facility, has been slightly over or under the
standard since the 2000 State Implementation Plan was completed
in July 2002.

"We are working with the Environmental Protection Agency -- EPA,
and the Missouri Department of Natural Resources or MDNR to
identify measures that will allow us to consistently meet the
standard," said Gary Hughes, general manager of Doe Run's
Herculaneum operation. "Improving air quality and maintaining a
healthy community are our shared objectives. As we press forward
toward the goal of consistent attainment at all 10 monitors, we
sincerely appreciate the continued support and cooperation of
our community."

According to data collected by Doe Run, final third-quarter
results from strategically positioned air monitors in
Herculaneum ranged from 0.1 to 1.6 micrograms of lead per cubic
meter of air, placing the area just outside the EPA-specified
air quality standard of 1.5 micrograms of lead per cubic meter
of air (averaged over a calendar quarter).  The Broad Street
monitor registered 1.6 micrograms of lead per cubic meter of air
for the third quarter.  The remaining air monitoring stations
(High School, Bluff, Sherman, City Hall, South Main, South
Cross, North Cross, Mott and Circle) were all within the
standard.

Aaron Miller, environmental manager with Doe Run, says the
company constantly explores ways to bring emissions levels down-
and keep them there.  "We've come a long way since 1981, when
the first State Implementation Plan was established. In fact,
cooperative efforts have resulted in a 92 percent decrease in
lead emissions since that time. We're currently working on
controls and technologies to further minimize emissions, and we
expect to include some of those measures in the SIP that's in
development."

The MDNR is reviewing proposed State Implementation Plan control
strategies to determine if those measures will enable the area
nearest the Herculaneum facility to stay within the NAAQS.  A
new SIP will be submitted by MDNR for the EPA's approval in
April 2007.

"We have tackled all of the big changes, so there are no more
big bites to take out of the apple," said Mr. Miller.  "Our team
is diligently working to control the things we can, nibbling at
every part of the proverbial core to protect our neighbors and
deliver what's needed to our customers."

Establishing a "buffer zone" between the plant and community is
another of the strategies being considered in the SIP by
agencies and the company to further protect the community.
Discussions on the proposed buffer zone are ongoing.

                        About Doe Run

Based in St. Louis, Mo., The Doe Run Company --
http://www.doerun.com/-- is a privately held natural resources
company dedicated to environmentally responsible mineral
production, metals fabrication, recycling and reclamation.  The
company and its subsidiaries deliver products and services
needed to provide power, protection and convenience through
premium products and associated metals including lead, zinc,
copper, gold and silver.  As the operator of one of the world's
only multi-metal facilities and the Americas' largest integrated
lead producer, Doe Run employs more than 5,000 people, with U.S.
operations in Missouri, Washington and Arizona, and Peruvian
operations in Cobriza and La Oroya.

Doe Run Peru S.R.L., an indirect Peruvian subsidiary, operates a
smelter in La Oroya, Peru, one of the largest polymetallic
processing facilities in the world, producing an extensive
product mix of non-ferrous and precious metals, including
silver, copper, zinc, lead and gold.  Doe Run Peru also has a
copper mining and milling operation in Cobriza, Peru in the
region of Huancavelica, which is approximately 200 miles
southeast of La Oroya in Peru.

              Doe Run Peru Going Concern Doubt

As reported in the Troubled Company reporter-Latin America on
Aug. 10, 2006, Doe Run Peru has significant capital requirements
under environmental commitments and guarantees and substantial
contingencies related to taxes and has significant debt service
obligations under the revolving credit facility, each of which,
if not satisfied, could result in a default under Doe Run Peru's
credit agreement and collectively raise substantial doubt about
Doe Run Peru's ability to continue as a going concern.

Doe Run Peru continues to have substantial cash requirements in
the future, including the maturity of the revolving credit
facility on Sept. 22, 2006, and significant capital requirements
under environmental commitments.  In addition, there are
substantial contingencies related to taxes.

The Doe Run Peru Revolving Credit Facility expires on
Sept. 22, 2006, and will require negotiations to extend its
terms.  There can be no assurance that Doe Run Peru will be
successful in extending the existing credit agreement or
negotiating a new agreement, or if it is successful, that the
extended or new credit agreement would be at terms that are
favorable to Doe Run Peru.

Any default under the requirements of the Environmental
Remediation and Management Program could result in a default
under the Doe Run Peru Revolving Credit Facility.  A default
under the requirements of the Doe Run Peru Revolving Credit
Facility results in defaults under the Doe Run Revolving Credit
Facility and the indenture governing the bonds.




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


ADELPHIA: ACC Noteholders Object to CEO Pay Pact Amendments
-----------------------------------------------------------
Martin J. Bienenstock, Esq., at Weil, Gotshal & Manges LLP, in
New York, argued that an expedited consideration and a shortened
objection period are unwarranted and inappropriate for the ACOM
Debtors and the Official Committee of Unsecured Creditors'
request to, among others, amend the existing employment and
compensation agreement with William Schleyer, the Debtor's chief
executive officer and chairman of the board of directors.

Mr. Bienenstock represents Aurelius Capital Management, LP;
Catalyst Investment Management Co., LLC; Drawbridge Global Macro
Advisors LLC; Drawbridge Special Opportunities Advisors LLC;
Elliott Associates, LP; Farallon Capital Management LLC; Noonday
Asset Management LP; and Perry Capital LLC, collectively known
as the ACC Senior Noteholders.

As reported in the Troubled Company Reporter on Sept. 18, 2006
The Debtor and the Official Committee of Unsecured Creditors
sought authority from the U.S. Bankruptcy Court for the Southern
District of New York to:

    (a) amend the existing employment and compensation agreement
        with William Schleyer, the Debtor's chief executive
        officer and chairman of the board of directors,

    (b) implement an extended post-closing incentive program for
        the Debtors' two Executive Vice Presidents, and

    (c) implement an extended post-closing incentive program for
        certain key employees at the level of Senior Vice
        President and below.

Mr. Bienenstock states that given the significant economic
impact of the proposed amendments to the Schleyer Employment
Agreement, the parties-in-interest should be afforded full due
process and allowed opportunity to consider the proposed
amendments.

Mr. Bienenstock notes that under the existing Schleyer
Employment Agreement, Mr. Schleyer is entitled to:

   (a) an award of US$10,200,000 in stock of reorganized
       Adelphia Communications Corp. on a successful stand-alone
       emergence of the ACOM Debtors, to vest over a two-year
       period commencing on the first anniversary of the
       effective date of the plan of reorganization; and

   (b) a discretionary bonus of up to US$5,100,000 in stock of
       reorganized ACOM.

Mr. Bienenstock complains that notwithstanding that the Debtor
has not reorganized as a going concern, the ACOM Debtors and the
Creditors Committee proposed to convert those equity awards into
cash obligations, with the US$10,200,000 payable immediately.

Mr. Bienenstock argues that converting the US$15,300,000 in
equity awards into cash payments is wholly inconsistent with the
economic benefit of the initial bargain and fails to satisfy the
business judgment standard under Section 363(b) of the
Bankruptcy Code.

Mr. Bienenstock contends that the proposed immediate payment of
approximately US$5,000,000 in severance to Mr. Schleyer and the
bonus of 100% of his US$1,275,000 base salary to continue his
role through March 2007 also cannot satisfy the business
judgment standards under Section 363(b).

"At a minimum, [Mr.] Schleyer's compensation should be outcome-
neutral and remain linked to ultimate distributions to creditors
under a confirmed and consummated chapter 11 plan,"
Mr. Bienenstock maintains.

                   ACOM Debtors Respond

Myron Trepper, Esq., at Willkie Farr & Gallagher LLP, in New
York, contends that the ACC Senior Noteholders' objection is not
only an attack on Mr. Schleyer and his management team, but an
attack on the Creditors' Committee and its advisors.

Mr. Trepper relates that the Creditors' Committee did its due
diligence and concluded that Mr. Schleyer and his team are
important to a successful outcome of the ACOM Debtors' Chapter
11 cases for the creditors.

The Creditors' Committee came to understand that the officers
included in the Extended Post-Closing Incentive Program are not
merely "names on a list," but important elements of an
organization, Mr. Trepper informs the Court.  "As a
comprehensive group, they are uniquely qualified to assist the
creditors' representatives in the transition to the post-closing
environment."

Mr. Trepper contends that since the proposed payment to
Mr. Schleyer would have virtually no impact to the ACC Senior
Noteholders' recoveries, it would appear that their objection is
simply a personal attack on Mr. Schleyer.

"The decision as to who should shepherd the estates through
their wind-down is no the prerogative of the [ACC Senior
Noteholders].  It is a judgment to be made by the [ACOM] Debtors
and the Creditors' Committee," Mr. Trepper asserts.

According to Mr. Trepper, it is the Creditors' Committee's
business judgment that the cost to the estates of Mr. Schleyer's
compensation and the Extended Post-Closing Incentive Programs is
far exceeded by the value to be delivered to the unsecured
creditors through the continued efforts of the management team
under Mr. Schleyer's leadership.

Based in Coudersport, Pa., Adelphia Communications Corp.
(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 Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06- 10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates chapter 11
cases. (Adelphia Bankruptcy News, Issue Nos. 149; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


ADELPHIA COMMS: ACC Noteholders Want to Terminate Exclusivity
-------------------------------------------------------------
The ACC Noteholders tell the U.S. Bankruptcy Court for the
Southern District of New York that the ad hoc committee of ACC
Senior Notes supports their request to terminate the ACOM
Debtors' exclusive periods.

Aurelius Capital Management, LP; Catalyst Investment Management
Co., LLC; Drawbridge Global Macro Advisors, LLC; Drawbridge
Special Opportunities Advisors, LLC; Elliott Associates, LP;
Farallon Capital Management, LLC; Noonday Asset Management, LP;
and Perry Capital, LLC, are holders or investment advisors to
certain holders of notes and debentures issued by the Debtor and
collectively known as the ACC Senior Noteholders.

Calyon New York Branch and the Official Committee of Equity
Security Holders also support the ACC Senior Noteholders'
request.

Calyon joins the ACC Senior Noteholders' request in the event
the Court denies Calyon's and certain Banks' requests to
terminate the ACOM Debtors' exclusivity periods.

Representing the Equity Committee, Gregory A. Blue, Esq., at
Morgenstern Jacobs & Blue, LLC, in New York, argued that cause
exist to terminate exclusivity:

   (a) The ACOM Debtors have made no real progress toward
       negotiating a confirmable consensual plan of
       reorganization;

   (b) The ACOM Debtors have violated the Court order dated
       April 6, 2006, directing them to offer creditors options
       between a "holdback" plan or a "settlement" plan of
       reorganization, by entering into the Amended Term Sheet
       and filing the Fifth Amended Plan of Reorganization;

   (c) The ACOM Debtors are again improperly using their
       exclusivity, which has now endured for over four years,
       as a sword to force a nonconsensual settlement on the
       ACOM Debtors' estate rather than a shield; and

   (d) The Debtors have effectively waived exclusivity by
       proposing the Fifth Amended Plan jointly with the
       Official Committee of Unsecured Creditors, and ceding
       exclusivity to the Creditors' Committee entirely with
       respect to those portions of the Plan that deal with
       distributions to the Banks.

                  Objections to the Motion

Representing the ACOM Debtors, Marc Abrams, Esq., at Willkie
Farr & Gallagher LLP, in New York, asserts that the Court should
preserve the ACOM Debtors' exclusivity at this critical juncture
of their Chapter 11 cases.

Representing the ACC II Committee, an ad hoc committee comprised
of holders of ACC Notes and Arahova Notes, Jeremy V. Richards,
Esq., at Pachulski Stang Ziehl Young Jones & Weintraub LLP, in
Los Angeles, California, contends that the termination of the
ACOM Debtors' exclusivity will result in a multiplicity of
competing plans of reorganization and lead to the resumption of
the Motion In Aid Process.  "That will, in turn, likely lead to
another settlement, but only after further depletion of the
[ACOM] Debtors' assets and possibly years and years of delay,"
he says.

Mr. Richards proposes that the exclusivity should be maintained
at least for the limited purpose of allowing the Plan Proponents
-- ACOM Debtors and the Official Committee of Unsecured
Creditors -- to seek confirmation of the ACOM Debtors' Fifth
Amended Plan of Reorganization by October 31, 2006.
Accordingly, the Court and all parties-in-interest will know
whether there is creditor support for the compromises embodied
in the Fifth Amended Plan.

The ACC II Committee comprises Murray Capital Management, Inc.;
Stark & Roth; Franklin Mutual Advisors, LLC; Citadel Limited
Partnership; Avenue Capital Management; Citigroup Financial
Products, Inc.; HBK Investments, L.P.; Varde Partners, Inc.; and
Lionhart Investments, Ltd.

Representing the Official Committee of Unsecured Creditors,
David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman
LLP, in New York, argues that notwithstanding that the ACC
Senior Noteholders raised disputed factual issues about the
loyalties of holders of ACC Notes who support the Fifth Amended
Plan, the ACC Senior Noteholders have failed to comply with
their own disclosure obligations under Rule 2019 of the Federal
Rule of Bankruptcy Procedure.  The Rule 2019 Statement of the
ACC Senior Noteholders' counsel does not identify the amounts of
the ACC Senior Noteholders' claims or interests, or the time of
their acquisition.  "[the ACC Senior Noteholders] may have only
a relatively de minimis amount of ACC Bonds which they are
abusing to wreak havoc upon the [Fifth Amended Plan]
confirmation process," he contends.

Mr. Friedman asserts that the Court should prohibit the ACC
Senior Noteholders from participating further in the ACOM
Debtors' Chapter 11 cases pursuant to Rule 2019(b).

Mr. Friedman argues that the Court should not terminate
exclusivity because:

   (1) the ACC Senior Noteholders do not satisfy any of the
       factors for terminating exclusivity;

   (2) the ACOM Debtors did not "waive" exclusivity, and Section
       1121(d) of the Bankruptcy Court provides for termination
       of unexpired exclusivity periods by the court for cause,
       not on the basis of an alleged waiver by a debtor;

   (3) the ACC Senior Noteholders cannot propose a plan because:

       (a) they lack standing to move to terminate exclusivity
           or to propose a plan for the ACOM Subsidiary Debtors
           because they are not creditors of any ACOM Subsidiary
           Debtors according to their Rule 2019 Statement; and

       (b) the ACC Senior Noteholders cannot propose any plan in
           good faith as long as they are represented by Weil,
           Gotshal & Manges LLP, in New York, which has its own
           actual and direct conflicts of interest in connection
           with the ACOM Debtors' estates; and

   (4) termination of exclusivity will be an expensive and
       litigious exercise in futility.

The Ad Hoc Adelphia Trade Claims Committee supports the
Creditors Committee's statements.

Highfields Capital Management and Tudor Investment Corp., and
W.R. Huff Asset Management Co., L.L.C., also believe that
terminating the ACOM Debtors' exclusivity will only cause
further expense and delay, and jeopardizes the consummation of
the Fifth Amended Plan.

JPMorgan Chase Bank, N.A., administrative agent under the Second
Amended And Restated Credit Agreement dated December 19, 1997,
states that any chapter 11 plan proposed and confirmed in the
ACOM Debtors' Chapter 11 cases must reflect the salient terms of
the FrontierVision Stipulation dated July 27, 2006, which, among
other things, addresses the FrontierVision Lenders' rights to
post-effective date indemnification.

The Ad Hoc Committee of Arahova Noteholders asks Judge Gerber
that if he determines that the ACOM Debtors' exclusivity should
be terminated or modified, any Court order permitting the ACC
Senior Noteholders, or any other party, to propose and solicit a
separate plan of reorganization should be limited to the
proposal of a chapter 11 plan for Arahova Communications, Inc.,
that either:

   (i) satisfies the claims of Arahova Noteholders in full plus
       interest through the date of payment; or

  (ii) distributes all of the equity to the Arahova Noteholders
       in full satisfaction of their claims.

Kenneth H. Eckstein, Esq., at Kramer Levin Naftalis & Frankel
LLP, in New York, asserts that:

    -- maintaining the ACOM Debtors' exclusivity to permit
       solicitation of the Fifth Amended Plan without the
       confusion of competing plans presents the best path to a
       solution of the ACOM Debtors' cases;

    -- the ACC Senior Noteholders must prove that:

        * the ACOM Debtors are using extensions of exclusivity
          as a tactical device to force other parties to accede
          to a plan;

        * the ACOM Debtors are delaying the filing of a plan;

        * the ACOM Debtors' operations are grossly mismanaged;
          or

        * there is acrimonious feuding among the ACOM Debtors'
          principals;

    -- purported exclusion of the ACOM Debtors' prepetition
       lenders from settlement negotiations does not warrant a
       termination of exclusivity; and

    -- the ACOM Debtors did not violate Court orders regarding
       the MIA Process or neutrality by proposing a plan
       embodying a settlement negotiated by the real parties-in-
       interest in the Intercreditor Dispute after months of
       extensive, arm's-length negotiations.

Based in Coudersport, Pa., Adelphia Communications Corp.
(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 Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06- 10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates chapter 11
cases. (Adelphia Bankruptcy News, Issue Nos. 149; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


ADELPHIA: Court Okays Travelers Casualty 2nd Indemnity Pact
-----------------------------------------------------------
The Honorable Robert E. Gerber, U.S. Bankruptcy Judge for the
Southern District of New York, approved the Second Indemnity
Contract between the ACOM Debtors and Travelers Casualty and
Surety Company of America.

As reported in the Troubled Company Reporter on Aug. 29, 2006,
the Debtor and its debtor-affiliates sought permission from the
Court to:

    (i) enter into a second secured postpetition surety credit
        agreement with Travelers Casualty and Surety Company of
        America and approving its terms; and

   (ii) provide collateral to Travelers to secure obligations
        pursuant to the Second Indemnity Contract.

Pursuant to the First Indemnity Contract approved by the Court
on April 8, 2004, Travelers issued bonds covering certain
obligations of the ACOM Debtors.  Under the terms of the First
Indemnity Contract, the Debtors are required to provide
collateral, consisting primarily of letters of credit, to
Travelers for all bonds issued by Travelers, in an amount equal
to between 75% to 100% of the penal amount of the outstanding
bonds.

Shelley C. Chapman, Esq., at Willkie Farr & Gallagher, LLP, in
New York, discloses that as of August 18, 2006, and in
accordance with the terms of the First Indemnity Contract, the
ACOM Debtors have issued letters of credit with an aggregate
face amount of approximately US$59,800,000 in favor of Travelers
and, in addition, have posted approximately US$1,500,000 of cash
collateral.

In connection with the closing of the ACOM Debtors' sale of
substantially all of their assets, Time Warner NY Cable, LLC,
and Comcast Corporation have issued bonds to replace
substantially all of the bonds issued by Travelers under the
terms of the First Indemnity Contract, thus, significantly
reducing the likelihood that any of the Existing Bonds will be
drawn upon.

As a result, Travelers has agreed to reduce significantly the
amount of collateral that the ACOM Debtors are required to
maintain in respect of the Existing Bonds.

Under the terms of the Second Indemnity Contract, the ACOM
Debtors are required to deliver to Travelers US$12,500,000 in
cash, which will serve as collateral for the ACOM Debtors'
obligations in respect of the Existing Bonds.

After the delivery of the Cash Collateral to Travelers,
Travelers will release any and all other collateral that it
currently held in respect of the Existing Bonds, consisting of
letters of credit and cash collateral with an aggregate face
amount of approximately US$61,300,000.

In addition, under the terms of the Second Indemnity Contract,
and subject to limited exceptions, all of the Cash Collateral
will be returned to the ACOM Debtors on the third anniversary of
the effective date of the Second Indemnity Contract.

Other principal provisions of the Second Indemnity Contract
include:

Term:               The Second Indemnity Contract and any other
                    Surety Documents will remain in full force
                    and effect until terminated.  The ACOM
                    Debtors may terminate participation in the
                    Second Indemnity Contract by providing 30
                    days advance written notice to Travelers.
                    In addition, Travelers has certain
                    termination rights based upon, among other
                    things, the occurrence and continuation of
                    certain Events of Default.

Security Interest:  The ACOM Debtors' obligations to Travelers
                    will be secured by a first priority
                    perfected security interest in favor of
                    Travelers in all of the Collateral, which
                    will remain perfected without taking further
                    action, including without limitation, any
                    recordation of any instrument of mortgage or
                    assignment.

Collateral:         On the Effective Date, the ACOM Debtors will
                    deposit US$12,500,000 into a control account
                    which will secure the payment and
                    performance obligations of the ACOM Debtors
                    in respect of the Existing Bonds.
                    Additionally, the ACOM Debtors will provide
                    collateral to Travelers for all new bonds
                    issued by Travelers after the Effective Date
                    in an amount equal to 100% of the penal
                    amount of those New Bonds.

Payment of
Obligations:        The ACOM Debtors will continue to make
                    payments authorized by the Court for all
                    obligations covered by any bond issued by
                    Travelers and:

                      * will make payments on all claims
                        received to date, which, to the extent
                        not otherwise paid by the ACOM Debtors,
                        will be satisfied with Collateral held
                        by Travelers; and

                      * will otherwise satisfactorily cure any
                        defaults under prepetition obligations
                        which are covered by any Bonds only to
                        the extent authorized, as applicable, by
                        the Court.

Defaults:           Various events relating to any Indemnitor,
                    Bond or a contract in respect of which a
                    Bond is issued constitute Events of Default
                    under the Second Indemnity Contract and
                    would allow Travelers to, among other
                    things, terminate the issuance of Bonds,
                    cancel any Bonds and declare all or any
                    portion of the Indemnitors' obligations
                    under the Second Indemnity Contract and the
                    Bonds immediately due and payable.

Based in Coudersport, Pa., Adelphia Communications Corp.
(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 Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06- 10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates chapter 11
cases. (Adelphia Bankruptcy News, Issue Nos. 149; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


DORAL FINANCIAL: Ends Mortgage Loan Restructuring With R-G Bank
---------------------------------------------------------------
Doral Financial Corp. had completed the restructuring of the
terms of certain prior mortgage loan transfers between the
Company and R-G Premier Bank of Puerto Rico, a wholly-owned
subsidiary of R&G Financial Corp., that the company had
recharacterized as secured borrowings as part of the restatement
process.  Glen Wakeman, Chief Executive Officer, said, "With
this transaction, the company has successfully completed the
restructuring of substantially all of the prior mortgage loan
transfers that were recharacterized as secured borrowings as
part of the restatement."  This transaction also resolves Doral
Bank's loan-to-one-borrower issues that had resulted from the
recharacterization.

As previously discussed in connection with the company's
restatement, Doral Financial decided to reverse the mortgage
loan transfers that involved the generally contemporaneous
purchase and sale of mortgage loans from and to other local
financial institutions, where the amounts purchased and sold,
and other terms of the transactions, were similar. In the case
of the transactions with R-G Premier, the company reversed the
gains previously recognized with respect to certain transfers
made to R-G Premier and recorded the transactions as loans
payable secured by mortgage loans.  Also, certain mortgage loans
purchased by Doral Bank, the company's principal banking
subsidiary, from R-G Premier that had initially been reported as
purchases of residential mortgage loans were recharacterized as
commercial loans secured by mortgages.

Under the agreements with R-G Premier, the company transferred
title to R-G Premier to the mortgage loans underlying the
recharacterized borrowing as payment in full of such borrowing
and entered into a servicing agreement pursuant to which the
company will continue servicing the mortgage loans in exchange
for an annual servicing fee of 25 basis points of the unpaid
principal balance of the mortgage loans. The outstanding
principal balance of the mortgage loans transferred by the
company to R-G Premier as of Aug. 31, 2006, was approximately
US$411.2 million.  Similarly, R-G Premier transferred title to
Doral Bank to the mortgage loans underlying the commercial loan
recognized by Doral Bank as payment in full of the loan and
Doral Bank entered into a servicing agreement with R&G Mortgage
Corporation pursuant to which R&G Mortgage will continue
servicing the mortgage loans in exchange for an annual servicing
fee of 25 basis points of the unpaid principal balance of the
mortgage loans. The outstanding principal balance of the
mortgage loans transferred by R-G Premier to Doral Bank as of
Aug. 31, 2006 was approximately US$398.7 million.  In connection
with the restructuring, the parties agreed to terminate in full
any outstanding recourse obligations (except with respect to
certain representations and warranties, which will survive for a
limited time).

Doral Financial Corp. -- http://www.doralfinancial.com/
-- a financial holding company, is the largest residential
mortgage lender in Puerto Rico, and the parent company of Doral
Bank, a Puerto Rico based commercial bank, Doral Securities, a
Puerto Rico based investment banking and institutional brokerage
firm, Doral Insurance Agency, Inc. and Doral Bank FSB, a federal
savings bank based in New York City.

                        *    *    *

As reported in the Troubled Company Reporter on June 13, 2006,
Standard & Poor's Ratings Services lowered its long-term ratings
on Doral Financial Corp. (NYSE: DRL), including the company's
long-term counterparty rating, to 'B+' from 'BB-'.  At the same
time, Doral's outlook remains on CreditWatch with negative
implications.


FIRST BANCORP: NYSE Extends 10-K Filing Deadline Until Apr. 3
-------------------------------------------------------------
First BanCorp has received an extension for continued listing
and trading on the New York Stock Exchange or NYSE through
April 3, 2007, subject to the NYSE's ongoing monitoring of the
corporation's 2005 10-K filing efforts.  In addition, in the
event that First BanCorp does not complete and file its 2005
Annual Report on Form 10-K with the Securities and Exchange
Commission by April 3, 2007, the NYSE advised First BanCorp that
it will move forward with the initiation of suspension and
delisting procedures.

First BanCorp expects to file the quarterly reports on Form 10-Q
for the interim periods for the year ended December 31, 2005 and
the annual report on Form 10-K for the year ended December 31,
2005 during the first quarter of 2007.  Thereafter, First
BanCorp expects to file its quarterly reports for the
corresponding quarters of 2006.

First BanCorp (NYSE: FBP) -- http://www.firstbankpr.com/-- is
the parent corporation of FirstBank Puerto Rico, a state
chartered commercial bank with operations in Puerto Rico, the
Virgin Islands and Florida; of FirstBank Insurance Agency; and
of Ponce General Corporation.  First BanCorp, FirstBank Puerto
Rico and FirstBank Florida, formerly UniBank, the thrift
subsidiary of Ponce General, all operate within U.S. banking
laws and regulations.

                        *    *    *

As reported in the Troubled Company Reporter on March 22, 2006,
Fitch Ratings affirmed the ratings and Outlook for First Bancorp
and FirstBank Puerto Rico: long-term Issuer Default Rating
'BB'/short-term 'B'.  The Rating Outlook remains Negative.


KMART: Wants Summary Judgment on Ashland's US$1,303,004 Claim
-------------------------------------------------------------
In 2002, Kmart Corp. filed its schedules of assets and
liabilities, which list included unsecured claims from:

    (1) Valvoline Co. -- Claim No. 10582442 for US$536,678; and
    (2) Eagle One Industries -- Claim No. 10581448 for
                                US$32,721.

Valvoline is a division of Ashland Inc., and Eagle One
Industries is an operating unit of Valvoline.

On April 30, 2002, Ashland filed Claim No. 14688 for
US$1,303,004 consisting of:

    -- US$1,211,440 for Valvoline; and
    -- US$91,563 for Eagle One.

The Scheduled Claims were allowed for US$569,399.  Ashland
commenced receiving distributions on the Scheduled Claims on or
about June 30, 2003.

In February 2004, Kmart objected to claims in excess of the
Scheduled Claims.  The Excess Claims allegedly comprised of
missing invoices and Kmart deductions that Ashland wanted
repaid, Kimberly J. Robinson, Esq., at Barack Ferrazzano
Kirschbaum, Perlman & Nagelberg LLP, in Chicago, Illinois,
discloses.

Ms. Robinson relates that based on Kmart's books and records,
and affidavits submitted before the U.S. Bankruptcy Court for
the Northern District of Illinois, Ashland has no Excess Claim.
Kmart repeatedly requested that Ashland provide documents to
substantiate the Excess Claim but Ashland failed to do so.

Specifically, Ms. Robinson says, Kmart sought admissions as to
the matters for which Ashland bases its Claim, that:

    (a) no written contract or agreement for goods between
        Ashland and Kmart existed;

    (b) no invoices to Kmart for the goods for which Ashland
        bases its Claim exist;

    (c) there are no proofs of receipt that establish Kmart
        received the goods;

    (d) US$35,037 of the Claim has been satisfied through
        settlement of Eagle One's Claim No. 10581448;

    (e) US$638,710 of the Claim has been satisfied through
        settlement of Valvoline's Claim No. 10581448; and

    (f) Kmart is not liable for the payment of the Claim.

Kmart also sought and obtained a Court order compelling Ashland
to respond to discovery requests.  To date, Ashland has not
responded to the requests.

Ms. Robinson asserts that Ashland has failed to establish a
prima facie claim for the balance of its Claim.  Ashland has
failed in its pleadings to substantiate the Excess Claim, and
thus, has not, and cannot, create an issue of fact to preclude
summary judgment in Kmart's favor.

Even if the Court were to accord Ashland a prima facie claim,
Ms. Robinson avers that Kmart's prior requests and the
supporting papers sufficiently rebut the remaining portion of
the Claim.  Specifically, because of Ashland's failure to object
or otherwise answer Kmart's request for admissions, Ashland has
effectively admitted, among others, that there is no written
contract or agreement substantiating the Excess Claim.

Accordingly, Kmart asks the Court:

    * for summary judgment in its favor with respect to its
      objection to Claim No. 14688; and

    * to disallow the Excess Claim.

Headquartered in Troy, Michigan, Kmart Corp. nka KMART
Holding Corp. -- http://www.bluelight.com/-- operates
approximately 2,114 stores, primarily under the Big Kmart or
Kmart Supercenter format, in all 50 United States, Puerto Rico,
the U.S. Virgin Islands and Guam.  The Company filed for chapter
11 protection on January 22, 2002 (Bankr. N.D. Ill. Case No.
02-02474).  Kmart emerged from chapter 11 protection on May 6,
2003.  John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps,
Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's balance sheet showed
US$16,287,000,000 in assets and US$10,348,000,000 in debts when
it sought chapter 11 protection.  Kmart bought Sears, Roebuck &
Co., for US$11 billion to create the third-largest U.S.
retailer, behind Wal-Mart and Target, and generate US$55 billion
in annual revenues.  The waiting period under the Hart-Scott-
Rodino Antitrust Improvements Act expired on Jan. 27, without
complaint by the Department of Justice.  (Kmart Bankruptcy News,
Issue No. 117; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


KMART CORP: Court Disallows Seven Real Property Lease Claims
------------------------------------------------------------
Kmart Corp. asked the U.S. Bankruptcy Court for the Northern
District of Illinois to enter judgment in its favor with respect
to seven claims related to leases for real property,
specifically:

    (1) Founder, Inc.'s Claim No. 30775;
    (2) HSBC Bank, Inc.'s Claim No. 50849;
    (3) State Street Bank and Trust's Claim Nos. 39857 and
        40899;
    (4) BMKM Properties' Claim No. 42165; and
    (5) Office Depot's Claim Nos. 38555 and 38556.

Kimberly J. Robinson, Esq., at Barack Ferrazzano Kirschbaum
Perlman & Nagelberg LLP, in Chicago, Illinois, discloses that
Founder, HSBC Bank, and State Street Bank have authorized Kmart
to include them in the judgment request, as they agree that
there is no remaining liability on Kmart's part related to their
claims.

Despite numerous attempts to contact BMKM and Office Depot,
Kmart has been unable to receive responses from them.

Ms. Robinson asserts that summary judgment is appropriate for
each of the Claims as none of the Claims are valid.  Kmart
further believes that none of the Claimants will submit sworn
evidence establishing a claim for any amount.

Accordingly, the Court disallowed in their entirety:

    -- Founder's Claim No. 30775;
    -- State Street Bank's Claim Nos. 39857 and 40899; and
    -- BMKM's Claim No. 42165.

The hearing to consider Office Depot's Claim Nos. 38555 and
38556 is continued to a later date.

Kmart subsequently withdrew its objection to HSBC Bank's Claim
No. 50849 because the Claim was previously disallowed in an
order sustaining the Debtors' twentieth omnibus objection dated
May 12, 2004.

Headquartered in Troy, Michigan, Kmart Corp. nka KMART
Holding Corp. -- http://www.bluelight.com/-- operates
approximately 2,114 stores, primarily under the Big Kmart or
Kmart Supercenter format, in all 50 United States, Puerto Rico,
the U.S. Virgin Islands and Guam.  The Company filed for chapter
11 protection on January 22, 2002 (Bankr. N.D. Ill. Case No.
02-02474).  Kmart emerged from chapter 11 protection on May 6,
2003.  John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps,
Slate, Meagher & Flom, LLP, represented the retailer in its
restructuring efforts.  The Company's balance sheet showed
US$16,287,000,000 in assets and US$10,348,000,000 in debts when
it sought chapter 11 protection.  Kmart bought Sears, Roebuck &
Co., for US$11 billion to create the third-largest U.S.
retailer, behind Wal-Mart and Target, and generate US$55 billion
in annual revenues.  The waiting period under the Hart-Scott-
Rodino Antitrust Improvements Act expired on Jan. 27, without
complaint by the Department of Justice.  (Kmart Bankruptcy News,
Issue No. 117; Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


KMART CORP: Wants Settled Critical Vendor Claims Disallowed
-----------------------------------------------------------
The Seventh Circuit Court of Appeals previously held that
certain critical vendor payments made by Kmart Corp. shortly
after its bankruptcy filing were not authorized by the
Bankruptcy Code.

William J. Barrett, Esq., at Barack Ferrazzano Kirschbaum
Perlman & Nagelberg LLP, in Chicago relates that as a result,
Kmart brought actions against 1,100 recipients of critical
vendor payments seeking to avoid the payments.

Kmart has settled about 950 of the critical vendor cases.  As
part of the settlement, 25 defendants agreed that they would
have no claim in Kmart's Chapter 11 case.  However, Kmart's
claims register still show that the 25 parties are holding
claims against the estate.

Accordingly, Kmart asks the U.S. Bankruptcy Court for the
Northern District of Illinois to disallow the 25 claimants'
claims related to settled critical vendor cases.

The Claims include:

                                       Creditor          Claim
    Creditor                           Claim No.         Amount
    --------                           ---------         ------
    Beckley Newspapers, Inc.            10578651     US$125,046
    California Independent Hospital     10566837        774,818
    Des Moines Register and Tribune     10578780        303,798
    El Paso Times, Inc.                 10567577        250,639
    Guam Publication Pacific Daily      10571081        109,560
    Hawaii Newspaper Agency, Inc.       10561390      1,034,770
    Post and Courier                    10578416        297,441
    Reno Gazette Journal                10579422        251,523
    Tribune Star                           13559        142,343
    Visalia Times Delta                 10579417        140,706

Kmart has previously objected to the claims in February 2004.

Mr. Barrett adds that several parties filed claims relating to
critical vendor payments that Kmart did not seek to avoid, or
relating to critical vendor avoidance actions that Kmart has
elected not to pursue.

Hence, Kmart also asks the Court to disallow eight claims as
their claimants have retained the critical vendor payments they
received.  The eight claims are:

                                       Creditor          Claim
    Creditor                           Claim No.         Amount
    --------                           ---------         ------
    County Press                            2961       US$2,138
    Indiana Herald                          4407          1,323
    Johnson Bros. of Hawaii             10579349         34,902
    Observer News Enterprise                3927          1,918
    Seminole Herald                         9454          2,107
    South Carolina Black Media Group        3883          4,200
    Times                                  31372          6,988
    Voice Newspaper                     10562492         54,086

Headquartered in Troy, Michigan, Kmart Corp. nka KMART Holding
Corp. -- http://www.bluelight.com/-- operates approximately
2,114 stores, primarily under the Big Kmart or Kmart Supercenter
format, in all 50 United States, Puerto Rico, the U.S. Virgin
Islands and Guam.  The Company filed for chapter 11 protection
on January 22, 2002 (Bankr. N.D. Ill. Case No. 02-02474).  Kmart
emerged from chapter 11 protection on May 6, 2003.  John Wm.
"Jack" Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher &
Flom, LLP, represented the retailer in its restructuring
efforts.  The Company's balance sheet showed US$16,287,000,000
in assets and US$10,348,000,000 in debts when it sought chapter
11 protection.  Kmart bought Sears, Roebuck & Co., for US$11
billion to create the third-largest U.S. retailer, behind Wal-
Mart and Target, and generate US$55 billion in annual revenues.
The waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act expired on Jan. 27, without complaint by the
Department of Justice.  (Kmart Bankruptcy News, Issue No. 117;
Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or 215/945-7000)


LA REINA: Gets Final Okay on US$9.7M DIP Pact with Westernbank
--------------------------------------------------------------
The Honorable Gerardo Carlo of the U.S. Bankruptcy Court for the
District of Puerto Rico gave La Reina Management Inc. and its
debtor-affiliates authority, on a final basis, to obtain
postpetition financing from Westernbank Puerto Rico pursuant to
a July 2006 loan and security agreement.

Under the Loan Agreement, Westernbank agreed to lend
US$9,750,000 to the Debtor, secured by substantially all of the
Debtors' assets.  The Loan is guaranteed by San Luis Investment,
S.E.

The Loan is subject to a US$75,000 carve out for payment of fees
to the Clerk of the Bankruptcy Court and to the Office of the
United States Trustee.

Headquartered in Caguas, Puerto Rico, La Reina Management, Inc.,
is engaged in the administration of its affiliated companies'
funds through the performance of functions such as merchandise
purchases, payment to suppliers and employees, record keeping of
expenses allocation, and other miscellaneous management
services.  La Reina Management's revenues consist of fees
charged to the affiliates for these services.

The Company and 12 of its affiliates filed for chapter 11
protection on July 26, 2006 (Bankr. D. P.R. Case No. 06-02477).
Jose Raul Cancio Bigas, Esq., in Hato Rey, Puerto Rico,
represents the Debtors.  No Official Committee of Unsecured
Creditors has been appointed in this case to date.  When La
Reina Management filed for protection from its creditors, it
reported total assets of US$14,166,830 and total debts of
US$13,810,411.


R&G FINANCIAL: NYSE Extends 10-K Filing Deadline Until Apr. 3
-------------------------------------------------------------
The New York Stock Exchange granted R&G Financial Corp.'s
request to extend for up to six months to April 3, 2007, the
filing of its 2005 Annual Report on Form 10-K.  The NYSE
indicated that the extension granted to the company was subject
to ongoing reassessment, which will take into consideration the
company's successful achievement of interim milestones,
including the filing of its amended Annual Report on Form 10-K/A
for the year ended Dec. 31, 2004.  The company had requested
such extension by letter dated Sept. 15, 2006.

The company is in the process of preparing restated consolidated
financial statements for the years ended December 31, 2002
through 2004 and is working diligently to complete the
restatement process and finish its work on its restated
financial statements, the results of which will be subject to
audit, together with the 2004 10-K/A.  The company is expressing
no view as to when audited financial statements and its 2004 10-
K/A will be available, but believes it more likely than not that
it will be in the first quarter of 2007.  The company also is
concurrently working on its Annual Report on Form 10-K for the
year ended Dec. 31, 2005.  Under the rules of the NYSE, the
company was required to file its 2005 Annual Report on Form 10-K
by late September 2006, which has now been extended until
April 3, 2007.  Failure of the company to achieve the filing of
the 2004 10-K/A within the time parameters presented to the NYSE
or achieve other interim significant milestones could result in
accelerated trading suspension prior to the end of the six-month
extension period.

Further, if the company is unable to file its 2005 Annual Report
on Form 10-K by April 3, 2007, the NYSE will delist its common
stock by that date.

                      About R&G Financial

Headquartered in Hato Rey, Puerto Rico, R&G Financial Corp.
(NYSE: RGF) -- http://www.rgonline.com/-- is a diversified
financial holding company with operations in Puerto Rico and the
United States, providing banking, mortgage banking, investments,
consumer finance and insurance through its wholly owned
subsidiaries, R-G Premier Bank, R-G Crown Bank, R&G Mortgage
Corporation, Puerto Rico's second largest mortgage banker, R-G
Investments Corporation, the Company's Puerto Rico broker-
dealer, and R-G Insurance Corporation, its Puerto Rico
insurance agency.  At June 30, 2006, the Company operated 37
bank branches in Puerto Rico, 35 bank branches in the Orlando,
Tampa/St. Petersburg and Jacksonville, Florida and Augusta,
Georgia markets, and 49 mortgage offices in Puerto Rico,
including 37 facilities located within R-G Premier Bank's
banking branches.

                        *    *    *

As reported by the Troubled Company Reporter on March 22, 2006,
Fitch Ratings keeps R&G Financial Corporation's BB Preferred
Stock rating on Negative Watch.


R&G FINANCIAL: Consents to Issuance of Cease & Desist Order
-----------------------------------------------------------
The Board of Directors of R-G Crown Bank, the wholly-owned,
federally chartered savings bank subsidiary of R&G Financial
Corp., consented on Oct. 3, 2006, to the issuance of a Cease and
Desist Order by the Office of Thrift Supervision of the
Department of Treasury.  Under the terms of the Order, the Bank
and the OTS recognize that the Bank neither admits nor denies
that grounds exist to initiate such a proceeding or as to the
findings in the Order.  No fines or monetary penalties have been
assessed against the Bank under the order.  The order became
effective on Oct. 3, 2006.  The following summarizes the more
significant provisions of the order, a copy of which has been
filed as an exhibit to a Current Report on Form 8-K filed by the
company with the SEC.  No attempt has been made to reference all
of the requirements set forth in the Order.

The Order was issued based on OTS findings resulting from an
examination of Crown Bank that was conducted during the first
half of 2006.  The OTS determined that Crown Bank in the conduct
of its business had violated various laws and regulations,
including:

   -- the Currency and Foreign Transactions Reporting Act,
   -- the Flood Disaster Protection Act and
   -- regulations governing the filing of suspicious activity
      reports.

The OTS determined that Crown Bank was engaged in unsafe and
unsound banking practices, including:

   (i) failing to maintain an effective consumer compliance
       strategy and program that provides for adequate and
       appropriate resources, system controls, real-time
       monitoring, periodic self-assessment, organizational
       accountability, responsiveness to needed improvements
       and effective training;

  (ii) failing to conduct appropriate customer reviews and
       account oversight to monitor accounts and transactions
       for potentially unlawful activity;

(iii) failing to fully address prior examination criticisms
       and implement effective and appropriate corrective
       actions;

  (iv) failing to maintain adequate and appropriate loan
       diversification policies, procedures and guidelines for
       residential acquisition, development and/or construction
       loans to avoid undue concentration of credit risk; and

   (v) failing to maintain adequate and effective policies,
       procedures, systems and controls to ensure accurate
       and timely financial record keeping and reporting and
       appropriate and effective oversight by the Bank's board
       of directors.

The Order requires the Bank to file with the OTS within
proscribed time periods updated plans and reports as specified
in the Order.  Among other things, the Bank must comprehensively
review its program for compliance with BSA and SAR law and
regulations and take any required corrective actions resulting
from such review as well as specific actions specified in the
Order.  The Bank's management was apprised of the OTS regulatory
criticisms of its BSA compliance program at the time of the on-
site regulatory examination earlier this year and immediately
implemented corrective actions.  The Bank's management believes
that it has substantially addressed all of the criticisms set
forth in the regulatory examination of its BSA compliance
program.  The Order also requires the Bank to review and amend
its FDPA policies and procedures to comply with law and
regulations and the specific weaknesses identified in the Order.
While the Bank has not at this time been notified of the
assessment of civil monetary penalties, under the FDPA, civil
monetary penalties in an amount not to exceed US$100,000 during
any calendar year may be assessed if the primary bank regulator
determines that a pattern or practice of violating the FDPA
exists.  The Bank is also required under the Order to review its
lines of business and operations and long term operating
strategy and develop a comprehensive three-year business plan
for the years 2007-2009.

Until the Bank demonstrates to the satisfaction of the OTS that
it has addressed the asset quality deficiencies set forth in its
examination report and the corrective actions set forth in the
Order, Crown Bank may not originate or commit to originate any
new construction, acquisition and development or land loans or
ADCL.  ADCL loans do not include non-speculative residential lot
loans made by Crown Bank to individual customers for the
construction of a residence thereon. Further, the Bank may:

   (i) continue to fund legally binding ADCL Loan commitments
       entered into prior to Aug. 31, 2006,

  (ii) make residential construction/permanent loans where the
       completed residence will be used as either a primary or
       secondary residence of the borrower, and repayment is
       not dependent upon rental or lease income from the
       residence, and

(iii) renew or rollover existing ADCL Loans as well as builder
       lines of credit that are documented to be performing in
       compliance with the terms and conditions of the original
       loan.

Further, the Bank may fund additional credit to existing ADCL
Loan borrowers, in an aggregate amount not to exceed US$15
million without prior regulatory approval, as necessary to
protect the Bank's creditor position and/or preserve its
collateral.  The Bank is required to adopt a loan concentration
and diversification policy in accordance with applicable
regulations and to undertake a review of the Bank's loan review
function to ensure that the Bank is adequately staffed by
experienced personnel.

Finally, the Order specifically incorporates restrictions on
capital distributions by Crown Bank as well as restrictions on
transactions with affiliates and insiders that were set forth in
a letter from the OTS to the Bank dated Feb. 8, 2006, as amended
on Feb. 14, 2006, which the company described in a Form 8-K
filed with the SEC on Feb. 14, 2006, except that the restriction
on Crown Bank's ability to pay dividends to its parent to fund
its trust preferred obligations has been increased from US$4.0
million to US$5.0 million without the need for prior regulatory
approval.

                     About R&G Financial

Headquartered in Hato Rey, Puerto Rico, R&G Financial Corp.
(NYSE: RGF) -- http://www.rgonline.com/-- is a diversified
financial holding company with operations in Puerto Rico and the
United States, providing banking, mortgage banking, investments,
consumer finance and insurance through its wholly owned
subsidiaries, R-G Premier Bank, R-G Crown Bank, R&G Mortgage
Corporation, Puerto Rico's second largest mortgage banker, R-G
Investments Corporation, the Company's Puerto Rico broker-
dealer, and R-G Insurance Corporation, its Puerto Rico insurance
agency.  At June 30, 2006, the Company operated 37 bank branches
in Puerto Rico, 35 bank branches in the Orlando, Tampa/St.
Petersburg and Jacksonville, Florida and Augusta, Georgia
markets, and 49 mortgage offices in Puerto Rico, including 37
facilities located within R-G Premier Bank's banking branches.

                        *    *    *

As reported by the Troubled Company Reporter on March 22, 2006,
Fitch Ratings keeps R&G Financial Corporation's BB Preferred
Stock rating on Negative Watch.


R&G FINANCIAL: Completes Mortgage Loan Restructuring with Doral
---------------------------------------------------------------
R&G Financial Corp. has received non-objection from the Federal
Reserve Bank of New York, the Federal Deposit Insurance Corp.
and the Commissioner of Financial Institutions for the
Commonwealth of Puerto Rico to restructure the terms of certain
prior mortgage loan sale transactions engaged in with both Doral
Financial Corp. and W Holding Company, Inc.

The company completed the unwinding transaction with DFC and
Doral Bank on Oct. 3, 2006 and expects to complete the
transaction with WHI and Westernbank within the next two weeks.

In addition, in late 2005, the company completed restructuring
transactions with three other Puerto Rico financial
institutions:

   A. Completed Unwinding Transaction with DFC

      In the fourth quarter of 2004 and the first quarter of
      2005, R-G Premier Bank of Puerto Rico, the company's
      wholly-owned Puerto Rico commercial bank subsidiary,
      entered into two mortgage purchase agreements to purchase
      from Doral Financial a total of US$1.0 billion in mortgage
      loans.  At approximately the same time, Doral Bank entered
      into two mortgage purchase agreements to purchase from RGP
      a total of US$1.0 billion in mortgage loans.  These
      transactions were originally accounted for by the parties
      as purchases of mortgage loans but have been subsequently
      recharacterized by the parties for accounting purposes as
      lending transactions secured by the mortgage loans.  As of
      Aug. 31, 2006, the balance of the borrowing by Doral
      Financial from RGP was US$411.2 million, and the balance
      of the borrowing by RGP from Doral Bank was US$398.7
      million.

      With respect to the sale of the mortgage loans by Doral
      Financial to RGP (with a balance of approximately US$411.2
      million as of Aug. 31, 2006) that has been recharacterized
      as a secured borrowing for accounting purposes, Doral
      Financial and RGP on Oct. 2, 2006, entered into an
      agreement in which RGP will accept as repayment in full
      with respect to the Doral Borrowing the underlying
      mortgage loans securing the Doral Borrowing.

      Following this payment in kind, RGP will have legal title
      to the mortgage loans acquired from DFC (and which RGP
      held as collateral under the Doral Borrowing).  The
      servicing rights for all of the underlying mortgage loans
      will be retained by DFC, the entity that currently
      services the loans.

      With respect to the sale of the mortgage loans by RGP to
      Doral Bank (with an aggregate balance of approximately
      US$398.7 million as of Aug. 31, 2006) that has been
      recharacterized as a secured borrowing for accounting
      purposes, RGP and Doral Bank on Oct. 2, 2006, entered into
      an agreement whereby Doral Bank will accept as repayment
      in full with respect to the R-G Borrowing the underlying
      mortgage loans securing the R-G Borrowing.  Following
      this payment in kind, Doral Bank will have legal title to
      the mortgage loans acquired from RGP (and which Doral
      Bank held as collateral under the R-G Borrowing).  The
      servicing rights for all of the underlying mortgage loans
      will be retained by R&G Mortgage Corp., the company's
      wholly-owned mortgage bank subsidiary, the entity that
      currently services the loans.

      As noted, the company and RGP completed the transactions
      with Doral Financial and Doral Bank on Oct. 3, 2006.

   B. Unwinding Transaction with WHI in Process

      Between October 2001 and June 2003, Westernbank entered
      into various mortgage purchase agreements to purchase
      from RGM a total of US$106.2 million in mortgage loans.
      The sales were structured under variable rate
      arrangements.  These transactions were originally
      accounted for as purchases of mortgage portfolios by
      Westernbank but have subsequently been recharacterized as
      secured borrowings for accounting purposes.  As of
      Aug. 31, 2006, the balance of the borrowings was
      US$39.7 million. RGM and Westernbank are entering into a
      Credit Agreement to document the loan transfers between
      the parties that had previously been accounted for as
      sales to Westernbank as secured borrowings of RGM.  The
      Credit Agreement will be secured by a pledge of the
      mortgage loans pursuant to a Pledge and Security Agreement
      to be entered into between RGM and Westernbank.

      In addition, between 1994 and 1999, RGP and RGM sold
      mortgages that they originated aggregating US$296.8
      million to Westernbank with fixed interest rate
      arrangements.  As of August 31, 2006, the balance of the
      borrowings aggregated US$34.1 million.  These transactions
      had been previously characterized as loan sales to
      Westernbank but have been subsequently recharacterized as
      secured borrowings of RGP and RGM.  RGM and Westernbank
      are entering into a Credit Agreement and a Pledge and
      Security Agreement which should document and secure the
      transaction in the same manner as stated.  With respect to
      RGP's portion of the borrowings which amounted to US$25.8
      at Aug. 31, 2006, RGP intends to repay its secured
      borrowing and take control of the mortgages which
      collateralize the borrowings.

      The company expects that the transactions with Westernbank
      will close within the next two weeks.

   C. Previously Completed Unwinding Transactions

      In November and December of 2005, RGP unwound three
      transactions with other Puerto Rico financial
      institutions.  Like the Doral Financial and WHI
      transactions stated, the transactions involved the
      transfer of pools of mostly residential mortgage loans
      that the company had previously accounted for as sales
      to the other financial institutions but subsequently
      recharacterized as secured borrowings.  These mortgages
      aggregated US$508.9 million.  Of this amount, loan pools
      with an original principal balance of US$484.7 million had
      been originated by RGP and loan pools with an aggregate
      principal balance of US$24.2 million had been originated
      by RGM.  As a result of the unwinding transactions, RGP
      repaid its secured borrowings to each of the three Puerto
      Rico financial institutions in question and took control
      of the mortgages which collateralized such borrowings.

      The first transaction, which was completed on
      Nov. 30, 2005, was conducted with Banco Santander
      Puerto Rico.  This transaction involved 12 loan pools
      aggregating US$301.3 million, which loan pools were
      reacquired by RGP.  The second transaction, which was
      completed on Dec. 23, 2005, was conducted with Banco
      Bilbao Vizcaya Argentaria.  The transactions resulted
      in the reacquisition by RGP of loans aggregating US$70.2
      million.  The third transaction, which was completed on
      Dec. 30, 2005, was conducted with First Bank of Puerto
      Rico.  The transactions resulted in the reacquisition
      by RGP of loans aggregating US$137.3 million.

      The company continues to negotiate with other Puerto Rico
      Financial institutions with respect to other transactions
      that still have to be unwound.  At Aug. 31, 2006, the
      company had loans with an aggregate principal balance of
      US$612.4 million underlying secured borrowings that had
      previously been characterized as sales.

                      About R&G Financial

Headquartered in Hato Rey, Puerto Rico, R&G Financial Corp.
(NYSE: RGF) -- http://www.rgonline.com/-- is a diversified
financial holding company with operations in Puerto Rico and the
United States, providing banking, mortgage banking, investments,
consumer finance and insurance through its wholly owned
subsidiaries, R-G Premier Bank, R-G Crown Bank, R&G Mortgage
Corporation, Puerto Rico's second largest mortgage banker, R-G
Investments Corporation, the Company's Puerto Rico broker-
dealer, and R-G Insurance Corporation, its Puerto Rico insurance
agency.  At June 30, 2006, the Company operated 37 bank branches
in Puerto Rico, 35 bank branches in the Orlando, Tampa/St.
Petersburg and Jacksonville, Florida and Augusta, Georgia
markets, and 49 mortgage offices in Puerto Rico, including 37
facilities located within R-G Premier Bank's banking branches.

                        *    *    *

As reported by the Troubled Company Reporter on March 22, 2006,
Fitch Ratings keeps R&G Financial Corporation's BB Preferred
Stock rating on Negative Watch.




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


HIPOTECARIO DEL URUGUAY: Past-Due Loan Increases 68.5% in August
----------------------------------------------------------------
Figures from the Uruguayan central bank indicate that Banco
Hipotecario del Uruguay's past-due loan ration rose 68.5% to
70.0% of total loans in August 2006, compared with the same
month in 2005, Business News Americas reports.

Banco Hipotecario's problem debts seriously affected the asset
quality of the Uruguayan banking system, according to Moody's
Investors Service.  The strong influence of public sector banks
is one of the main reasons behind the system's weakness.

BNamericas relates that Banco Hipotecario's January-August 2006
profit increased 12.2% to UYU1.59-billion, from the same period
in 2005, due to stronger revenues and lower provisions.
However, the figure represents a negative 1.99% return on equity
and a -0.14% return on asset.

According to BNamericas, Banco Hipotecario's mortgage loans rose
10.3% to UYU17.6 billion in August 2006, compared with the same
month in 2005.

Banco Hipotecario's assets dropped 2.5% to UYU33.3 billion in
August 2006, compared with that of August 2005.  Meanwhile,
liabilities including deposits increased 4% to UYU31.4 billion,
BNamericas states.

Moody's Investors Services placed these ratings on Banco
Hipotecario del Uruguay:

          -- Baa2 long-term local currency bank deposits;
          -- Caa1 long-term foreign currency bank deposits;
          -- Aaa.uy NSR long-term local currency bank deposits;
          -- E bank financial strength;
          -- NP on short-term bank deposits; and
          -- Ba2.uy NSR long-term foreign currency bank
             deposits.

Moody's said the outlook is stable.


CIRSA BUSINESS: Moody's Puts B1 Rating on Review & May Downgrade
----------------------------------------------------------------
Moody's Investors Service placed on review for possible
downgrade:

   -- the Ba3 corporate family rating of Cirsa Business Corp.
      S.A.,

   -- the B1 rating of Cirsa Finance Luxembourg S.A.'s EUR270
      million senior notes due 2014; and

   -- the B2 rating of Cirsa Capital Luxembourg S.A.'s EUR130
      million senior notes due 2012.

The rating action has been triggered by Moody's expectation
that, despite improved operating performance in the first half
of 2006, Cirsa may not improve its financial metrics quickly
enough over the near to medium term to preserve its current
rating level.

Moody's anticipates that any downgrade of Cirsa's ratings as a
result of the review process, which is expected to be completed
within the next three months, would be limited to a maximum of
one notch.  The review will focus on assessing the evolution of
profitability and credit metrics since the rating outlook was
changed to negative in September 2005.

While Cirsa's business risk profile continues to reflect "Ba"
characteristics, supported by its clear leadership of the
fragmented Spanish gaming market and the relatively favourable
fundamentals of the Spanish and Latin American gaming markets,
the company currently displays credit metrics commensurate with
a "B" rating.

Cirsa's current leverage is now above the levels factored into
the corporate family rating when it was downgraded to Ba3 in
June 2005.  Although Moody's notes that the company has been
able to reverse the decline in operating performance that it
experienced in 2005, the improvement has been slower and less
material than anticipated.

In Moody's opinion, the task of improving financial metrics will
prove to be increasingly challenging for Cirsa as a result of:

   -- the company's publicly stated intention to continue
      to pursue external growth opportunities,

   -- the high concentration of profitability in the
      two riverboat casinos in Buenos Aires, which are
      exposed to high regulatory and litigation risk, and

   -- the delays associated with achieving profitability
      in the Manufacturing and Interactive divisions.

In order for Cirsa to maintain its current Ba3 rating, Moody's
would need to see evidence that the company can in the near term
achieve stronger ratios than those currently displayed and
sustain these levels over time, including retained cash flow to
debt of above 15% and debt to EBITDA of under 5x.  As of June
2006, these ratios were 10% and 5.8x, respectively, on a last-
twelve-month basis.

This rating action follows the change in outlook to negative on
September 2005.

Ratings affected:

    * Cirsa Business Corporation S.A's corporate family
      rating of Ba3;

    * B1 rating of Cirsa Finance Luxembourg S.A.'s
      EUR270 million senior notes due 2014l; and

    * B2 rating of Cirsa Capital Luxembourg S.A.'s
      EUR130 million senior notes due 2012.

Headquartered in Terrassa, Spain, Cirsa is a leading Spanish
gaming company, with substantial operations in Brazil, The
Dominican Republic, Venezuela, Panama, Suriname, Peru, Argentina
and Uruguay.  In H1 2006, Cirsa generated net revenues of EUR820
million.




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


PETROLEOS DE VENEZUELA: Buys Catgas on Spot Market
--------------------------------------------------
Petroleos de Venezuela SA has been taking steps to buy gasoline
of catalytic cracker -- catgas -- on the spot market, El
Universal reports, citing unnamed sources.

According to operators quoted by El Universal, the Venezuelan
state-oil firm's move may have been prompted by operational
disruptions at some of its refineries.

Last week, Petroleos de Venezuela stopped operations at its
54,000 bpd catalytic cracking unit at El Palito refinery, north-
central Carabobo state, for three days, following a power
outage.

"This is no public bidding.  Petroleos de Venezuela is procuring
300,000 barrels of gasoline of catalytic cracker on the spot
market for delivery on October 15-17," an operator in the US was
quoted by El Universal as saying.

"Petroleos de Venezuela is not a regular buyer of catgas.  Now
they are purchasing catgas for sale at their gas stations,"
another operator hinted to El Universal.

Catalytic cracking is the application of catalysts that create
chemical reactions, producing more gasoline.

El Universal says the firm exports an average of 100,000 bpd of
gasoline.  Venezuelan gasoline sales have dropped from a maximum
200,000 bpd two or three years ago, as a result of repeated
operational problems at refineries.

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.

                        *    *    *

Standard & Poor's said on July 17 that it may lower the
company's B+ foreign-currency debt rating in part because of the
absence of timely financial and operating information.


PETROLEOS DE VENEZUELA: Posts US$3.27 Million Oil Output
--------------------------------------------------------
Domestic oil production of Petroleos de Venezuela, the state-
owned oil company of Venezuela, increased to 3.27 million
barrels per day in 2006, compared with the 3.15 million barrels
per day in 2004, El Universal reports.

According to El Universal, Petroleos de Venezuela's net income
for the year 2005 increased to US$6.4 billion, from the US$4.9
billion recorded in 2004.

Petroleos de Venezuela said that its gross income in 2005 was
US$85.7 billion, Reuters notes.

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.

                        *    *    *

Standard & Poor's said on July 17 that it may lower the
company's B+ foreign-currency debt rating in part because of the
absence of timely financial and operating information.


* Robert Caruso Joins A&M as Managing Director in Chicago
---------------------------------------------------------
Alvarez & Marsal reported that Robert M. Caruso joined the
Chicago office as a managing director.  Mr. Caruso joins in the
firm's central region.

"Bob is one of the best and brightest advisors in the
restructuring industry," said Jeffery Stegenga, head of A&M's
central region restructuring practice.  "His expertise,
longstanding relationships and broad knowledge of manufacturing
and automotive issues will be invaluable as we continue to meet
the needs of organizations looking to improve operational and
financial performance and navigate challenging periods of
change."

Bringing nearly two decades of experience across a range of
industries including automotive and manufacturing, Mr. Caruso
specializes in advising management teams, boards, lenders and
other stakeholders of companies engaged in financial
restructurings or performance improvement situations.  His
background includes advising on restructuring strategies;
business plans and related financial projections; cost cutting
and revenue enhancement strategies; liquidity management;
sizing, structuring and raising DIP and other financing;
preparing and operating companies through a Chapter 11 process;
supplier management; and asset dispositions and wind-downs.

Before joining A&M, Mr. Caruso was a senior managing director
with the corporate finance practice of FTI Consulting in
Chicago.  Before that, he was a partner with
PricewaterhouseCoopers LLP, and a managing director with the
corporate recovery services practice of KPMG.

Mr. Caruso holds a bachelor's degree in accountancy from the
University of Illinois at Urbana, is a certified public
accountant in the State of Illinois, and a certified insolvency
and reorganization advisor, a member of the AICPA, Illinois CPA
Society, the Turnaround Management Association and the American
Bankruptcy Institute.

                    About Alvarez & Marsal

Alvarez & Marsal is a leading global professional services firm
with expertise in guiding underperforming companies and public
sector entities through complex operational, financial and
organizational challenges.  The firm excels in problem solving
and value creation, and brings a bias toward executing solutions
with a distinctive hands-on approach to serving clients,
management and stakeholders.

Founded in 1983, Alvarez & Marsal draws on its strong
operational heritage to provide specialized services, including
Turnaround and Management Advisory, Crisis and Interim
Management, Performance Improvement, Creditor Advisory Services,
Corporate Finance, Dispute Analysis and Forensics, Tax Advisory,
Business Consulting, Real Estate Advisory and Transaction
Advisory.  A network of experienced professionals in locations
across the U.S., Europe, Asia and Latin America, enables the
firm to deliver on its proven reputation for leadership, problem
solving and value creation.


* Upcoming Meetings, Conferences and Seminars
---------------------------------------------
October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting Featuring a Panel Discussion on
      Hyper-Liquidity in the Marketplace
         Junior League, Houston, TX
            Contact: http://www.turnaround.org/

October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Commercial Lenders Breakfast
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Panel & Breakfast Meeting: Financial Fraud
         Center Club, Baltimore, MD
            Contact: http://www.turnaround.org/

October 5, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Negotiations Workshop
         Standard Club, Chicago, IL
            Contact: http://www.turnaround.org/

October 6, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Bankruptcy 2006: Views from the Bench
         Georgetown University Law Center, Washington, DC
            Contact: 1-703-739-0800; http;//www.abiworld.org/

October 10, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Center Club, Baltimore, Maryland
            Contact: 703-912-3309 or http://www.turnaround.org/

October 11, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Professional Development Meeting
         Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 11-14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      2006 Annual Conference
         Milleridge Cottage, Long Island, New York
            Contact: 312-578-6900; http://www.turnaround.org/

October 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      UTS Fundamentals of Turnaround Management
         Melbourne, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

October 12, 2006
   NEW YORK SOCIETY OF SECURITY ANALYSTS
      Alternative Analysts' Forum:
      An Insider's Perspective on Distressed Debt Investing
         New York, NY
            Contact: http://www.nyssa.org/

October 12, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      UTS Fundamentals of Turnaround Management
         Mecure Hotel - Haymarket, Sydney, Australia
            Contact: http://www.turnaround.org/

October 19, 2006
   BEARD AUDIO CONFERENCES
      Surviving the Digital Deluge:
      Best Practices in E-Discovery and Records
      Management for Bankruptcy Practitioners and Litigators
            Contact: http://www.beardaudioconferences.com
                     240-629-3300

October 25, 2006
   BEARD AUDIO CONFERENCES
      Deepening Insolvency - Widening Controversy:
      Current Risks, Latest Decisions
      Review Risks, Examine Latest Decisions Affecting
      Directors, Advisors and Lenders of Troubled Companies
      Management for Bankruptcy Practitioners and Litigators
            Contact: http://www.beardaudioconferences.com
                     240-629-3300

October 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon Presentation with
      guest speaker Jeff Carhart of Miller Thomson
         Petroleum Club, Edmonton, AB
            Contact: http://www.turnaround.org/

October 16, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      A Year After BAPCPA
         Georgetown University Law Center, Washington, DC
            Contact: 1-703-739-0800; http://www.abiworld.org/

October 17, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Updates on the New Bankruptcy Law
         Kansas City, Missouri
            Contact: http://www.turnaround.org/

October 18-19, 2006
   EUROMONEY
      2nd Annual Latin America Syndicated Loans Conference
         JW Marriott Hotel, Miami, FL
            Contact: http://www.euromoneyplc.com/

October 18, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Meeting
         Washington Athletic Club, Seattle, WA
            Contact: http://www.turnaround.org/

October 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA of Nevada's 1st Breakfast Meeting
         The A,B,C's of Valuing and Selling a Business
            Palace Station, Las Vegas, NV
               Contact: http://www.turnaround.org/

October 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Navigating the Potholes and Speed Bumps on Today's
      Economic Highway
         Waller Lansden Dortch & Davis
            Nashville, TN
               Contact: http://www.turnaround.org/

October 19, 2006
   BEARD AUDIO CONFERENCES
      Surviving the Digital Deluge:
         Best Practices in e-Discovery and Records Management
         for Bankruptcy Practitioners and Litigators
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

October 19, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Billards Networking Night - Young Professionals
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

October 21, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Applying Lean Methodology to Manage
      Operational Turnarounds
         Oxford Hotel, Denver, CO
            Contact: http://www.turnaround.org/

October 23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Meeting and Networking Reception
      100th Bomb Group & Banquet Facility
         Cleveland, OH
            Contact: http://www.turnaround.org/

October 23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      A View from the Bench: A Panel Discussion
      Recent Developments in Bankruptcy
         Sheraton at Four Seasons, Greensboro, NC
            Contact: http://www.turnaround.org/

October 25, 2006
   BEARD AUDIO CONFERECES
      Deepening Insolvency - Widening Controversy: Current
Risks,
      Latest Decisions, Review Risks, Examine Latest Decisions
      Affecting Directors, Advisors and Lenders of Troubled
      Companies
            Contact: http://www.beardaudioconferences.com/
                     240-629-3300

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Event "The Latest in Fraud Investigations"
      with guest speaker Chad Cretney of
      PricewaterhouseCoopers
      Ernst & Young Tower
         Calgary, AB
            Contact: http://www.turnaround.org/

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Hedge Funds - Expanded Financing Opportunities in Business
      Turnarounds
         Arizona
            Contact: http://www.turnaround.org/

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #3
         TBA, Calgary, Alberta
            Contact: 403-294-4954 or http://www.turnaround.org/

October 26, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Speaker Series #3
         TBA, Calgary, Alberta
            Contact: 403-294-4954 or http://www.turnaround.org/

October 27, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast with Coach Dan Reeves
         Westin Buckhead, Atlanta, GA
            Contact: 678-795-8103 or http://www.turnaround.org/

October 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      BK/TMA Golf Tournament
         Orange Tree Golf Resort, AZ
            Contact: 623-581-3597 or http://www.turnaround.org/

October 30-31, 2006
   Distressed Debt Summit: Preparing for the Next Default Cycle
      Financial Research Associates LLC
         Helmsley Hotel, New York, NY
            Contact: http://www.frallc.com/

October 31, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

October 31 - November 1, 2006
   INTERNATIONAL WOMEN'S INSOLVENCY & RESTRUCTURING
CONFEDERATION
      IWIRC Annual Conference
         San Francisco, California
            Contact: http://www.iwirc.com/

November 1, 2006
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      AIRA/NCBJ Dessert Reception
         Marriott, San Francisco, CA
            Contact: 415-896-1600 or http://www.airacira.org/

November 1, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Halloween Isn't Over! - Ghosts of turnarounds past who
         remind you about what you should have done differently
            Portland, Oregon
               Contact: http://www.turnaround.org/

November 1-4, 2006
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         San Francisco, California
            Contact: http://www.ncbj.org/

November 2, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA UK Annual Conference
         Millennium Gloucester Hotel, London, UK
            Contact: http://www.turnaround.org/

November 2-3, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Third Annual Conference on Physician Agreements & Ventures
      Successful Strategies for Medical Transactions and
      Investments
         The Millennium Knickerbocker Hotel - Chicago
            Contact: 903-595-3800; 1-800-726-2524;
            http://www.renaissanceamerican.com/

November 3, 2006
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      AIRA/NCBJ Breakfast Program
         Marriott, San Francisco, CA
            Contact: 415-896-1600 or http://www.airacira.org/

November 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         Marriott, Bridgewater, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

November 7-8, 2006
   EUROMONEY
      5th Annual Distressed Debt Investment Symposium
         Hyatt Regency, London, UK
            Contact: http://www.euromoneyplc.com/

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon & Guest Speaker, Joel Naroff to
      discuss the economy, lending and M&A markets
         Davio's Northern Italian Steakhouse, Philadelphia, PA
            Contact: http://www.turnaround.org/

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast Meeting
         Marriott Tyson's Corner, Vienna, Virginia
            Contact: 703-912-3309 or http://www.turnaround.org/

November 8, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Australia National Conference
         Sydney, Australia
            Contact: http://www.turnaround.org/

November 9, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Webinar "Second Lien Financing or Investing: Are
      There Opportunities for You?"
         TMA HQ, Chicago, IL
            Contact: http://www.turnaround.org/

November 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon Program
         St. Louis, Missouri
            Contact: 815-469-2935 or http://www.turnaround.org/

November 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon Program - Cost Containment Strategies
         St. Louis, MO
            Contact: http://www.turnaround.org/

November 14, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Cocktail Reception Honoring the
      Bankruptcy Benches of the Southern &
      Eastern Districts of New York and New Jersey
      Association of the Bar of the City of New York
         New York, NY
            Contact: http://www.turnaround.org/

November 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint Reception with NYIC/NYTMA
         TBA, New York
            Contact: 908-575-7333 or http://www.turnaround.org/

November 15, 2006
   LI TMA Formal Event
      TMA Australia National Conference
         Long Island, New York
            Contact: http://www.turnaround.org/

November 15, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         Citrus Club, Orlando, Florida
            Contact: 561-882-1331 or http://www.turnaround.org/

November 15-16, 2006
   EUROMONEY INSTITUTIONAL INVESTOR
      Asia Capital Markets Forum
         Island Shangri-La, Hong Kong
            Contact: http://www.euromoneyplc.com/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Bankruptcy Judges Panel
         Duquesne Club, Pittsburgh, Pennsylvania
            Contact: http://www.turnaround.org/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Program
         TBA, Seattle, Washington
            Contact: 503-223-6222 or http://www.turnaround.org/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Dinner Program
         TBA, Seattle, WA
            Contact: 403-294-4954 or http://www.turnaround.org/

November 16, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Life in the Bankruptcy Court with BAPCPA,
      A View from The Bench
         Oxford Hotel, Denver, CO
            Contact: http://www.turnaround.org/

November 16-17, 2006
   STRATEGIC RESEARCH INSTITUTE
      8th Annual West Distressed Debt Investing Forum
         Venetian Resort Hotel Casino, Las Vegas, NV
            Contact: http://www.srinstitute.com

November 17, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast with Harry Nolan, Author of
         Airline without a Pilot - Lessons in Leadership
         Westin Buckhead, Atlanta, GA
            Contact: http://www.turnaround.org/

November 23, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Martini Party
         Vancouver, British Columbia
            Contact: 403-294-4954 or http://www.turnaround.org/

November 23-24, 2006
   EUROMONEY CONFERENCES
      5th Annual China Conference
         China World Hotel
         Beijing, China
            Contact: http://www.euromoneyconferences.com/

November 27-28, 2006
   BEARD GROUP & RENAISSANCE AMERICAN CONFERENCES
      Thirteenth Annual Conference on Distressed Investing
      Maximizing Profits in the Distressed Debt Market
         The Essex House Hotel - New York
            Contact: 903-595-3800; 1-800-726-2524;
            http://www.renaissanceamerican.com/

November 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         Centre Club, Tampa, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

November 28, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Joint TMA Florida/ACG Tampa Bay Luncheon
      Buying and Selling a Troubled Company
         Centre Club, Tampa, FL
            Contact: http://www.turnaround.org/

November 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Special Program
         TBA, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

November 29, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Turnaround Industry Trends
         Jasna Polana, Princeton, NJ
            Contact: http://www.turnaround.org/

November 30, 2006
   EUROMONEY CONFERENCES
      Euromoney/DIFC Annual Conference
      Managing superabundant liquidity
         Madinat Jumeirah, Dubai
            Contact: http://www.euromoneyconferences.com/

November 30-December 2, 2006
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Hyatt Regency at Gainey Ranch, Scottsdale, Arizona
            Contact: 1-703-739-0800; http://www.abiworld.org/

December 5, 2006
   EUROMONEY CONFERENCES
      CFO Forum
         Hyatt Regency, Hangzhou, China
            Contact: http://www.euromoneyconferences.com/

December 6, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Dinner
         Portland, Oregon
            Contact: 503-223-6222 or http://www.turnaround.org/

December 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Networking Breakfast
         The Newark Club, Newark, New Jersey
            Contact: 908-575-7333 or http://www.turnaround.org/

December 7, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Cash Management After The Storm:
      Near-Term Planning for Long-Term Business Success
         Sheraton, Metairie, LA
            Contact: http://www.turnaround.org/

December 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      LI TMA Holiday Party
         TBA, Long Island, New York
            Contact: 631-251-6296 or http://www.turnaround.org/

December 13, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Christmas Function
         GE Commercial Finance, Sydney, Australia
            Contact: 0438 653 179 or http://www.turnaround.org/

December 20, 2006
   TURNAROUND MANAGEMENT ASSOCIATION
      Holiday Extravaganza - TMA, AVF & CFA
         Georgia Aquarium, Atlanta, GA
            Contact: 678-795-8103 or http://www.turnaround.org/

January 11, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Lender's Panel
         University Club, Jacksonville, FL
            Contact: http://www.turnaround.org/

January 12, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual Lender's Panel Breakfast
         Westin Buckhead, Atlanta, GA
            Contact: http://www.turnaround.org/

January 17, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South FL
            Contact: 561-882-1331 or http://www.turnaround.org/

January 17-19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Distressed Investing Conference
         Wynn, Las Vegas, NV
            Contact: http://www.turnaround.org/

February 8-11, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Certified Turnaround Professional (CTP) Training
         NY/NJ
            Contact: http://www.turnaround.org/

February 22, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA PowerPlay - Atlanta Thrashers
         Philips Arena, Atlanta, GA
            Contact: 678-795-8103 or http://www.turnaround.org/

January 25-27, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Rocky Mountain Bankruptcy Conference
         Hyatt Regency, Denver, CO
            Contact: 1-703-739-0800; http://www.abiworld.org/

February 25-26, 2007
   NORTON INSTITUTES
      Norton Bankruptcy Litigation Institute
         Marriott Park City, UT
            Contact: http://www2.nortoninstitutes.org/

February 2007
   AMERICAN BANKRUPTCY INSTITUTE
      International Insolvency Symposium
         San Juan, Puerto Rico
            Contact: 1-703-739-0800; http://www.abiworld.org/

March 15, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Martini Madness Cocktail Reception with Geraldine Ferraro
         Westin Buckhead, Atlanta, GA
            Contact: 678-795-8103 or http://www.turnaround.org/

March 15-18, 2007
   NATIONAL ASSOCIATION OF BANKRUTPCY TRUSTEES
      NABT Spring Seminar
         Ritz-Carlton Buckhead, Atlanta, GA
            Contact: http://www.NABT.com/

March 21, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South FL
            Contact: 561-882-1331 or http://www.turnaround.org/

March 27-31, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Spring Conference
         Four Seasons Las Colinas, Dallas, Texas
            Contact: http://www.turnaround.org/

March 29-31, 2007
   ALI-ABA
      Chapter 11 Business Reorganizations
         Scottsdale, Arizona
            Contact: 1-800-CLE-NEWS; http://www.ali-aba.org/

April 11-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      ABI Annual Spring Meeting
         J.W. Marriott, Washington, DC
            Contact: 1-703-739-0800; http://www.abiworld.org/

April 12, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         University Club, Jacksonville, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

April 20, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Breakfast meeting with Chapter President, Bruce Sim
         Westin Buckhead, Atlanta, GA
            Contact: 678-795-8103 or http://www.turnaround.org/

April 29 - May 1, 2007
   INTERNATIONAL BAR ASSOCIATION
      International Insolvency Conference
      Zurich, Switzerland
            Contact: http://www.ibanet.org/

May 14, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Annual TMA Atlanta Golf Outing
         White Columns, Atlanta, GA
            Contact: 678-795-8103 or http://www.turnaround.org/

May 16, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South FL
            Contact: 561-882-1331 or http://www.turnaround.org/

June 6-9, 2007
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      23rd Annual Bankruptcy & Restructuring Conference
         Westin River North, Chicago, Illinois
            Contact: http://www.airacira.org/

June 14-17, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Central States Bankruptcy Workshop
         Grand Traverse Resort, Traverse City, Michigan
            Contact: 1-703-739-0800; http://www.abiworld.org/

June 28 - July 1, 2007
   NORTON INSTITUTES
      Norton Bankruptcy Litigation Institute
         Jackson Lake Lodge, Jackson Hole, WY
            Contact: http://www2.nortoninstitutes.org/

July 12, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         University Club, Jacksonville, FL
            Contact: 561-882-1331 or www.turnaround.org

July 12-15, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Northeast Bankruptcy Conference
         Marriott, Newport, RI
            Contact: 1-703-739-0800; http://www.abiworld.org/

July 18, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South FL
            Contact: 561-882-1331 or http://www.turnaround.org/

September 19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South FL
            Contact: 561-882-1331 or http://www.turnaround.org/

October 10-13, 2007
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Orlando, Florida
            Contact: http://www.ncbj.org/

October 11, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         University Club, Jacksonville, FL
            Contact: 561-882-1331 or http://www.turnaround.org/

October 16-19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

December 6-8, 2007
   AMERICAN BANKRUPTCY INSTITUTE
      Winter Leadership Conference
         Westin Mission Hills Resort, Rancho Mirage, California
            Contact: 1-703-739-0800; http://www.abiworld.org/

December 19, 2007
   TURNAROUND MANAGEMENT ASSOCIATION
      South Florida Dinner
         TBA, South FL
            Contact: 561-882-1331 or http://www.turnaround.org/

January 10, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      Luncheon
         University Club, Jacksonville, FL

March 25-29, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Spring Conference
         Ritz Carlton Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

June 4-7, 2008
   ASSOCIATION OF INSOLVENCY & RESTRUCTURING ADVISORS
      24th Annual Bankruptcy & Restructuring Conference
         JW Marriott Spa and Resort, Las Vegas, NV
            Contact: http://www.airacira.org/

September 24-27, 2008
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Scottsdale, Arizona
            Contact: http://www.ncbj.org/

October 28-31, 2008
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Copley Place, Boston, Massachusetts
            Contact: 312-578-6900; http://www.turnaround.org/

October 5-9, 2009
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         Marriott Desert Ridge, Phoenix, Arizona
            Contact: 312-578-6900; http://www.turnaround.org/

2009 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         Las Vegas, Nevada
            Contact: http://www.ncbj.org/

October 4-8, 2010
   TURNAROUND MANAGEMENT ASSOCIATION
      TMA Annual Convention
         JW Marriott Grande Lakes, Orlando, Florida
            Contact: http://www.turnaround.org/

2010 (TBA)
   NATIONAL CONFERENCE OF BANKRUPTCY JUDGES
      National Conference of Bankruptcy Judges
         New Orleans, Louisiana
            Contact: http://www.ncbj.org/

   BEARD AUDIO CONFERENCES
      Coming Changes in Small Business Bankruptcy
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Distressed Real Estate under BAPCPA
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      High-Yield Opportunities in Distressed Investing
         Audio Conference Recording
            Contact: 240-629-3300;
          http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Fundamentals of Corporate Bankruptcy and Restructuring
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Reverse Mergers - the New IPO?
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Dana's Chapter 11 Filing
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Employee Benefits and Executive Compensation
      under the New Code
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/


   BEARD AUDIO CONFERENCES
      Validating Distressed Security Portfolios: Year-End Price
      Validation and Risk Assessment
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Changing Roles & Responsibilities of Creditors' Committees
      Audio Conference Recording
         Contact: 240-629-3300;
         http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Calpine's Chapter 11 Filing
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Healthcare Bankruptcy Reforms
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      Changes to Cross-Border Insolvencies
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com/

   BEARD AUDIO CONFERENCES
      The Emerging Role of Corporate Compliance Panels
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

   BEARD AUDIO CONFERENCES
      Privacy Rights, Protections & Pitfalls in Bankruptcy
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

   BEARD AUDIO CONFERENCES
      High-Yield Opportunities in Distressed Investing
         Audio Conference Recording
            Contact: 240-629-3300;
            http://www.beardaudioconferences.com

The Meetings, Conferences and Seminars column appears in the
Troubled Company Reporter each Wednesday. Submissions via e-mail
to conferences@bankrupt.com are encouraged.


                         ***********


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

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

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


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