TCRLA_Public/061009.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

          Monday, October 9, 2006, Vol. 7, Issue 200

                          Headlines

A R G E N T I N A

ELECTRICIDAD ACONCAGUA: Verification of Claims Is Until Nov. 16
GALVANOZINC SRL: Enters Bankruptcy Protection on Court Orders
GELIMAN SA: Last Day for Verification of Claims Is on Nov. 29
MACON SERVICE: Asks for Court Approval to Restructure Debts
MERCADOMANIA.COM SA: Enters Bankruptcy on Court Orders

PAPELERA DEL PILAR: Validation of Claims Is Until Nov. 17
PHARMANET DEVELOPMENT: S&P Affirms B+ Corporate Credit Rating
PLASTICOS RIO: Claims Verification Deadline Is Set for Nov. 9
PROPHOS SA: Seeks for Court Approval to Reorganize Business
S.24 SRL: Deadline for Verification of Claims Is Set for Nov. 14

TELEFONICA DE ARGENTINA: Will Boost Broadband Investments by 30%
YPF SA: Parent Inks MOU with Gazprom to Develop Gas Projects

B A H A M A S

COMPLETE RETREATS: Private Files Complaint Against Gram, et. al.
COMPLETE RETREATS: Court Approves Proposed Interim Fee Process
WINN-DIXIE: Discloses Members of New Board of Directors
WINN-DIXIE: Wants to Disallow & Reduce Claims for Voting Reasons
WINN-DIXIE: Several Parties Object to Plan Confirmation

B A R B A D O S

SECUNDA INT'L: Moody's Assigns Loss-Given-Default Rating

B E R M U D A

BERMUDA COMMERCIAL: Fitch Downgrades Individual Rating to C
BERMUDA COMMERCIAL: Three Executives Leave Firm's Board
GALVEX HOLDINGS: Galvex Capital Wants Ch. 11 Case Dismissed
REFCO: Chapter 7 Trustee Reaches Settlement with Rogers Funds

B O L I V I A

BANCO MERCANTIL: Shareholders Okay Merger with Banco Santa Cruz
INTERNATIONAL PAPER: Will Trade Assets with Votorantim Celulose

B R A Z I L

AES CORP: Makes BRL1.3-Billion Payment to Banco Nacional
AMERICAN AXLE: Moody's Reviews Ba3 Ratings for Likely Downgrade
BANCO NACIONAL: Receives BRL1.3-Billion Payment from AES Corp.
BANCO NACIONAL: Approves BRL20.6-Million Financing to Enersul
BRASKEM: Volatile Input Cost Affects Low B Ratings, S&P Says

ELETROPAULO METROPOLITANA: Fitch Ups Issuer Ratings to BB-
SANEAMENTO BASICO: Launches Tender Offer for 12% Notes Due 2008
TELE NORTE: Calls Off Initial Public Offering in the U.S.

C A Y M A N   I S L A N D S

AES IHB: Fitch Ups Rating on US$300MM 11.5% Trust Certs. to B+
ALLERWAY INVESTMENTS: Proofs of Claim Must be Filed by Nov. 2
ALNAMI INVESTMENTS: Proofs of Claim Filing Deadline Is on Nov. 2
BURGUNDY LTD: Creditors Must Submit Proofs of Claim by Nov. 2
DIVI TIARA: Has Received Four Viable Offers for Resort

JUSTO LYNCH: Trustee Verifies Proofs of Claim Until Nov. 22
KIKI CO: Creditors Have Until Nov. 2 to Submit Proofs of Claim
MOON SHINE: Creditors Have Until Nov. 2 to File Proofs of Claim
NORDISK ENERGI: Last Day to File Proofs of Claim Is on Nov. 2
PRIDE & JOY: Deadline for Proofs of Claim Filing Is on Nov. 2

SAMBA HOLDINGS: Creditors Must File Proofs of Claim by Nov. 2
SEVEN TOWERS: Proofs of Claim Filing Deadline Is Set for Nov. 2
YELLOW FILE: Filing of Proofs of Claim Is Until Nov. 2

C H I L E

CA INC: Moody's Assigns Loss-Given-Default Ratings

C O L O M B I A

BANCO DEL CAFE: BBVA Colombia Won't Bid for Company
BBVA COLOMBIA: Will Not Bid for Banco del Cafe
GERDAU SA: Pays COP80 Million Fee for Acerias Paz Data
GOODYEAR TIRE: United Steelworkers Union Begins Strike
MILLICOM INTERNATIONAL: Assumes Full Control of Colombia Movil

C O S T A   R I C A

DENNY'S CORP: Reports Same-Store Sales for Month of September
GNC CORP: Reports Strong Same-Store Sales for Third Quarter 2006

* COSTA RICA: Fuel Pipeline Works to be Completed on Feb. 15

D O M I N I C A N   R E P U B L I C

BANCO BHD: Purchases Republic Bank's Personal Banking Business

* DOMINICAN REPUBLIC: Bulk of 2007 Budget Appropriated for Debts

H O N D U R A S

* HONDURAS: Congress Must Revise Mining Law, Supreme Court Says

M E X I C O

CINEMARK USA: Completes Acquisition of Century Theatres
DYNAMIC LEISURE: Files Amended FY 2005 & 1st Quarter Financials
FORD MOTOR: Reports 5% Rise in Vehicle Sales in September
GLOBAL POWER: Wants Court Approval on White & Case as Counsel
GLOBAL POWER: Taps Bayard Firm as Bankruptcy Co-Counsel

NORTEL NETWORKS: Gets US$23.6M U.S. Navy Litigation Support Pact
SATELITES MEXICANOS: Can Continue Existing Insurance Programs
SATELITES MEXICANOS: Milbank Tweed Holds US$580,932 Retainer
SATELITES MEXICANOS: Taps Togut Segal as Conflicts Counsel
TV AZTECA: Azteca America Launches Station in Washington

* MEXICO: WB Grants US$49.35MM Loan for Solar Thermal Project

P A N A M A

* PANAMA: State Bank Posts US$61.4MM First Half 2006 Earnings
* PANAMA: World Bank Grants US$60MM for Public Finance Dev't

P A R A G U A Y

* PARAGUAY: Banking Sector Posts PGY367 Bil. August 2006 Profits

P U E R T O   R I C O

CENTENNIAL COMMS: Aug. 31 Balance Sheet Upside Down by US$1.065B
FIRST BANCORP: Paying Preferred Dividends on Oct. 31, 2006
FIRST BANCORP: Remains Listed in the NYSE Through April 3, 2007
PIER 1: Board Discontinues US$0.10 Per Share Quarterly Dividends
RENT-A-CENTER: Moody's Rates Proposed US$600-Million Loan at Ba2

U R U G U A Y

* URUGUAY: State Power Firm Boosts Punta del Tigre Capacity

V E N E Z U E L A

FERRO CORP: Increasing Epoxidized Soybean Production by 20%
PEABODY ENERGY: Discloses Pricing of US$900MM Sr. Notes Offering
PEABODY ENERGY: Fitch Rates US$900 Million Senior Notes at BB+
UNIVERSAL COMPRESSION: Moody's Puts Loss-Given-Default Ratings

* BOOK REVIEW: The Failure of The Franklin National Bank


                          - - - - -


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


ELECTRICIDAD ACONCAGUA: Verification of Claims Is Until Nov. 16
---------------------------------------------------------------
Maria del Carmen Meo, the court-appointed trustee for
Electricidad Aconcagua S.R.L.'s bankruptcy case, will verify
creditors' proofs of claim until Nov. 16, 2006.

Ms. Meo will present the validated claims in court as individual
reports on March 12, 2007.  A court in Mendoza will determine if
the verified claims are admissible, taking into account the
trustee's opinion and the objections and challenges raised by
Electricidad Aconcagua 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 Electricidad
Aconcagua's accounting and banking records will follow on
May 4, 2007.

Ms. Meo is also in charge of administering Electricidad
Aconcagua's assets under court supervision and will take part in
their disposal to the extent established by law.

The trustee can be reached at:

          Maria del Carmen Meo
          Chaco 2925, Ciudad de Mendoza
          Mendoza, Argentina


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

Under Argentine bankruptcy law, the trustee will:

   -- verify creditors' proofs of claim;

   -- prepare and present individual and general reports in
      court after the claims are verified; and

   -- administer Hilal Hector's assets under court supervision
      and take part in their disposal to the extent established
      by law.

After the verification phase, the court will determine if the
validated claims are admissible, taking into account the
trustee's opinion and the challenges and objections raised by
Galvanozinc and its creditors.

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


GELIMAN SA: Last Day for Verification of Claims Is on Nov. 29
-------------------------------------------------------------
Rodolfo Arzu, the court-appointed trustee for Geliman S.A.'s
reorganization proceeding, will verify creditors' proofs of
claim until Nov. 29, 2006.

Under Argentine bankruptcy law, Mr. Arzu is required to present
the validated claims in court as individual reports.  Court
No. 5 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 Geliman and its creditors.

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

Mr. Arzu will also submit a general report that contains an
audit of Geliman's accounting and banking records.  The report
submission dates have not been disclosed.

On Sept. 6, 2007, Geliman's creditors will vote on a settlement
plan that the company will lay on the table.

Clerk No.10 assists the court in the case.

The debtor can be reached at:

          Geliman S.A.
          Chile 1155
          Buenos Aires, Argentina

The trustee can be reached at:

          Rodolfo Arzu
          Junin 55
          Buenos Aires, Argentina


MACON SERVICE: Asks for Court Approval to Restructure Debts
-----------------------------------------------------------
Court No. 7 in Buenos Aires is studying the merits of Macon
Service S.R.L.'s petition to restructure its debts after it
stopped paying its obligations on Feb. 27, 2006.

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

Clerk No. 13 assists the court in the case.

The debtor can be reached at:

          Macon Service S.R.L.
          Viamonte 2982
          Buenos Aires, Argentina


MERCADOMANIA.COM SA: Enters Bankruptcy on Court Orders
------------------------------------------------------
Mercadomania.com S.A. enters bankruptcy protection after a court
in Buenos Aires ordered the company's liquidation.  The order
transfers control of the company's assets to a court-appointed
trustee who wil supervise the proceedings.

Under Argentine bankruptcy law, the trustee will:

   -- verify creditors' proofs of claim;

   -- prepare and present individual and general reports in
      court after the claims are verified; and

   -- administer Hilal Hector's assets under court supervision
      and take part in their disposal to the extent established
      by law.

After the verification phase, the court will determine if the
validated claims are admissible, taking into account the
trustee's opinion and the challenges and objections raised by
Mercadomania.com and its creditors.

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


PAPELERA DEL PILAR: Validation of Claims Is Until Nov. 17
---------------------------------------------------------
Arnaldo Manuel, the court-appointed trustee for Papelera del
Pilar S.A.'s bankruptcy proceeding, will verify creditors'
proofs of claim until Nov. 17, 2006.

Under the Argentine bankruptcy law, Mr. Manuel is required to
present the validated claims in court as individual reports.  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 Papelera del Pilar and its
creditors.

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

Mr. Manuel will also submit a general report that contains an
audit of Papelera del Pilar's accounting and banking records.
The report submission dates have not been disclosed.

The debtor can be reached at:

          Papelera del Pilar S.A.
          Esteban de Luca 1507
          Buenos Aires, Argentina

The trustee can be reached at:

          Arnaldo Manuel
          Parana 224
          Buenos Aires, Argentina


PHARMANET DEVELOPMENT: S&P Affirms B+ Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Princeton, N.J.-based contract research services provider
PharmaNet Development Group Inc., formerly known as SFBC
International Inc., including the 'B+' corporate credit rating.
The ratings were removed from CreditWatch, where they were
placed with negative implications on May 11, 2006.  The outlook
is negative.

"The ratings affirmation reflects the progress that PharmaNet
has made in addressing the numerous operational and business
difficulties faced during the past 12 months," explained
Standard & Poor's credit analyst Alain Pelanne.  "While the
company's current financial risk profile weakened over this
period, enough cushion exists at the current rating level to
absorb the deterioration."

The removal of key uncertainties, represented by the decision to
exit Florida, the closing of the Senate Finance Committee
investigation, and the continued strength of the company's late-
stage business, have all supported PharmaNet at the existing
rating level.  However, the company will still face challenges
over the coming quarters as it attempts to restore its early-
stage testing business and the momentum that existed before
issues arose in late 2005.

The speculative-grade ratings on PharmaNet continue to reflect
the company's short record of success and its position as a
growing participant in the global market for outsourced clinical
trial services.  In addition, there remains uncertainty with
regard to a number of remaining issues, including an informal
SEC investigation, litigation, and risk to the company's
reputation.  These risks outweigh the company's moderate debt
burden, large cash balance, relatively low cost of debt, and
fairly strong cash flows.


PLASTICOS RIO: Claims Verification Deadline Is Set for Nov. 9
-------------------------------------------------------------
Pedro Mazzola, the court-appointed trustee for Plasticos Rio
S.R.L.'s bankruptcy case, will verify creditors' proofs of claim
until Nov. 9, 2006.

Under the Argentine bankruptcy law, Mr. Mazzola is required to
present the validated claims in court as individual reports.
Court No. 15 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 Plasticos Rio and
its creditors.

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

Mr. Mazzola will also submit a general report that contains an
audit of Plasticos Rio's accounting and banking records.  The
report submission dates have not been disclosed.

Plasticos Rio was forced into bankruptcy at the behest of Obra
Social de la Industria del Plastico, which it owes US$17,384.81.

Clerk No. 29 assists the court in the case.

The debtor can be reached at:

          Plasticos Rio S.R.L.
          Burela 3428
          Buenos Aires, Argentina

The trustee can be reached at:

          Cecilia Beatriz Montelvetti
          General Urquiza 2134
          Buenos Aires, Argentina


PROPHOS SA: Seeks for Court Approval to Reorganize Business
-----------------------------------------------------------
Court No. 21 in Buenos Aires is studying the merits of Prophos
S.A.'s petition to reorganize its business after it stopped
paying its obligations on July 4, 2006.

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

Clerk No. 41 assists the court in the case.

The debtor can be reached at:

          Prophos S.A.
          Callao 420
          Buenos Aires, Argentina


S.24 SRL: Deadline for Verification of Claims Is Set for Nov. 14
----------------------------------------------------------------
Cecilia Beatriz Montelvetti, the court-appointed trustee for
S.24 S.R.L.'s bankruptcy proceeding, will verify creditors'
proofs of claim until Nov. 14, 2006.

Under the Argentine bankruptcy law, Ms. Montelvetti is required
to present the validated claims in court as individual reports.
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 S.24 and its creditors.

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

Mr. Montelvetti will also submit a general report that contains
an audit of S.24's accounting and banking records.  The report
submission dates have not been disclosed.

The trustee can be reached at:

          Cecilia Beatriz Montelvetti
          General Urquiza 2134
          Buenos Aires, Argentina


TELEFONICA DE ARGENTINA: Will Boost Broadband Investments by 30%
----------------------------------------------------------------
Alejandro Adamowicz, the strategic coordinator director of
Telefonica de Argentina SA, said in a statement that the company
will increase investments in broadband by 30% once the Argentine
government ratifies a regulation that allows telcom firms to
offer triple play services.

According to Business News Americas, Telefonica de Argentina is
currently investing almost ARS350 million annually in broadband
coverage.

Mr. Admowicz told BNamericas, "If all operators are able to
offer triple play there will be more investments to expand
networks and services will be cheaper as profitability
increases.  In Argentina there are still asymmetric regulatory
issues to solve."

Reports say that Mario Vazquez -- the president of Telfonica,
the Spanish parent firm of Telefonica de Argentina -- said that
Telefonica expects its triple play client base to be 1.5 million
in Latin America by 2009.

BNamericas notes that Telefonica has been offering triple play
services in Peru since 2000.

Telefonica also plans to offer satellite TV in Brazil this month
as part of a triple play package, reports state, citing Fernando
Xavier Ferreira, the head of Telefonica's Brazilian operation.

Headquartered in Buenos Aires, Argentina, Telefonica de
Argentina S.A. -- http://www.telefonica.com.ar/-- provides
telecommunication services, which include telephony business
both in Spain and Latin America, mobile communications
businesses, directories and guides businesses, Internet, data
and corporate services, audiovisual production and broadcasting,
broadband and Business-to-Business e-commerce activities.

                        *    *    *

Moody's Investors Service upgraded on May 27, 2006, the ratings
on Telefonica de Argentina, S.A.'s Corporate Family Rating
(foreign currency) to B2 from B3 with stable outlook; Foreign
currency issuer rating to B2 from B3 with stable outlook; and
Senior Unsecured Rating (foreign currency) to B2 from B3 with
stable outlook.

                        *    *    *

Standard & Poor's Ratings Services affirmed on Aug. 10, 2006,
its 'B' long-term foreign currency corporate credit rating on
the Argentine telecom incumbent Telefonica de Argentina S.A.,
following the company's announcement of a proposal from its
Board of Directors of a capital reduction of ARS1,048 million
(equivalent to approximately US$340 million) to optimize its
capital structure.  This transaction is subject to the approval
of the Argentine Stock Exchange and the Securities Exchange
Commission (Comision Nacional de Valores).  S&P said the outlook
is stable.


YPF SA: Parent Inks MOU with Gazprom to Develop Gas Projects
------------------------------------------------------------
Repsol YPF's head Antonio Brufau, and Gazprom's Alexey B. Miller
have signed a memorandum of understanding to study the possible
joint development of gas and petroleum projects in Europe, Latin
America and Africa, as well as LNG projects using resources from
the Russian Federation.

To successfully implement the MOU, the parties will set up a
Coordinating Committee.

Gazprom is the world's leading gas company, not only in terms of
reserves and production, but also with respect to the
development of its activities in the entire integrated gas
chain, having recently received from the Russian Federation
Government the exclusive exportation rights of gas from that
country.

The position of Gazprom, and its large reserves and production
of gas in the Russian Federation, complements Repsol YPF's
condition as the leading listed petroleum company in Latin
America.  This will allow the two companies to jointly develop
LNG projects not only in Latin America, but also in the Russian
Federation, such as in the Baltic LNG project.

The development of integrated gas projects is one of the
principal strategies of Repsol YPF, which along with its
experience in the LNG business, as seen by its regasification
capacity in Canada for the USA market, as well as its dominant
position in the Spanish market.

These activities, which reinforce Repsol YPF's upstream
business, lie within the company's current strategy of
diversifying geographically.

On the other hand, Repsol YPF recently opened an office in
Moscow to meet growing activity in Russia, to encourage new
projects, and to have more efficient access to the opportunities
that the Russian petroleum industry has to offer.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
June 9, 2006, Moody's Investors Service upgraded YPF Sociedad
Anonima's rating under the revised foreign currency ceilings:

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

Moody's affirmed these five ratings:

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

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

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

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

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




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


COMPLETE RETREATS: Private Files Complaint Against Gram, et. al.
----------------------------------------------------------------
Debtor Private Retreats Belize, LLC, seeks to avoid and recover
prepetition transfers made to:

   -- Jeffrey Gram,
   -- Casa Olita Ltd.,
   -- Private Island Management Group,
   -- Espanto Island Resort, Ltd.,
   -- Espanto Partners, Ltd.,
   -- Bluewater Holding, Ltd.,
   -- Island Seekers, Ltd., and
   -- John Does 1-25.

Casa Olita, Private Island Management, Espanto Island Resort,
Espanto Partners, and Bluewater Holding are believed to be alter
egos of Mr. Gram.

Jeffrey K. Daman, Esq., at Dechert LLP, in Hartford,
Connecticut, relates that the Debtor's complaint arises from a
December 2003 transaction, wherein Private Retreats Belize
bought an island and
resort properties off the coast of Belize -- Cayo Espanto --
from
Mr. Gram for approximately US$2,900,000, with additional
substantial incentives.

The purchase price consisted of US$850,000 cash and a
US$2,050,000
promissory note.  The Promissory Note obligated Private Retreats
Belize to make two consecutive payments of US$300,000 each.
Commencing on February 12, 2004, the Debtor was required to pay
Mr. Gram 39 consecutive level monthly installments of US$42,700,
which included interest at an annual rate of 7.5%.  The
Promissory Note was to be paid off in full by April 12, 2007.

As part of the transaction, Private Retreats Belize also entered
into a management agreement with Private Island Management,
whereby Mr. Gram, through his company Private Island Management,
would be the manager of Cayo Espanto in return for 80% of its
net
profits.  The Management Agreement provides that Private
Retreats
Belize was to be responsible for 86% of the expenses associated
with running the resort operations on Cayo Espanto, with Mr.
Gram, through his company Casa Olita, responsible for the
remaining 14% of Resort Fees.  Also, if Private Island
Management
was terminated as a manager, even for cause, it was entitled to
a
US$1,000,000 termination fee.

Private Retreats Belize also entered into a lease on Dec. 8,
2003, where it leased one of the houses on Cayo Espanto, worth
approximately US$1,000,000, to Casa Olita in exchange for a one-
time US$99 payment and US$1 a year for 99 years.

Mr. Daman relates that on June 16, 2006, Mr. Gram informed
Private Retreats Belize that due to certain "defaults, and in
particular the payment defaults" under the Management Agreement,
he purported to have terminated the Management Agreement.

In a separate letter, Mr. Gram stated that he "exercised the
power of sale [of Cayo Espanto] conferred by the mortgage
debentures . . . effective on June 5, 2006."  Mr. Gram
transferred Private Retreats Belize's interests in Cayo Espanto
to Espanto Partners, and purports to now operate the property
through Espanto Island Resorts.

Moreover, Mr. Daman continues, as a result of Mr. Gram's
purported termination of the Management Agreement, he also
illegally terminated the Lease Agreement, and seized ownership
of
and sold the house the Debtor owned and rented to Mr. Gram to
Espanto Partners.

Mr. Daman argues that Private Retreats Belize received no value
for its interest in Cayo Espanto and was insolvent at the time
the transfer took place.  "The transfer of Cayo Espanto to alter
egos of [Mr.] Gram was well below its market value."  On March
7,
2006, H.G. Christie, Ltd., a Caribbean real estate broker,
appraised Cayo Espanto for US$6,800,000.

Mr. Daman points out that Mr. Gram has failed and refused to
either (1) undo the Fraudulent Transfer of Cayo Espanto to his
alter ego, Espanto Partners, or (2) pay the Debtor the
reasonable
commercial value of its interest in Cayo Espanto.

The Debtor asks the U.S. Bankruptcy Court for the District of
Connecticut for a judgment in its favor and against Mr. Gram, et
al., in an amount sufficient to fairly compensate it for the
value of its interest in Cayo Espanto.

Private Retreats Belize made payments to Private Island
Management from February 28, 2004, until June 23, 2006, totaling
US$2,239,330 in cash advances for expenses and fees associated
with
operating the resort on Cayo Espanto.

Mr. Daman asserts that Mr. Gram misappropriated expenses and
management fees, and used them for his personal interests and
other business interests not related to Cayo Espanto.

Thus, the Debtor asks the Court to require Mr. Gram and Private
Island Management to provide a monthly accounting of the
expenses
and fees from Dec. 8, 2003, through June 23, 2006.

The Debtor adds that:

   -- Mr. Gram and Casa Olita should be made to remit
US$1,000,000
      plus prejudgment interest for their breach of the Lease
      Agreement; and

   -- Mr. Gram and Private Island Management should be made to
      remit US$6,800,000 plus prejudgment interest and punitive
      damages for their breach of the Management Agreement and
      wrongful and unlawful conversion.

Private Retreats Belize also asks the Court to find that Espanto
Partners, Bluewater Holding, and Island Seekers are subject to
jurisdiction of the Bankruptcy Court by reason of Mr. Gram's
contacts with the United States and be held liable for Mr.
Gram's wrongful conduct.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors
in their restructuring efforts.  Michael J. Reilly, Esq., at
Bingham McCutchen LP, in Hartford, Connecticut, serves as
counsel to the Official Committee of Unsecured Creditors.  No
estimated assets have been listed in the Debtors' schedules,
however, the Debtors disclosed US$308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).


COMPLETE RETREATS: Court Approves Proposed Interim Fee Process
--------------------------------------------------------------
At Complete Retreats LLC and its debtor-affiliates' behest, the
U.S. Bankruptcy Court for the District of Connecticut
established uniform procedures for compensating and reimbursing
Court-approved professionals on an interim basis similar to
those established in other large Chapter 11 cases, subject to
certain modifications.

The Honorable Alan H.W. Shiff ordered that these documents be
filed with the Court and served on the Notice Parties:

   (a) each Professional's Monthly Statement,
   (b) Objections to the Monthly Statements, and
   (c) Certificates of No Objection to the Monthly Statements.

Judge Shiff noted that a professional will not be entitled to
receive monthly compensation until it properly files an interim
fee application.

The Court permited counsel for any official committee appointed
in the Debtors' Chapter 11 cases to, in accordance with the
Compensation Procedures, collect and submit statements of
expenses allowed under Section 503(b)(3)(F) of the Bankruptcy
Code, along with supporting vouchers, from members of the
committees for reimbursement.  However, counsel to the
committees will ensure that the reimbursement requests comply
with any guidelines promulgated by the Office of the United
States Trustee.

The Debtors' proposed interim fee procedures, published in the
Troubled Company Reporter on Aug. 17, 2006, states that:

   (a) By the 20th day of each month, after the month for which
       compensation is sought, each Professional will serve a
       monthly statement to:

       * the Debtors,
       * the counsel for the Debtors,
       * the counsel for the Debtors' postpetition DIP lenders,
       * the counsel for the Creditors Committee; and
       * the Office of the United States Trustee.

       The first Monthly Statement will be due on
       Sept. 20, 2006, for the period covering the Debtors'
       bankruptcy filing through and including Aug. 31, 2006;

   (b) Any party that objects to a Monthly Statement is required
       to serve on the Affected Professional and the Notice
       Parties, within 20 days after the service of the Monthly
       Statement, a written statement that:

         -- describes the precise nature and basis of the
            Objection; and

         -- specifies the amount of objectionable fees or
            expenses at issue;

   (c) If an Objection is served, the Objecting Party and the
       Affected Professional are required to make a good-faith
       attempt to resolve the Objection on a consensual basis.
       All Objections that are not resolved by the parties will
       be preserved and presented to the Court at the next
       interim or final fee application hearing;

   (d) If no Objection to a Monthly Statement has been served
       prior to the relevant Objection Deadline, the Affected
       Professional will serve on the Debtors and their counsel
       a certification that there has been no Objection to its
       Monthly Statement, and the Debtors are authorized to pay
       80% of the sought fees and 100% of the sought expenses.

       If an Objection is timely served, the Affected
       Professional will serve on the Debtors and their counsel
       a certification indicating that there has been an
       Objection and stating the total fees and expenses in the
       Monthly Statement not subject to the Objection.  The
       Debtors are then authorized to pay the Affected
       Professional an amount equal to 80% of the fees and 100%
       of the expenses not subject to the Objection;

   (e) From Jul. 23, 2006 through Oct. 31, 2006, and at four-
       month intervals afterwards, each Professional will file
       with the Court, within 30 days of the end of the Interim
       Fee Period, an interim fee application for interim Court
       approval and allowance of 100% of the compensation and
       expense reimbursement sought in the Monthly Statements
       served during the Interim Fee Period;

   (f) If an Objection to all or part of the Interim Fee
       Application is timely and properly filed within 30 days
       from the filing of the Interim Fee Application, the
       Objection will be considered at the Interim Fee Hearing;

   (g) If no Objection to the Interim Fee Application is timely
       and properly filed by the applicable Fee Objection
       Deadline, the Professional will file with the Court and
       serve on the Debtors and their counsel a certification
       that there have been no Objections to its Interim Fee
       Application;

   (h) The Court will convene an Interim Fee Hearing on pending
       Interim Fee Applications, once every four months.  The
       Debtors will provide notice of all Interim Fee Hearings
       to the Notice Parties; and

   (i) A pending objection to a Monthly Statement or an Interim
       Fee Application will not disqualify a Professional from
       the future payment of compensation or reimbursement of
       expenses that are requested in accordance with the
       Compensation Procedures.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors
in their restructuring efforts.  Michael J. Reilly, Esq., at
Bingham McCutchen LP, in Hartford, Connecticut, serves as
counsel to the Official Committee of Unsecured Creditors.  No
estimated assets have been listed in the Debtors' schedules,
however, the Debtors disclosed US$308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 9; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).


WINN-DIXIE: Discloses Members of New Board of Directors
-------------------------------------------------------
Winn-Dixie Stores, Inc., disclosed on Oct. 4, 2006, that nine
individuals have been designated to serve on a newly constituted
Board of Directors when the company emerges from bankruptcy.
These designees include Winn-Dixie President and Chief Executive
Officer Peter Lynch, who is expected to serve as chairman of the
new Board.

                    Confirmation Hearing

The U.S. Bankruptcy Court for the Middle District of Florida
scheduled a hearing on Oct. 13, 2006, to consider approval of
Winn-Dixie's Plan of Reorganization.

If the Plan of Reorganization is confirmed by the Court, Winn-
Dixie expects to emerge from Chapter 11 protection later this
year with sufficient financing and liquidity to make significant
investments in its current store base, to develop new stores,
and to take other actions to position the business to compete
effectively in its markets over the next several years.  The
company also expects to emerge with only a minimal amount of
long-term debt on its balance sheet.

In preparation for the upcoming confirmation hearing before the
Honorable Jerry A. Funk, Winn-Dixie filed a number of
supplemental documents required by its Plan of Reorganization on
Oct. 4, 2006, which includes:

    * a list of the proposed members of Winn-Dixie's new Board
      of Directors,

    * a copy of the final commitment letter for US$725 million
      in exit financing,

    * proposed draft forms for Winn- Dixie's new charter and
      bylaws,

    * a stock registration rights agreement,

    * a new equity incentive plan to be provided to key
      associates, and

    * protocols for the settlement of certain claims.

                   Proposed Board of Directors

If the Plan of Reorganization is confirmed by the Court, a new
Board of Directors will take office on the effective date of the
Plan.  The company and the creditors committee have designated
these eight people to join Mr. Lynch on the new Board, subject
to approval of the Bankruptcy Court:

   -- Ronald E. Elmquist, President and CEO of Qualserve
      Corporation since 2005 and a director of Radio Shack
      Corporation.  Mr. Elmquist was formerly President and CEO
      of Submitorder, Inc.; Chairman, President and CEO of
      Keystone Automotive Operations, Inc.; President of Global
      Food Services and Corporate Vice President at Campbell
      Soup Company, Inc.; and Chairman, President and CEO of
      W.S. Holdings Corporation and White Swan, Inc.  He has
      also held senior positions at Fleming Companies, Inc., PYA
      Monarch, Inc., and Sysco Corporation.

   -- Evelyn V. Follit, Senior Vice President, Chief
      Organizational Enabling Services Officer and Chief
      Information Officer at Radio Shack from 1997 to 2005.
      Ms. Follit is currently a director at Catalina Marketing
      Corporation and GetConnected, Inc.  She has previously
      held senior positions at A.C. Nielsen Corporation, D&B
      Corporation, ITT Industries and IBM Corporation.

   -- Charles P. Garcia, President of the Sterling Hispanic
      Capital Markets Group at vFinance, Inc. Mr. Garcia was
      founder, CEO and Chairman of Sterling Financial Investment
      Group, Inc.  A graduate of the U.S. Air Force Academy and
      former intelligence officer for the U.S. Department of
      State, he served as a White House Fellow in 1988.  Mr.
      Garcia is a director of several not-for-profit
      organizations, including the U.S. Air Force Academy, the
      American Bar Association, and Read On! Foundation.

   -- Jeffrey C. Girard, Vice Chairman, Finance and
      Administration at ShopKo Stores, Inc. from 2002 to 2004.
      Earlier in his career he served in senior management roles
      at Supervalu, Inc., Supermarkets General Corp., Pathmark
      Stores, Inc., and Standard Brands, Inc.

   -- Yvonne R. Jackson, Founder and President of
      BeecherJackson.  Ms. Jackson has served as Senior Vice
      President, Human Resources for Pfizer, Inc., Compaq
      Computer Corp., and Burger King Corp.  From 1979 to 1993
      she served in a number of human resources positions at
      Avon Products, Inc., including Vice President, Human
      Resources for the U.S. division.  She began her career as
      a personnel manager at Sears, Roebuck & Co.

   -- Gregory P. Josefowicz, former Chairman, President and CEO
      of Borders Group, Inc. and a director of PetSmart, Inc.
      and Ryerson, Inc.  Mr. Josefowicz joined Borders as
      President and CEO in 1999 after having served as President
      of the Midwest Region of Albertson's, Inc.  He also held
      several senior positions at Jewel Food Stores and has
      served as a director of Spartan Stores, Inc.

   -- Terry Peets, senior advisor to J.P. Morgan Partners and a
      director of Berry Plastics, Inc., Pinnacle Foods Group,
      Inc., Ruiz Foods, Inc., and WKI Holding Company, Inc.  Mr.
      Peets has served as Chairman of Bruno's Supermarkets,
      Inc.; President, CEO and a director of Pia Merchandising
      Company, Inc.; Executive Vice President of Vons Companies,
      Inc.; and Executive Vice President of Ralph's Grocery
      Company.

   -- Richard E. Rivera, President and CEO of Rubicon
      Enterprises, LLC and a director of the National Restaurant
      Association.  Mr. Rivera has served as Vice Chairman,
      President and Chief Operating Officer at Darden
      Restaurants, Inc. and as President of Darden's Red Lobster
      chain.  He has also served as President and CEO of Chart
      House Enterprises, Inc., RARE Hospitality International,
      Inc., and TGI Friday's, Inc. (a division of Carlson
      Companies, Inc.).  He has also held senior positions at
      W.R. Grace & Company (President of Del Taco Corporation);
      Annheuser-Busch Companies, Inc. (President of El Chico
      Corporation); and Grand Metropolitan plc (Steak & Ale
      Restaurants of America).

Mr. Lynch said, "I believe this will be an outstanding board.
The members are a diverse group, with considerable experience
and expertise ranging from the food and supermarket industry to
human resources to information technology.  Their collective
knowledge, judgment and support will be a tremendous asset for
our management team as we continue to pursue opportunities to
strengthen and grow our business."

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.  The Court approved the
Debtors' Disclosure Statement on Aug. 4, 2006.


WINN-DIXIE: Wants to Disallow & Reduce Claims for Voting Reasons
----------------------------------------------------------------
Pursuant to Rule 3018 of the Federal Rules of Bankruptcy
Procedure, Winn-Dixie Stores, Inc., and its debtor-affiliates
ask the U.S. Bankruptcy Court for the Middle District of Florida
to:

    -- disallow George C. Walker, Jr.'s Claim No. 454, and
       WD Rocky Mount Va Partners LLC's Claim No. 8367;

    -- reduce Fred D. Bentley, Sr.'s Claim No. 12432 to
       US$306,516 and Day Properties LLC's Claim No. 11905 to
       US$216,890;

    -- temporarily reduce for voting purposes James and Carolyn
       Sell's Claim No. 12786 to US$1,042,851; and

    -- direct Logan and Company, Inc., voting agent in their
       Chapter 11 cases, not to count the ballots cast by Mr.
       Walker or Rocky Mount and to count the ballots case by
       Mr. and Mrs. Sell, Mr. Bentley, and Day Properties only
       in the reduced amount.

D.J. Baker, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP,
in New York, relates that the Walker Claim, asserting
US$519,219, is for the alleged rejection damages arising under
the lease for Store No. 988.  The same liability has been
asserted by Mr. Walker's mortgage lender on the lease premises,
Jefferson Pilot Life Insurance Co., by its Claim No. 8574.

The Debtors understand that claim rights are held by Jefferson
Pilot, thus they sent the mortgage company a ballot to vote
Claim No. 8574 for US$382,220.  Mr. Baker contends that only one
claim should be allowed for Store No. 988 and only one ballot
should be counted.

The Rocky Mount Claim, asserting US$606,626, is for alleged
rejection damages arising under the lease for the Debtors' Store
No. 983.  Merrill Lynch has asserted the same liability in Claim
No. 13298 and has received a ballot to vote the claim for
US$717,829.  The Debtors reiterate that only one claim should be
allowed for Store No. 983 and only one ballot should be counted.

The Bentley and Day Properties Claims are for rejection damages
as well, but neither claimant applied the damage cap required by
Section 502(b)(6) of the Bankruptcy Code.  According to the
Debtors, the Bentley Claim asserting US$1,591,693 should be
reduced to US$306,516 while the Day Properties claim asserting
US$1,028,639 should be reduced to US$216,890.

By their Sept. 12, 2006, Objection, the Debtors asked the
Court to reduce the Sells' claim from US$6,480,175 to
US$1,042,851.  Mr. Baker says that the amount in which the Sells
should be permitted to vote should be similarly reduced to
US$1,042,851.

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: Several Parties Object to Plan Confirmation
-------------------------------------------------------
Several parties-in-interest filed objections to confirmation of
Winn-Dixie Stores, Inc., and its debtor-affiliates' Plan of
Reorganization with the U.S. Bankruptcy Court for the Middle
District of Florida.

These parties are:

   1. CVS EGL Overseas Marathon FL LLC;
   2. Hamilton County, Tennessee;
   3. Two Landlords; and
   4. Six Stockholders.

             CVS EGL Overseas Marathon FL LLC

CVS EGL Overseas Marathon FL LLC is a tenant of Winn-Dixie
Stores, Inc., pursuant to a written lease dated Sept. 25, 1972,
for a real property located in Marathon, Florida.  As of
Sept. 22, 2006, the Debtors have neither assumed nor rejected
the CVS Lease.

Peter E. Nicandri, Esq., at Milam Howard Nicandri Dees & Gillam
P.A., in Jacksonville, Florida, relates that although the
Debtors' counsel had informed him that the Debtors would file an
appropriate motion to assume the CVS Lease, no motion has been
filed as of Sept. 22, 2006.

Thus, CVS files a limited protective objection to the
confirmation of the Debtors' Joint Plan of Reorganization to the
extent that the Plan purports to revest or transfer the Property
free and clear of its interest.

If the CVS Lease is assumed, then the Property must "revest"
subject to the CVS Lease, Mr. Nicandri says.

If the CVS Lease were rejected, Mr. Nicandri contends, the
Debtors would not be permitted to revest the Property free and
clear because the revesting will contravene CVS' rights afforded
to it under Section 365(h) of the Bankruptcy Court.

Upon the Court's approval of the Debtors' anticipated motion to
assume the CVS Lease and confirmation that the Property will
revest in the Debtors subject to CVS' interest, the Protective
Objection will be resolved, Mr. Nicandri states.

To the extent that it may be necessary, CVS asks the Court for
adequate protection for its interests pursuant to Section
363(e).

                Hamilton County, Tennessee

The objection of Hamilton County, Tennessee, to the confirmation
of the Debtors' Joint Plan of Reorganization is rooted on the
proposed treatment of Class 10-Secured Tax Claims under the
Plan.

The County asserts that the proposed treatment for Class 10 is
authorized by the Bankruptcy Code for unsecured priority tax
claimants but not for secured tax claimants.

Hamilton County filed Claim No. 4206 for US$15,431, plus
interest, representing the Debtors' ad valorem taxes for 2005,
and had a valid first lien on the Debtors' assets at four stores
located in the County.

Scott N. Brown, Jr., Esq., at Spears, Moore, Rebman & Williams
P.C., in Chattanooga, Tennessee, relates that the Debtors sold
the assets with Hamilton County's lien attached to the proceeds,
which the County believes to have exceeded the amounts owed to
it by the Debtors.

Mr. Brown contends that Hamilton County is entitled to the
immediate payment of its taxes, plus delinquent interest from
the presumably segregated sale proceeds.

Hamilton County asks the Court to sustain its objection and deny
confirmation unless the Plan is amended to provide for full
payment of its claim in cash at a fixed date, confirmation or
effective date of the Plan.

                       Two Landlords

Two landlords object to the confirmation of the Debtors'
proposed Joint Plan of Reorganization.

A. Terranova Landlords

Westfork Tower LLC, Concord-Fund IV Retail LP, TA Cresthaven
LLC, Flagler Retail Associates Ltd., Elston/Leetsdale LLC, and
their property manager and agent Terranova Corporation
specifically object to the provision that states that the
Debtors have discretion to reject an unexpired lease that is
subject to a pending motion for assumption after confirmation of
the Plan.

According to Jeffrey R. Dollinger, Esq., at Scruggs & Carmichael
PA, in Gainesville, Florida, the provision is inconsistent with:

   (1) the Debtors' agreement in an Aug. 10, 2006 hearing to
       limit their ability to reject unexpired leased that are
       subject to pending motions to assume to the failure of
       the occurrence of the effective date of the Plan; and

   (2) the Court's August 18, 2006 Order authorizing the
       assumption of store leases that includes those of the
       Terranova Landlords.

Thus, the Terranova Landlords ask the Court to sustain their
objection to the Debtors' Plan and provide in the Confirmation
Order the modification to the Plan with respect to unexpired
leases.

B. Sarria Entities

In a separate filing, Sarria Enterprises, Inc.; Lago Plaza
Shopping Center; Interplaza Shopping Center; Twin Oaks Plaza;
and Homestead Plaza object to the Plan to the extent that the
cure amounts are incorrect.

The Sarria Entities assert that the appropriate cure amounts
should be:

                   Asserted Cure Amount
                   --------------------
     Store No.     Debtors    Landlords
     ---------     -------    ---------
       270          US$1,949      US$20,055
       237         124,036      162,138
       330           7,524        7,524
       302               0       30,793

Accordingly, the Sarria Entities ask the Court to reject the
Plan if it is not modified to correct the cure amounts for the
four store leases.

                     Six Stockholders

Six stockholders sent letters to the Court requesting not to
confirm the Debtors' Joint Plan of Reorganization.

   * Janet Bourland;
   * Louise H. Brannon;
   * Deborah A. Tindel Cheney;
   * Cesar Garcia;
   * Barbara L. Hart; and
   * Jessie and Matthew Williams.

The Stockholders feel that they should be compensated.  They
assert that their stock interests in the company should not be
cancelled as proposed by the Debtors in their Plan.

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: 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 oilfield service and refining and marketing
sectors last week, the rating agency held its B2 Corporate
Family Rating for Secunda International Limited, as well as its
B2 rating on the company's Senior Secured Guaranteed Floating
Rate Global Notes Due 2012.  Moody's assigned those debentures
an LGD3 rating suggesting noteholders will experience a 48% loss
in the event of default.

Moody's explains that 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 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%).

Headquartered in Dartmouth, Nova Scotia, Canada, Secunda
International Limited provides supplies and services for oil and
gas facilities off the east coast of Canada, the north and west
coasts of Africa, and in the North Sea and Gulf of Mexico.




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


BERMUDA COMMERCIAL: Fitch Downgrades Individual Rating to C
-----------------------------------------------------------
Fitch has downgraded Bermuda Commercial Bank's short-term rating
to 'F2' from `F1' and its Individual Rating to `C' from `B/C.'
Fitch has also placed both ratings on Rating Watch Negative.
Bermuda Commercial's Support rating remains unchanged at `5.'

Fitch believes that the legal issues and investigations
surrounding John Deuss, owner of Bermuda Commercial's largest
shareholder and also the bank's former Chairman, put strain on
the bank's business reputation.  While the bank's balance sheet
remains highly liquid with satisfactory capacity to meet its
financial obligations, the company's overall funding flexibility
and margin of safety have been reduced.

As a result, Fitch lowers the short-term rating one notch to
'F2.'  The downgrade of the individual rating to `C' reflects
Bermuda Commercial's narrow franchise, which is largely limited
to the processing business, as well as the legal problems
surrounding the controlling shareholder. Fitch has placed both
ratings on Rating Watch Negative, since there is near-term
potential for further adverse events and publicity.

Fitch views positively the fact that the resignations of Mr.
Deuss, former Chief Operating Officer Timothy Ulrich, and former
Director Tineke Deuss have now been made permanent.  In Fitch's
view, Bermuda Commercail's management team headed by Senior Vice
President Dominique Smith is experienced and capable of handling
day to day transactions.


BERMUDA COMMERCIAL: Three Executives Leave Firm's Board
-------------------------------------------------------
Three executives of the Bermuda Commercial Bank have left the
company's board of directors.

John Deuss has resigned as chairperson.  Timothy Ulrich has left
his post as president in the company.  Tineke Deuss, the company
director, has also filed her resignation.

Dr. Clarence Terceira will take Mr. Deuss' post as acting
chairperson while John Sainsbury will take the place of Mr.
Ulrich as the acting president.

Bermuda Commercial's operations won't be affected by the
resignations.  Dominique Smith, the senior vice president of
Bermuda Commercial, continues to oversee the operations to
ensure continued excellent service to the company's clients.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Sept. 19, 2006, Moody's Investors Service downgraded the credit
ratings of Bermuda Commercial Bank Limited -- financial strength
to D+ from C- and long- and short-term deposits to Baa3 and
Prime-3, respectively, from Baa2 and Prime-2.  These new ratings
were under review for further possible downgrade.  Moody's
rating action followed the announcement that the Bermuda
Commercial's affiliate, First Curacao International Bank aka
FCIB, is under investigation for money laundering and other
illegal activities.


GALVEX HOLDINGS: Galvex Capital Wants Ch. 11 Case Dismissed
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will convene a hearing at 10:00 a.m., on Oct. 24, 2006, to
consider Debtor Galvex Capital, LLC's request to dismiss its
Chapter 11 case.

Galvex Capital tells the Court that dismissal of its case is the
only viable option for the estate because it has no other assets
expect for claims against Galvex Holdings Limited and its
subsidiaries, Galvex Estonia OU, Galvex Intertrade OU and Galvex
Trade Limited, collectively know as the Galvex Debtors.

Galvex Capital asserts claims against the Galvex Debtors for
services it had provided to them under a management agreement.

Prior to their bankruptcy filing, Daniel Bain, Galvex Capital's
principal, served as chief executive officer of each of the
Galvex Debtors.  When the Galvex Debtors defaulted on the terms
of its loan agreement with SPCP Group, LLC, SPCP exercised its
right to appoint members to Galvex's board and forcibly removed
Mr. Bain from his post.  With new management in place, the
Galvex Debtors refused to make any payment to Galvex Capital on
account of the managerial services provided prepetition.  SPCP
subsequently acquired the Galvex Debtors through a credit bid.

Gerard DiConza, Esq., at DiConza Law, PC, tells the Court that
recovery of Galvex Capital's claim against the Galvex Debtors
will require extensive litigation outside the Bankruptcy Court.
He adds that a continuation of Galvex Capital's Chapter 11 case
may jeopardize its ability to collect on its claims.

Mr. DiConza assures the Court Mr. Bain is ready to finance the
litigation against the Galvex Subsidiaries and pay Galvex
Capital's creditors out of any recoveries from that lawsuit.

Headquartered in New York City, New York, Galvex Holdings
Limited -- http://www.galvex.com/-- and its affiliates operate
the largest independent galvanizing line in Europe.  The Debtors
have offices in New York, Tallinn, Bermuda, Finland, Ukraine,
Germany and the United Kingdom.  The company and four of its
affiliates filed for chapter 11 protection on Jan. 17, 2006
(Bankr. S.D.N.Y. Lead Case No. 06-10082).  Galvex Capital, LLC,
is represented by David Neier, Esq., at Winston & Strawn LLP,
and Gerard DiConza, Esq., at DiConza Law, P.C.  Galvex Holdings
Ltd. and the other debtor-affiliates are represented by David
Neier, Esq., at Winston & Strawn LLP, and Lori R. Fife, Esq.,
Marcia L. Goldstein, Esq., and Shai Waisman, Esq., at Weil,
Gotshal & Manges, LLP.  John P. McNicholas, Esq., and Thomas R.
Califano, Esq., at DLA Piper Rudnick Gray Cary US LLP, represent
the Official Committee of Unsecured Creditors.  When the Debtors
filed for protection from their creditors, they estimated assets
and debts of more than US$100 million.  On Aug. 30, 2006, Judge
Drain converted the chapter 11 case of Galvex Holdings to a
chapter 7 liquidation proceeding.  John S. Pereira is the
Debtor's Chapter 7 Trustee.


REFCO: Chapter 7 Trustee Reaches Settlement with Rogers Funds
-------------------------------------------------------------
Albert Togut, chapter 7 trustee for Refco, LLC, reached an
agreement, on Oct. 4, 2006, with representatives for Rogers
International Raw Materials Fund, L.P. and Rogers Raw Materials
Fund, L.P., with respect to the Rogers funds' customer property
claims against Refco, LLC.

In July, the Rogers funds had reached a settlement with the
chapter 11 estate of Refco Capital Markets, Ltd.  On the basis
of these two settlements, the two Rogers funds may recover
between 96% and 100% on their claims against the Refco debtors,
depending upon recoveries that may be obtained by the litigation
trust that will be established for RCM creditors.  The funds'
settlement with Refco, LLC resolves numerous claims brought by
the Rogers funds as well as claims between Refco, LLC and RCM,
and further paves the way for a global settlement among all of
the Refco bankruptcy estates.  The Refco, LLC settlement remains
subject to bankruptcy court approval at a hearing scheduled for
Oct. 11, 2006.

On Oct. 24, 2005, one week after the Refco chapter 11 filings,
the Rogers funds filed a complaint in the bankruptcy court
seeking a constructive trust over US$364 million in cash and
securities that the funds claimed were wrongfully diverted from
Refco, LLC, a once active commodity broker registered with the
CFTC, to RCM, an unregulated Bermuda unit of Refco, Inc.  The
Rogers funds also asserted claims against Refco, LLC for the
same amount, contending that they were entitled to customer
treatment at Refco, LLC.

The settlement with RCM, which involves RCM customers who hold
securities accounts and foreign-exchange accounts, will provide
that the Rogers Funds shall receive the same treatment as the
claims of securities customers at RCM.  Under the RCM
settlement, if the RCM plan of reorganization is confirmed by
the end of 2006, securities customers would initially recover
84% of the value of their claims.  Future recoveries would
depend on Mr. Kirschner's success at pursuing claims third
parties who were part of Refco's collapse in October 2005.  With
the Refco, LLC settlement, the chapter 7 trustee will recognize
that the Rogers funds have a US$30 million claim against Refco,
LLC.

"The settlement with Refco, LLC, together with the settlement
with RCM, brings an end to protracted litigation in the
bankruptcy court, may provide a total recovery to the Rogers
funds, and is in the best interests of the Rogers funds and
their investors," said Walter T. Price, C.E.O. of Beeland
Management Company, L.L.C., the operator of the two funds.

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).  The Debtors filed their
Chapter 11 Plan and Disclosure Statement on Sept. 14, 2006.




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


BANCO MERCANTIL: Shareholders Okay Merger with Banco Santa Cruz
---------------------------------------------------------------
An official from Banco Mercantil SA told Business News Americas
that the company's shareholders have ratified the firm's merger
with Banco Santa Cruz, a local unit of Spain's Santander.

BNamericas relates that Banco Mercantil acquired in April a
96.3% stake in Banco Santa Cruz for US$25.8 million.

The report states that the new entity resulting from the merger
will be called Banco Mercantil Santa Cruz.

The merger between Banco Mercantil and Banco Santa Cruz still
needs regulatory approval, BNamericas reports.

                        *    *    *

Moody's Investors Service assigned these ratings on Banco
Mercantil SA (Bolivia):

          -- B1 long-term local currency bank deposit rating;
          -- Caa1 long-term foreign currency bank deposit
             rating;
          -- E rating on bank financial strength; and
          -- NP on short-term local and foreign currency bank
             deposit rating.

Moody's said the Outlook is Stable.


INTERNATIONAL PAPER: Will Trade Assets with Votorantim Celulose
---------------------------------------------------------------
International Paper will be trading assets for US$1.15 billion
with Votorantim Celulose e Papel, Latinlawyer Online reports.

Latinlawyer relates that the deal between International Paper
and Votorantim Celulose was completed on Sept. 19.

According to Latinlawyer, International Paper will give
Votorantim Celulose a forested land as well as the rights to an
unfinished pulp mill.  In return, Votorantim Celulose will give
its pulp and paper production unit and land in Sao Paulo to
International paper.

Latinlawyer notes that the deal also includes long-term supply
accords.

"For Votorantim, the deal is part of its plans for expansion in
the global eucalyptus pulp industry," Paulo Frank Coelho da
Rocha -- a lawyer from Demarest e Almeida Advogados, which
advises Votorantim Celulose -- told Latinlawyer.

Latinlawyer underscores that on the completion of the deal in
February 2007, Votorantim Celulose will take control of 100,000
hectares of land and eucalyptus plantations surrounding Tres
Lagoas, Brazil.  The adjacent pulp plant will start operations
in January 2009, with an annual capacity of 1.1 million tons.

International Paper, says the report, will gain an integrated
pulp and printing and writing paper plant in Luiz Antonio, Sao
Paulo.  The plant and surrounding forest produce 350,000 tons of
uncoated paper and 385,000 tons of pulp yearly.  Around a
quarter of the pulp will be sold to the mill of Votorantim
Celulose in Piracicaba, Sao Paulo.

International Paper told Latinlawyer that it will construct a
paper machine, which will have a 200,000-ton capacity, next to
the site the firm will turn over to Votorantim Celulose in Tres
Lagoas.  It has the option to build another machine.

Latinlawyer relates that under the terms of the deal, Votorantim
Celulose will provide slush pulp and utilities to the plant on
competitive terms.

The agreement is awaiting approval from Brazilian antitrust
authorities, Latinlawyer states.

                  About International Paper

Based in Stamford, Connecticut, International Paper Company
(NYSE: IP) -- http://www.internationalpaper.com/-- is in the
forest products industry for more than 100 years.  The company
is currently transforming its operations to focus on its global
uncoated papers and packaging businesses, which operate and
serve customers in the U.S., Europe, South America and Asia.
Its South American operations include, among others, facilities
in Argentina, Brazil, Bolivia, and Venezuela.  These businesses
are complemented by an extensive North American merchant
distribution system.  International Paper is committed to
environmental, economic and social sustainability, and has a
long-standing policy of using no wood from endangered forests.

                        *    *    *

Moody's Investors Service assigned a Ba1 senior subordinate
rating and Ba2 Preferred Stock rating on International Paper
Company on Dec. 5, 2005.




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


AES CORP: Makes BRL1.3-Billion Payment to Banco Nacional
--------------------------------------------------------
Brazilian power group Brasiliana said in a filing with Bovespa
-- the Sao Paulo stock exchange -- that parent firm AES Corp.
has paid down the BRL1.3 billion owed to Banco Nacional
Desenvolvimento Economico e Social SA.

Business News Americas relates that the debt was mainly the
responsibility of Eletropaulo Metropolitana, another subsidiary
of AES Corp.

The early payment of the debt will help reduce Eletropaulo
Metropolitana's BRL4.8-billion gross debt, BNamericas states.

According to BNamericas, the payment was made by cashing in 11-
year convertible debentures that were issued to Banco Nacional
in December 2003, as part of a US$1.2-billion debt-for-equity
settlement.

The cash used to pay Banco Nacional was raised from a September
2006 offering of Eletropaulo stock in Brazil and abroad,
BNamericas reports.

                      About Brasiliana

Brasiliana controls AES Corp.'s power assets in Brazil
including:

          -- distributor Eletropaulo,
          -- generation company AES Tiete, and
          -- power trading firm Inforenergy.

AES Corp. has a 50.01% voting right stake in Brasiliana.  Banco
Nacional holds the remaining 49.99% stake.

                       About AES Corp.

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

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

                        *    *    *

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

In March, Standard & Poor's Ratings Services raised its
corporate credit rating on diversified energy company The AES
Corp. to 'BB-' from 'B+'.  S&P said the outlook is stable.

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


AMERICAN AXLE: Moody's Reviews Ba3 Ratings for Likely Downgrade
---------------------------------------------------------------
Moody's Investors Service has placed the ratings of American
Axle & Manufacturing, Inc., and American Axle & Manufacturing
Holdings, Inc., under review for possible downgrade.

The action follows the announcement by the company of a special
attrition program, incremental restructuring actions in 2006,
the removal of previous guidance on 2006 earnings and cash
flows, and coincides with estimates for weaker fourth quarter
production rates for light trucks at its principal customers,
General Motors Corporation and Daimler Chrysler.  The change in
outlook also reflects concern over activity levels at both OEMs
in 2007.  The company's Speculative Grade Liquidity rating of
SGL-2, representing good liquidity, is unchanged.

Moody's placed these ratings under review:

   American Axle & Manufacturing Holdings, Inc.

      -- Corporate Family Rating, Ba3;
      -- Probability of Default Rating, Ba3; and
      -- Senior Unsecured convertible notes, Ba3, LGD4, 57%.

   American Axle & Manufacturing, Inc.

      -- Senior Unsecured notes, Ba3, LGD4, 57%; and
      -- Senior Unsecured term loan, Ba3, LGD4, 57%.

The last rating action was on Sept. 22, 2006 at which time
Moody's Loss Given Default Methodology was applied to the rated
instruments of American Axle and Holdings.

American Axle's attrition and restructuring program may involve
charges between US$150-US$250 million (pre-tax); the bulk of
which will be up-front cash disbursements.  In the near-term,
free cash flow will be reduced by the extent of the final cost
of the program, which is dependent upon employee acceptance
rates.  When viewed as an investment, the program is expected to
have a quick pay-back period, and facilitates reducing the
company's domestic cost structure going forward.  However, cash
costs associated with the program, along with further softening
of operating cash flows due to lower OEM volumes, are likely to
result in higher debt levels and weaker financial metrics than
previously anticipated.  The company also announced plans to
reduce capital expenditures in 2007 that may result in higher
free cash flow generation.

American Axle has substantially completed the bulk of its
capital expenditures related to General Motor's launch of SUVs
and pick-up trucks based on the GMT-900 platform.  While SUV
models based on this platform have been successfully launched
earlier this year, and pick-up truck models are being introduced
in the fourth quarter, recent consumer sentiment has veered away
from larger light trucks on which American Axle's content is
concentrated.  Should these trends continue, American Axle may
not achieve previously anticipated revenue.  Future operating
performance and return on capital will be affected by the
interplay of unit volume and lower labor costs facilitated by
the attrition and restructuring initiatives.

Consequently, the review will focus on assessing the company's
prospective performance, and the degree to which the proposed
restructuring will help to support the company's debt coverage
metrics and liquidity profile.

American Axle & Manufacturing, headquartered in Detroit, MI, is
a world leader in the manufacture, design, engineering and
validation of driveline systems and related components and
modules, chassis systems, and metal formed products for light
truck, SUVs and passenger cars.  The company has manufacturing
locations in the U.S.A., Mexico, the United Kingdom and Brazil.
The company reported revenues of US$3.4 billion in 2005 and has
approximately 10,900 employees.


BANCO NACIONAL: Receives BRL1.3-Billion Payment from AES Corp.
--------------------------------------------------------------
Brazilian power group Brasiliana said in a filing with Bovespa
-- the Sao Paulo stock exchange -- that Banco Nacional
Desenvolvimento Economico e Social SA has received a BRL1.3
billion debt payment from AES Corp., Brasiliana's parent firm.

Business News Americas relates that the debt was mainly the
responsibility of Eletropaulo Metropolitana, another subsidiary
of AES Corp.

The early payment of the debt will help reduce Eletropaulo
Metropolitana's BRL4.8-billion gross debt, BNamericas states.

According to BNamericas, the payment was made by cashing in 11-
year convertible debentures that were issued to Banco Nacional
in December 2003, as part of a US$1.2-billion debt-for-equity
settlement.

The cash used to pay Banco Nacional was raised from a September
2006 offering of Eletropaulo stock in Brazil and abroad,
BNamericas reports.

                      About Brasiliana

Brasiliana controls AES Corp.'s power assets in Brazil
including:

          -- distributor Eletropaulo,
          -- generation company AES Tiete, and
          -- power trading firm Inforenergy.

AES Corp. has a 50.01% voting right stake in Brasiliana.  Banco
Nacional holds the remaining 49.99% stake.

                      About AES Corp.

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

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

                        *    *    *

As reported in the Troubled Company Reporter on 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: Approves BRL20.6-Million Financing to Enersul
-------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social aka BNDES
approved a financing of BRL20.6 million to Empresa Energetica de
Mato Grosso do Sul S.A. aka Enersul for the implementation of an
energy distribution line with a 134-kilometer extension, in
addition to expansions and improvements of seven substations.
The project, with a total investment of BRL40.6 million, is
aimed at connecting the three Pequenas Centrais Hidreletricas or
PCHs.

The project is located at the northeast region of the State of
Mato Grosso do Sul, where three PCHs were built by independent
producers under the Program for Investments in Alternative
Sources of Electric Energy or Proinfa.  The three PCHs are:

   -- PCH Alto Sucuriu (29MW),
   -- PCH Buriti (30 MW) and
   -- PCH Retiro Velho (18MW).

For the PCHs start-up, Enersul will make investments to
strengthen its distribution system through the implementation of
a distribution line that will interlink the Paraiso and Camapua
substations and to improve seven substations:

   -- Aparecida do Taboado,
   -- Camapua,
   -- Cassilandia,
   -- Chapadao do Sul,
   -- Paranaiba,
   -- Sao Gabriel do Oeste and
   -- Paraiso.

The investments will contribute to improve the energy supply
quality, reliability and control at Enersul's operating region.

The project's implementation is expected to generate about 340
indirect jobs.

Enersul is an electric energy distribution company operating at
73 municipalities of the State of Mato Grosso do Sul, in
addition to other 127 communities.  There are nearly 200 places
supplied within an area of 328,000 square kilometers, equivalent
to 92% of the State's total area.  Over two million inhabitants
live in the region, which comprises 95% of the total population.

Enersul is a full subsidiary of EDP Energias do Brasil S. A.,
which is held by the Portuguese company EDP Energia de Portugal
S. A., the leading Portuguese industrial conglomerate and the
third largest energetic group at the Iberian Peninsula.

The Energias de Portugal Group has been in Brazil since 1996,
through EDP Energias do Brasil, operating in the electric energy
generation, distribution and trading sectors.

                        *    *    *

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.


BRASKEM: Volatile Input Cost Affects Low B Ratings, S&P Says
------------------------------------------------------------
Standard & Poor's Ratings Services assigned these ratings on
Braskem S.A.:

                                      Rating      Rating Date:

Long-Term Foreign Issuer Credit    BB         Nov. 3, 2005
Long-Term Local Issuer Credit          BB         Nov. 12, 2004
US$275 million bonds due Jan. 2017     BB         Sept. 23, 2006

The ratings on Brazil-based petrochemical company Braskem S.A.
reflects:

   -- exposure to its volatile input cost (namely naphtha), as
      well as to the associated working capital swings;

   -- dependence on its home market for EBITDA and sales
      generation;

   -- increasing competition due to consolidation and expansion
      of other large local players; and

   -- the risks associated with Braskem's growth and
      internationalization plans, which are gradually gaining
      momentum.

These risks are partly offset by Braskem's leading business and
market position in the Latin American petrochemical industry; a
fair financial profile, with adequate liquidity and debt
amortization schedule; and economies of scale, some level of
geographic diversification, and increasing technological
expertise.

Braskem is the largest petrochemical company in Latin America,
with net sales and EBITDA of US$5.0 billion and US$642 million,
respectively, in the 12 months ended June 30, 2006. Total debt
amounted to US$2.7 billion as of June 30, 2006.

While Standard & Poor's Ratings Services still sees a strong
business environment for chemical companies globally, and
Braskem benefits from a favorable business profile in a fairly
concentrated regional market, the company has faced difficult
times this year, much more challenging and for a longer time
than initially expected. Indeed, the commercial startup in 2006
of a new greenfield polyethylene project (just when market
conditions started recovering from depressed 2005 levels) had a
significant impact on local dynamics.  Despite increasing
domestic demand (up 12% in first-half 2006 compared with the
same period of last year), Braskem's polyethylene volume sales
declined in the period by 5%.  While polyethylene accounted for
only 28% of Braskem's total revenues in first-half 2006, the
competitive pressure was combined with feedstock cost pressures,
some unplanned downtimes in basic petrochemicals, currency
appreciation, and higher (typically less profitable) exports,
causing further margin compression compared with previous
quarters.

Feedstock cost continued volatile and caused Braskem's plastic
resin spreads to narrow further (relative to feedstock cost, on
a dollar-per-ton basis).  Not only did naphtha cost rise
significantly in second-quarter 2006 (averaging US$602/ton
compared with US$443/ton in same period of 2005), but ethylene
and propylene purchased by Braskem's operations in Triunfo also
contributed to cash-flow compression. Braskem and other market
players announced price increases in July and August 2006 aimed
at recovering part of the profitability lost in previous
quarters.  This bodes well for better cash-flow performance in
second-half 2006, considering that volume sales have firmed up
and competitive pressure has lessened, but the company should
face some pressure on its financial ratios for a couple of
quarters more.  Braskem reported funds from operations (FFO)-to-
total gross debt, total gross debt-to-EBITDA, and EBITDA
interest coverage ratios of 20.1%, 4.2x, and 2.0x, respectively,
in the 12 months ended June 2006.  With gradual cash-flow
recovery throughout the next quarters and declining debt, we
expect those ratios to improve, but still fall short from our
target 30%-40%, 2.5x, and 4.0x, respectively, in a "through-the-
cycle" perspective for some time.  Meanwhile, strong liquidity
will remain as a key risk-mitigating factor.

Working capital needs also affected Braskem's cash flows in
second-quarter 2006, as higher exports (which increase day
receivables) and lower naphtha imports (which decrease day
payables), coupled with tax credit build-ups compressed the
company's free cash. As a result, free operating cash flow
(FOCF) turned negative in the 12 months ended June 2006.  Part
of this negative impact could be reversed in second-half 2006 if
feedstock and currency rate levels become somewhat less
volatile, but we continue highlighting that working capital
swings should remain sizable, though manageable, not only due to
cost volatility but also because of swings in the company's
feedstock purchase strategies (which in many ways are also
driven by cost predictability and input cost volatility).

Liquidity

Braskem's liquidity remained strong at US$620 million as of June
2006, compared with debt maturities of US$433 million through
June 2007.  A good portion of maturities in the short term will
be refinanced by the coming BRL500 million (US$234 million)
local debentures due 2011.  Sizable maturities include
convertible debentures with controlling shareholder Odebrecht of
BRL1.07 billion (approximately US$493 million) in second-half
2007; the third tranche of its MTNs (US$275 million) in 2008;
and BRL600 million in domestic debentures (half at each of 2009
and 2010).  Other longer maturities include Braskem's fourth
tranche of its MTNs of US$250 million due 2014 and its US$150
million notes due 2015.  Conversion into equity of the company's
convertible debentures next year is not critical for the rating,
but evidently has a positive effect on the company's capital
structure and ratios.  Braskem's debt duration currently
averages 16 years, boosted by US$350 million in perpetual notes.

Braskem's FFO is expected to decline substantially this year,
but the company recently haircut its capital expenditures
program by US$50 million to US$350 million (BRL750 million) to
adjust for this scenario. Debottlenecking expansions have been
preserved.  Investments in the Paulínia polypropylene plant will
be primarily financed by Brazilian Development Bank loans at
Braskem's 60% joint venture (JV) with Petrobras.  Standard &
Poor's expects Braskem's equity contributions to the JV to be
fairly small in 2007.

Braskem started a 180-day share repurchase program in May 2006,
under which it has spent approximately US$26 million.  The
company still has room to repurchase US$60 million under this
program until October 2006, which we do not see as a major
negative for liquidity. Nevertheless, we expect Braskem to
moderate dividend and share repurchase policies in 2007 as a
result of this year's declining cash flows.  Despite the recent
deterioration in credit measures, the company's financial
covenants are still comfortably met.

Outlook

The stable outlook reflects our expectations that Braskem will
sustain a prudent financial profile and manageable debt levels
even under the current unfavorable margin environment.  Still,
the company is gradually moving ahead with its growth and
internationalization plans in Venezuela, whose possible impacts
on financial leverage are not totally factored in the ratings.

Although Braskem's credit measures will likely remain under some
pressure in the next quarters, Standard & Poor's believea
Braskem is prepared to keep a pace of gradual capital structure
improvement through proactive liability management, further
extending debt tenors and reducing overall interest costs.  As
such, sustaining strong liquidity vis-.-vis debt amortization
schedule and efficiently managing working capital needs are key
rating factors to be observed during this margin downturn
period.

A negative outlook could result from the company's inability to
keep the gradual but firm recovery path of credit measures in
the next quarters.  A negative rating revision could result from
Braskem not being able to cope with feedstock volatility and
working capital pressures (combined with depressed
profitability) so that significant FOCF compression causes
short-term debt maturities to pile up and liquidity to decline
on a relatively permanent basis.  Upward rating potential is
challenged by fierce competition at the local market, but may
increase in the medium term from the accommodation of
competitive pressures, a clearer definition of the company's
growth strategies and its impact on financial and business
profiles, and continuing financial profile improvement.


ELETROPAULO METROPOLITANA: Fitch Ups Issuer Ratings to BB-
----------------------------------------------------------
Fitch Ratings has upgraded Eletropaulo Metropolitana
Eletricidade de Sao Paulo S.A.'s local and foreign currency
issuer default ratings and the company's five-year US$200
million bond issuance to 'BB-' from 'B+'.  In addition, Fitch
has upgraded Eletropaulo's national long-term rating to 'A(bra)'
from 'BBB+(bra)' and its eighth and ninth debentures issuances,
as well as its bank credit facility, Cedula de Credito Bancario,
of BRL300 million.  The Rating Outlook for all corporate ratings
is Stable.

The rating action reflects the company's:

   -- improving financial profile,
   -- strong internal cash flow generation,
   -- moderate regulatory risk and
   -- favorable economic conditions.

Eletropaulo has benefited by its growing free cash flow, which
has allowed the company to reduce leverage and improve its
financial flexibility.  The company's debt profile has also
shown improvement due to lower financing costs and the extension
of debt maturities.  Further, cash flow is expected to increase
over the next two years as Eletropaulo extends the funding of
its pension obligations with Fundacao Cesp.  Pension fund
obligations are approximately BRL2.2 billion and represent 45%
of total debt at June 2006.  Eletropaulo obtained an extension
of payment terms to 2022 from 2008 and 2017, under the 2
existing agreements with Fundacao Cesp, which will reduce
payments by approximately BRL600 million until December 2008.
Eletropaulo's indirect controller, Brasiliana Energia S.A.,
reduced debt by approximately US$600 million through the sale of
Eletropaulo's shares held by AES Transgas Empreendimentos S.A.,
which should also increase financial flexibility, decrease
pressure to pay dividends and allow better access to new credit
lines.

Eletropaulo's financial profile is consistent with the new
rating category with low leverage and strong interest expenses
coverage. Financial leverage as measured by total debt to LTM
adjusted EBITDA was 2.3x at June 30, 2006, and 2.6x in year-end
2005.  On an adjusted basis, excluding extraordinary and non-
recurring items, Eletropaulo reported an EBITDA of BRL2.1
billion for the 12-month period ended June 30, 2006 compared
with BRL1.9 billion for year-end 2005 and BRL1.7 billion for
2004.

Projected operating cash flow is expected to be sufficient to
meet scheduled debt-service payments and capital expenditures
over the next few years.  Debt issuances during the past two
years has lengthened the average life of the company's debt and
reduced financing costs.  Going forward, the company is expected
to maintain a balanced capital structure consistent with a total
debt-to-adjusted EBITDA ratio between 2.5x and 3.0x.  Credit-
protection measures should continue to strengthen over the next
year, supported by growth in operating income and cash flow, an
amortizing debt structure, as well as lower financing cost,
improved efficiencies and a more favorable economic environment.

Regulatory risk continues to moderate.  In 2004, Brazil approved
a new electric energy industry model that has provided a degree
of certainty with respect to tariff adjustments and stabilized
business risk. Over the last three years, the company has
received tariff adjustments sufficient to maintain satisfactory
cash flow generation. Revenues and adjusted EBITDA were
supported by an 18.6% average tariff increase in July 2004 and
2.1% increase in July 2005.  Revenue and adjusted EBITDA are
expected to improve somewhat over the next year due to an 11.5%
tariff adjustment in July 2006.  Eletropaulo's electric
distribution concession lies in a high-income service area,
which should benefit from an improving economic environment.
Regulation requires distributors to contract 100% of their
forecasted energy demand that are passed-through to the end-
users.  Regulation limits energy cost pass-though to 103% of
forecasted demand, which somewhat adds to business risk.  New
rules also contemplate the pass-through of non-manageable costs,
which permits reduction of operational risks and better
predictability in the operational activity of energy
distribution.

Eletropaulo is the largest electricity distributor in Brazil, in
terms of revenues and volumes sold (31.634 GWh in 2005).  The
company is indirectly owned by Brasiliana Energia, which is
owned, in turn, by AES Group and BNDES.  Brasiliana Energia owns
76.4% of Eletropaulo's voting shares and 15.5% of its preferred
shares.


SANEAMENTO BASICO: Launches Tender Offer for 12% Notes Due 2008
---------------------------------------------------------------
Companhia de Saneamento Basico do Estado de Sao Paulo has
launched a tender offer for any and all of its outstanding
US$225,000,000 12% Notes due 2008.

Saneamento Basico is seeking consents to certain proposed
amendments with respect to the notes.  The purpose of the
proposed amendments is to eliminate substantially all of the
restrictive covenants and certain related provisions contained
in the indenture governing the notes.  Holders who want to
tender their notes must consent to the proposed amendments and
holders may not deliver consents without tendering the related
notes.  The tender offer is conditioned upon, among other
things, the receipt of the requisite consents to adopt such
proposed amendments, as well as obtaining the requisite funding.
The company reserves the right to extend, amend or terminate the
tender offer and consent solicitation at any time.

The consent solicitation will expire at 5:00 p.m., New York City
time, on Oct. 19, 2006, unless extended.  The tender offer will
expire at 12:00 a.m., New York City time, on Nov. 2, 2006.

Holders who validly tender notes and deliver consents prior to
5:00 p.m., New York City time, on the consent date will be
eligible to receive the total consideration, which includes a
consent payment of US$20 per US$1,000 principal amount of notes.

Holders who validly tender notes after 5:00 p.m., New York City
time, on the consent date but on or prior to the expiration date
will be eligible to receive the tender consideration, which is
the total consideration less the consent payment.

Holders who validly tender and do not withdraw their notes in
the Tender Offer will receive accrued and unpaid interest from
the last interest payment date up to, but not including, the
date payment is made for the notes.

Under the terms of the tender offer, the total consideration
will be determined by reference to a fixed spread of 50 basis
points, or 0.50%, over the yield to maturity on the bid-side
price of the reference security, which is the 4.625% US Treasury
Note due Sept. 30, 2008, at 2:00 p.m., New York City time on
Oct. 19, 2006, as displayed on the Bloomberg Government Pricing
Monitor on Page "PX4", unless the company extends the tender
offer, in which case the price determination date will be the
10th business day prior to the expiration date.

Deutsche Bank Securities is acting as dealer manager for the
Tender Offer and as solicitation agent for the consent
solicitation.

Inquiries about the tender offer or the consent solicitation may
be directed to:

          Liability Management Group
          Deutsche Bank Securities
          Phone: (866) 627-0391 (toll-free)
                 (212) 250-2955 (direct).

Global Bondholder Services Corp. is serving as information agent
and depositary and Deutsche Bank Luxembourg SA is serving as
Luxembourg Tender Agent.  Request for documents may be directed
to:

          Global Bondholder Services Corp.
          Phone: (866) 873-5600
                 (212) 430-3774.

Copies of the Offer to purchase and consent solicitation
statement and related materials may be obtained at the office
of:

          Luxembourg Tender Agent
          Deutsche Bank Luxembourg SA
          2 Boulevard Konrad Adenauer
          L1115 Luxembourg

                    About Saneamento Basico

Companhia de Saneamento Basico do Estado de Sao Paulo is one of
the largest water and sewage service providers in the world
based on the population served in 2005.  It operates water and
sewage systems in Sao Paulo, Brazil.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
June 23, 2006, Standard & Poor's Ratings Services has raised its
Brazilian national-scale corporate credit rating on Companhia de
Saneamento Basico do Estado de Sao Paulo to 'brA+' from 'brA'.
At the same time, it affirmed the company's global-scale ratings
at 'BB-'.  S&P said the outlook is stable.


TELE NORTE: Calls Off Initial Public Offering in the U.S.
---------------------------------------------------------
Telemar Norte Leste Participacoes SA has abandoned its plans on
an initial public offering of shares in the United States,
Business Latin America reports.

Business Latin relates that Telemar Norte decided to cancel the
planned share offering, saying that market conditions were
unfavorable.

Telemar Norte had registered to issue the shares as part of a
corporate restructuring, Business Latin notes.

Under a plan, shareholders of Tele Norte Leste Participacoes SA
would exchange their shares for Telemar Norte's newly issued
common shares.  The exchange would make Tele Norte a wholly
owned subsidiary of Telemar Leste, Business Latin states.

Telemar provides telecommunication services in South America.
It offers local, intra-regional long distance, and data
transmission services in 16 Brazilian states, which covers
approximately 64% of the country.  Mobile services are provided
through its wireless unit Oi, and it has acquired data
transmission services provider Pegasus.

                        *    *    *

As reported on Aug. 21, 2006, Fitch Ratings upgraded Tele Norte
Leste Participacoes S.A.'s foreign currency issuer default
rating to 'BB+' from 'BB'.




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


AES IHB: Fitch Ups Rating on US$300MM 11.5% Trust Certs. to B+
--------------------------------------------------------------
Fitch Ratings has upgraded the rating on US$300 million of 11.5%
trust certificates issued by AES IHB Cayman, Ltd. to 'B+' from
'B'.  Concurrently, Fitch has upgraded the national scale rating
of AES Tiete S.A. to 'A(bra)' from 'BBB+(bra)'.  The Rating
Outlook for AES Tiete is Stable.

The rating action reflects the recent upgrade of Eletropaulo
Metropolitana Eletricidade de Sao Paulo S.A.'s local and foreign
currency issuer default rating to 'BB-' from 'B+' and of its
national scale rating to 'A(bra)' from 'BBB+(bra)'.  Eletropaulo
is Tiete's sole contractual offtaker under a long-term power
purchase agreement that expires in 2015.

Tiete's financial profile remains strong for the rating category
and is linked to Eletropaulo's ability to meet its contractual
obligations.  Tiete's strong credit profile is characterized by
healthy EBITDA margins, low leverage, solid interest expenses
coverage and predictable cash generation due to its contractual
energy sales and low operating cost structure.  The rating is
constrained by Eletropaulo's credit profile, its aggressive
dividend policy and its potential capacity expansions.  While
regulatory risk remains an ongoing credit concern, the approval
in 2004 of a new electric energy industry model adds increased
certainty to the sector.

Tiete has a conservative capital structure and solid credit
metrics.  The company reported a financial leverage as measured
by total debt-to-EBITDA ratio of 1.4x (0.6x on a net debt basis)
as of June 30, 2006, with cash and cash equivalents of BRL777
million and total debt of BRL1.4 billion.  The company reported
net revenues of BRL698 million and EBITDA of BRL543 million as
of six months ended June 30, 2006, which represent a 30% and 27%
increase, respectively, compared with the same period in 2005.
This is mainly due to the replacement of the initial lower
priced contracts with the contracts with Eletropaulo as well as
adjustments in the tariffs.

Tiete remains exposed to financial risks associated with
capacity expansion projects required by its concession contract.
The company is obligated to expand its generating capacity by
approximately 400 megawatts by December 2007.  This additional
capacity must be in the State of Sao Paulo, where development of
hydroelectric plants is difficult due to limited availability of
hydro resources and a difficult permitting process; no
environmental licenses have been issued for the construction of
thermoelectric plants to date.  Tiete has been negotiating with
the sector regulator and the government of the State of Sao
Paulo for a resolve the matter.  All affected parties are aware
of the situation and working toward an agreement.

IHB certificates' rating is based on Tiete's underlying credit
strength and its ability to distribute dividends to meet IHB's
debt payments. IHB certificate holders are structurally
subordinated BRL1.4 billion of debt owed to Eletrobras, which is
at the operating company level.  The increases in Tiete's net
income and operational cash generation have translated into
bigger dividends, BRL539.0 million being paid relative to 2005
and BRL305.5 million for the first half of 2006.  A portion of
Tiete's dividend payments was used to pay IHB's debt service.
The certificates are guaranteed by AES Tiete Empreendimentos
S.A., the controlling shareholder, by AES Tiete Participacoes
S.A. and AES Tiete Holdings, LTD., Tiete's holding companies,
and the shares of these companies are pledged as collateral.

Tiete is a hydroelectric energy generation company in the State
of Sao Paulo, Brazil, with an installed capacity of 2,651 MW.
The company is directly owned by AES Tiete Empreendimentos S.A.
and AES Tiete Participacoes S.A., subsidiaries of Brasiliana
Energia S.A.  Tiete Empreendimentos and Tiete Participacoes own
71.3% of the voting shares of Tiete, representing approximately
43.9% of the company's total capital stock.  While Tiete
Empreendimentos and Tiete Participacoes have effective control,
they receive only 42.5% of dividends and distributions from
Tiete, which provides the cash flow to service the certificates.
Tiete Empreendimentos and Tiete Participacoes forward funds to
IHB in form of intercompany loan debt payment in order for IHB
to meet its debt-service obligations.


ALLERWAY INVESTMENTS: Proofs of Claim Must be Filed by Nov. 2
-------------------------------------------------------------
Allerway Investments Ltd.'s creditors are required to submit
proofs of claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Allerway Investments' shareholders agreed on Sept. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


ALNAMI INVESTMENTS: Proofs of Claim Filing Deadline Is on Nov. 2
----------------------------------------------------------------
Alnami Investments Ltd.'s creditors are required to submit
proofs of claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Alnami Investments' shareholders agreed on Aug. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


BURGUNDY LTD: Creditors Must Submit Proofs of Claim by Nov. 2
-------------------------------------------------------------
Burgundy Ltd.'s creditors are required to submit proofs of claim
by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Burgundy Ltd.'s shareholders agreed on Sept. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


DIVI TIARA: Has Received Four Viable Offers for Resort
------------------------------------------------------
Mark Steward, the vice president of sales and marketing at Divi
Tiara Beach Resort, told Cay Compass News Online that the resort
has received four viable offers.

Kurt Tibbetts, the Leader of Government Business, told Cay
Compass that the government had received several expressions of
interest from parties who plan to buy Divi Tiara and reopen it
immediately.

One of the offers was from a Cayman Islands politician, Cay
Compass relates, citing Mr. Steward.  Offers are still being
accepted.

Mr. Steward told Cay Compass, "We expect to make a decision on
these offers at the end of the week."

Charles Clifford -- the minister for tourism in Cayman Islands
-- had told the press that the owners of Divi Tiara had
suggested the property was not for sale.

Mr. Steward confirmed to Cay Compass that Divi Tiara has been
and is for sale.  He said that there had been many offers for
the property that could not be entertained as they were well
below the market price for the property.  The actual sale price
will be contingent by what the customer is offering to buy.  For
example, offers include:

          -- for the business ongoing as it is;

          -- for the dive business independent of the hotel and
             property; and

          -- for the land only.

There were bids made for the dive shop boats the day Divi Tiara
closed.  However, they have not been sold pending the big sale,
Cay Compass says, citing Mr. Steward.

The price of Divi Tiara is between US$9 to US$11 million,
depending on what is included in the sale, Cay Compass notes,
citing Mr. Steward.

Mr. Steward told Cay Compass that the units sold as timeshares
at Divi Tiara involved a separate parcel of land of which Divi
is to retain ownership.  The timeshare units remain open along
with housekeeping and maintenance on them.

Staff pension payments have been paid through a loan, Cay
Compass relates, citing Mr. Steward.

Divi Tiara Beach Resort shut down its operations in Cayman
Islands on Sept. 8, 2006, citing economic reasons.  It
terminated its 37 employees on Sept. 23.


JUSTO LYNCH: Trustee Verifies Proofs of Claim Until Nov. 22
-----------------------------------------------------------
Manuel Alberto Cibeira, the court-appointed trustee for Justo
Lynch S.A.'s bankruptcy case, will verify creditors' proofs of
claim until Nov. 22, 2006.

M. Cibeira will present the validated claims in court as
individual reports on Feb. 7, 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 Justo Lynch 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 Justo Lynch's
accounting and banking records will follow on March 21, 2007.

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

The trustee can be reached at:

          Manuel Alberto Cibeira
          Avenida Cordoba 1247
          Buenos Aires, Argentina


KIKI CO: Creditors Have Until Nov. 2 to Submit Proofs of Claim
--------------------------------------------------------------
Kiki Co. Ltd.'s creditors are required to submit proofs of claim
by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Kiki Co.'s shareholders agreed on Sept. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


MOON SHINE: Creditors Have Until Nov. 2 to File Proofs of Claim
---------------------------------------------------------------
Moon Shine Ltd.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Moon Shine's shareholders agreed on Aug. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


NORDISK ENERGI: Last Day to File Proofs of Claim Is on Nov. 2
-------------------------------------------------------------
Nordisk Energi Multi-Fond'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.

Nordisk Energi's shareholders agreed on Sept. 20, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


PRIDE & JOY: Deadline for Proofs of Claim Filing Is on Nov. 2
-------------------------------------------------------------
Pride & Joy Ltd.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Pride & Joy's shareholders agreed on Sept. 21 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


SAMBA HOLDINGS: Creditors Must File Proofs of Claim by Nov. 2
-------------------------------------------------------------
Samba Holdings Ltd.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Samba Holdings' shareholders agreed on Aug. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


SEVEN TOWERS: Proofs of Claim Filing Deadline Is Set for Nov. 2
---------------------------------------------------------------
Seven Towers Ltd.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Seven Towers' shareholders agreed on Sept. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360


YELLOW FILE: Filing of Proofs of Claim Is Until Nov. 2
------------------------------------------------------
Yellow File Ltd.'s creditors are required to submit proofs of
claim by Nov. 2, 2006, to the company's liquidator:

          Buchanan Ltd.
          P.O. Box 1170, 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.

Yellow File's shareholders agreed on Aug. 21, 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:

          Francine Jennings
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-0355
          Fax: (345) 949-0360




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


CA INC: Moody's Assigns Loss-Given-Default Ratings
--------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. Technology Software sectors this week,
the rating agency confirmed its Ba1 Corporate Family Rating for
CA, Inc.

Additionally, Moody's revised or held its probability-of-default
ratings and assigned loss-given-default ratings on these loans
and bond debt obligations:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   US$350 Million
   6.5% Senior
   Unsecured Notes
   due 2008               Ba1      Ba1     LGD4       54%

   US$1 Billion
   Senior Global
   Notes due 2011         Ba1      Ba1     LGD4       54%

   US$460 Million
   Convertible
   Senior Unsecured
   Notes due 2009         Ba1      Ba1     LGD4       54%

Moody's explains that 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 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-
umeric 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%).

                          About CA

Headquartered in Islandia, New York, CA Inc. (NYSE:CA) --
http://www.ca.com/-- is an information technology management
software company that unifies and simplifies the management of
enterprise-wide IT.  Founded in 1976, CA serves customers in
more than 140 countries.  In Latin America, CA has operations in
Argentina, Brazil, Chile, Colombia, Mexico, Peru and Venezuela.




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


BANCO DEL CAFE: BBVA Colombia Won't Bid for Company
---------------------------------------------------
A spokesperson of BBVA Colombia -- a Colombian subsidiary of
Banco Bilbao Vizcaya Argentaria SA -- told Business News
Americas that the company has decided not to bid in the Banco
del Cafe auction on Oct. 12.

BNamericas relates that Juango Fitero -- BBVA Colombia's chief
executive officer-- disclosed in July that the firm is
interested to bid for Banco del Cafe.

BBVA Colombi will no longer present a bid for Banco del Cafe due
to the fact that it expects to conclude the merger with
Granahorrar -- the state-run mortgage lender -- three days after
the Banco del Cafe auction BNamericas notes, citing the
spokesperson.

BNamericas underscores that BBVA acquired Granahorrar after
bidding COP970 billion in an auction.

According to the report, Banco del Cafe has attracted several
foreign and local banks due to its 7% market share in terms of
assets and 236-strong branch network.

Eight banks had paid the COP50-million data room fee to look at
Banco del Cafe's books, BNamericas says.  The eight companies
are:

          -- Bancolombia,
          -- Banco de Bogota,
          -- Colpatria,
          -- Davivienda,
          -- GNB Sudameris,
          -- Citigroup,
          -- Grupo Santander, and
          -- General Electric.

Andres Florez -- the head of Fogafin, a deposit insurance fund
-- told BNamericas that other banks have also shown interest in
Banco del Cafe.

Rafael Gonzalez, the BRC ratings agency president -- told
BNamericas that the auction of Banco del Cafe will either set
the trend for increased consolidation in the system, or will be
"the last chance for international banks to play in the big
league."

According to BNamericas, Ben Laidler -- an analyst at UBS --
said, "More consolidation would be a positive for the rest of
the system.  In the short term, whoever buys and merges with an
existing bank will lose some share to the others, and in the
medium term a more consolidated system of stronger players ought
to lead to pricing rationality.  I would be more concerned with
one of the large foreign banks, which are currently underweight
in Colombia, either HSBC or Santander.  That would introduce
another actor, and a well-capitalized and knowledgeable one."

BNamericas notes that Fogafin will ask interested companies to
present their first offer for Banco del Cafe two days before the
final auction date, in a bid to increase the final price tag of
Banco del Cafe.  The bidders must make an offer at least equal
to the bank's minimum price of COP1.10 trillion, or 1.63 times
book value, on Oct. 10.

The minimum price seems to be at the lower end compared to
recent transactions in Colombia's financial market, BNamericas
states.  The last bank privatizations in the nation showed
buyers are eager to pay more than the minimum price set for
liquidated banks.

However, listed Colombian banks are clearly trading well above
the multiple of the minimum price of Banco del Cafe, BNamericas
reports, citing Mr. Laidler.

"We believe the final price could rise to 5x trailing book,
although the May-June crisis may have devaluated the bank's
value," Arnoldo Casas, a local brokerage Promotora Bursatil de
Colombia analyst, told BNamericas.

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


BBVA COLOMBIA: Will Not Bid for Banco del Cafe
----------------------------------------------
A spokesperson of BBVA Colombia -- a Colombian subsidiary of
Banco Bilbao Vizcaya Argentaria SA -- told Business News
Americas that the firm has decided not to bid in the Banco del
Cafe auction on Oct. 12.

BNamericas relates that Juango Fitero -- BBVA Colombia's chief
executive officer-- disclosed in July that the firm is
interested to bid for Banco del Cafe.

BBVA Colombi will no longer present a bid for Banco del Cafe due
to the fact that it expects to conclude the merger with
Granahorrar -- the state-run mortgage lender -- three days after
the Banco del Cafe auction BNamericas notes, citing the
spokesperson.

BNamericas underscores that BBVA acquired Granahorrar after
bidding COP970 billion in an auction.

According to the report, Banco del Cafe has attracted several
foreign and local banks due to its 7% market share in terms of
assets and 236-strong branch network.

Eight banks had paid the COP50-million data room fee to look at
Banco del Cafe's books, BNamericas says.  The eight companies
are:

          -- Bancolombia,
          -- Banco de Bogota,
          -- Colpatria,
          -- Davivienda,
          -- GNB Sudameris,
          -- Citigroup,
          -- Grupo Santander, and
          -- General Electric.

Andres Florez -- the head of Fogafin, a deposit insurance fund
-- told BNamericas that other banks have also shown interest in
Banco del Cafe.

Rafael Gonzalez, the BRC ratings agency president -- told
BNamericas that the auction of Banco del Cafe will either set
the trend for increased consolidation in the system, or will be
"the last chance for international banks to play in the big
league."

According to BNamericas, Ben Laidler -- an analyst at UBS --
said, "More consolidation would be a positive for the rest of
the system.  In the short term, whoever buys and merges with an
existing bank will lose some share to the others, and in the
medium term a more consolidated system of stronger players ought
to lead to pricing rationality.  I would be more concerned with
one of the large foreign banks, which are currently underweight
in Colombia, either HSBC or Santander.  That would introduce
another actor, and a well-capitalized and knowledgeable one."

BNamericas notes that Fogafin will ask interested companies to
present their first offer for Banco del Cafe two days before the
final auction date, in a bid to increase the final price tag of
Banco del Cafe.  The bidders must make an offer at least equal
to the bank's minimum price of COP1.10 trillion, or 1.63 times
book value, on Oct. 10.

The minimum price seems to be at the lower end compared to
recent transactions in Colombia's financial market, BNamericas
states.  The last bank privatizations in the nation showed
buyers are eager to pay more than the minimum price set for
liquidated banks.

However, listed Colombian banks are clearly trading well above
the multiple of the minimum price of Banco del Cafe, BNamericas
reports, citing Mr. Laidler.

"We believe the final price could rise to 5x trailing book,
although the May-June crisis may have devaluated the bank's
value," Arnoldo Casas, a local brokerage Promotora Bursatil de
Colombia analyst, told BNamericas.

                        *    *    *

As reported in the Troubled Company Reporter on March 13, 2006,
Moody's Investors Service assigned a 'Ba3' long-term foreign
currency deposit rating on BBVA Colombia.  Moody's changed the
outlook to stable from negative.


GERDAU SA: Pays COP80 Million Fee for Acerias Paz Data
------------------------------------------------------
Gerdau SA has paid the COP80 million fee Acerias Paz del Rio has
set to access a data room containing the latter's information,
according to a report by Portafolio.

Business News Americas relates Gerdau is interested in acquiring
a total stake of 42.5% in Acerias Paz.  The stake comprises:

          -- 33.4% stake held by Acerias Paz employees;

          -- 6.9% stake owned by IFI, Colombia's industrial
             development institute; and

          -- 2.2% held by the finance ministry.

Latinvestco was in charge of closing the sale.  It began the
search for interested buyers in August, BNamericas states.

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

Gerdau's four majority-owned Brazilian operating subsidiaries
are:

   -- Acominas,
   -- Gerdau Acos Longos S.A.,
   -- Gerdau Acos Especiais S.A. and
   -- Gerdau Comercial de Acos S.A.;

                        *    *    *

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

                        *    *    *

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.


GOODYEAR TIRE: United Steelworkers Union Begins Strike
------------------------------------------------------
The United Steelworkers reported that it struck Goodyear Tire
and Rubber Company beginning at 1:00 p.m. EDT, Oct. 5, 2006.
The USW delivered the required 72-hour notice to terminate the
contract on Monday.  Both sides had been working on a day-to-day
extension agreement signed in July that extended a three-year
pact.

"The company left us with no option," said USW executive vice
president Ron Hoover.  "We cannot allow additional plant
closures after the sacrifices we made three years ago to help
this company survive."

In the 2003 agreement, the USW agreed to a closure of the
Huntsville, Ala. facility as well providing Goodyear with
additional financial flexibility by accepting wage, pension and
health care cuts.

"We worked very hard with the company in 2003 to deal with a
difficult situation," said Hoover.  "While more work can be
done, Goodyear has rebounded and other stakeholders have been
rewarded accordingly. Now the Company seems determined to only
take more away from our members."

The strike will impact 15,000 USW members and operations at 16
plants in the United States and Canada.

"Closing more plants would not only cause additional job losses
and devastate the communities where the operations would cease,
but it would also threaten the long-term viability of Goodyear,"
said Hoover.  "You can't build long-term, viability by
continuing to give up market share."

                     About Goodyear Tire

Headquartered in Akron, Ohio, The Goodyear Tire & Rubber Company
(NYSE: GT) -- http://www.goodyear.com/-- is the world's largest
tire company.  The company manufactures tires, engineered rubber
products and chemicals in more than 90 facilities in 28
countries.  It has marketing operations in almost every country
around the world.  It has marketing operations in almost every
country around the world including Chile, Colombia and Guatemala
in Latin America.  Goodyear employs more than 80,000 people
worldwide.

                        *    *    *

As reported in the Troubled Company Reporter on June 8, 2006,
Fitch affirmed The Goodyear Tire & Rubber Company's Issuer
Default Rating at 'B'; US$1.5 billion first lien credit facility
at 'BB/RR1'; US$1.2 billion second lien term loan at 'BB/RR1';
US$300 million third lien term loan at 'B/RR4'; US$650 million
third lien senior secured notes at 'B/RR4'; and Senior Unsecured
Debt at 'CCC+/RR6'.

As reported in the Troubled Company Reporter on June 23, 2005,
Moody's Investors Service assigned a B3 rating to Goodyear Tire
& Rubber Company's US$400 million ten-year senior unsecured
notes.

As reported in the Troubled Company Reporter on June 22, 2005,
Standard & Poor's Ratings Services assigned its 'B-' rating to
Goodyear Tire & Rubber Co.'s US$400 million senior notes due
2015 and affirmed its 'B+' corporate credit rating.


MILLICOM INTERNATIONAL: Assumes Full Control of Colombia Movil
--------------------------------------------------------------
Millicom International Cellular has fully acquired Colombia
Movil, according to a report by local paper El Tiempo.

As reported in the Troubled Company Reporter-Latin America on
Sept. 13, 2006, Colombia Movil's directors approved a
21,600,001-share issue to Millicom International.  As previously
reported, Millicom International acquired 50% and one share of
Colombia Movil from Empresa de Telefono de Bogota and Empresas
Publicas de Medellin, the municipally owned telcos, for
US$125million, beating Digicel Ltd.

Business News Americas relates that Colombia Movil's former
board of directors met with new Millicom board members to
discuss the changes in the firm.

BNamericas notes that Leon Dario Osorio has filed for
resignation as Colombia Movil's president, as stated in the
acquisition accord.

Colombia Movil could be renamed Tigo, the brand name Millicom
International uses for its mobile units in Paraguay, Bolivia, El
Salvador, Guatemala and Honduras, El Tiempo reports.

Millicom International Cellular S.A. -- http://www.millicom.com/
-- is a global telecommunications investor with cellular
operations in Asia, Latin America and Africa.  It currently has
cellular operations and licenses in 16 countries.  The Group's
cellular operations have a combined population under license of
approximately 391 million people.

The Central America Cluster comprises Millicom's operations in
El Salvador, Guatemala and Honduras.  The population under
license in Central America at December 2005 is 26.4 million.
The South America Cluster comprises Millicom's operations in
Bolivia and Paraguay.  The population under license in South
America at December 2005 is 15.2 million.

                        *    *    *

Millicom International's 10% senior notes due 2013 carry Moody's
B3 rating and Standard & Poor's B- rating.

                        *    *    *

Standard & Poor's Ratings Services affirmed on July 4, 2006, its
'B+' long-term corporate credit and 'B-' senior unsecured debt
ratings on Millicom International Cellular S.A.  The ratings
were removed from CreditWatch with developing implications,
where they had been placed on Jan. 20, 2006, on the initiation
of a strategic review that could have led to a transaction such
as the sale of all or part of the company.  S&P said the outlook
is stable.




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


DENNY'S CORP: Reports Same-Store Sales for Month of September
-------------------------------------------------------------
Denny's Corp. reported same-store sales for its company-owned
Denny's restaurants during the five-week month ended
Sept. 27, 2006, compared with the related period in fiscal year
2005.


Sales:           Sept. 2006  3Q 2006  YTD 2006

Same-Store Sales   5.5%          4.2%        2.8%
Guest Check Average  3.3%          3.7%        5.2%
Guest Counts        2.1%          0.6%       (2.2)%

Restaurant Counts:   9/27/06        12/28/05

Company-Owned              535      543

Franchised and Licensed  1,024    1,035

Total               1,559    1,578

Denny's reported a five-unit decline in company-owned
restaurants during the month of September.  Four of these units
were closed last September as a result of Hurricane Katrina but
were not removed from the unit count pending a decision on
whether to reopen the restaurants. At this time, the company has
determined that these locations will not reopen in the near
future, if at all.

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.


GNC CORP: Reports Strong Same-Store Sales for Third Quarter 2006
----------------------------------------------------------------
GNC Corp., reported strong same store sales results for the
third quarter of 2006.

Domestic same store sales for the third quarter of 2006
increased 11.7% for corporate stores and 7.0 percent for
franchise stores.  Corporate store sales include Internet sales,
which added 1.5% to corporate same store sales growth.

"I am extremely pleased with the continued strong sales
performance we are seeing across every major category and in all
of our store formats.  This quarter is especially encouraging
since it not only represents the fourth consecutive quarter of
strong single- to double-digit same store sales growth, but also
double-digit same store sales growth against positive growth
from last year in the third quarter," said President and Chief
Executive Officer Joseph Fortunato.

Headquartered in Pittsburgh, Pa., GNC -- http://www.gnc.com/--  
is the largest global specialty retailer of nutritional
supplements, which includes vitamin, mineral and herbal
supplements, sports nutrition products, diet and energy products
and specialty supplements.  GNC has more than 4,800 retail
locations throughout the United States, including more than
1,000 domestic franchise locations, and locations in 43
international markets.

GNC's Latin American operations are in the Bahamas, Cayman
Islands, Chile, Colombia, Costa Rica, among others.

                        *    *    *

As reported in the Troubled Company Reporter-LAtin America on
Aug. 23, 2006, Standard & Poor's Ratings Services affirmed its
ratings, including the 'B' corporate credit rating, on
Pittsburgh, Pennsylvania-based General Nutrition Centers Inc.

The ratings are removed from CreditWatch, where they were placed
with positive implications on June 19, 2006.  S&P said the
outlook is stable.


* COSTA RICA: Fuel Pipeline Works to be Completed on Feb. 15
------------------------------------------------------------
A project official from Recope, the state-run oil refiner of
Costa Rica, told Business News Americas that the US$89-million
phase 3 stretch of the multi-purpose fuel pipeline will be
completed on Feb. 15, 2007.

There has been an archeological find that affects part of the
600 meters along the 123-kilometer stretch of the pipeline,
BNamericas notes, citing the official.

BNamericas relate that the affected stretch of the pipeline is
being constructed by Argentine firm Techint.  Works on the
stretch started in November 2005.

According to the report, Recope is conducting discussions with
environmental authorities for an alternate route around the
archeological site.

The official told BNamericas that it won't increase project
costs.

BNamericas states that the rest of the pipeline runs 175
kilometers from Limon port to La Garita, Alajuela.  The 12-inch
diameter pipeline will have a capacity of up to 537 cubic meters
an hour.  The pipeline will ensure supply to San Jose and the
rest of Costa Rica for 25 years.

About 52 kilometers of the pipeline has already been
constructed, BNamericas says.

The Central American Bank for Economic Integration is helping in
the funding of the project, BNamericas reports.

                        *    *    *

As reported on Aug. 21, 2006, Fitch Ratings upgraded Costa
Rica's country ceiling to BB+ from BB.




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


BANCO BHD: Purchases Republic Bank's Personal Banking Business
--------------------------------------------------------------
Banco BHD told Dominican Today that it has acquired the Personal
Banking business of the Dominican Republic's Republic Bank.

As reported in the Troubled Company Reporter-Latin America on
Sept. 7, 2006, Banco BHD was rumored to be purchasing operations
of the Republic Bank's business.

Banco BHD told Dominican Today that the purchase included:

          -- checking accounts,
          -- savings accounts,
          -- financial certificates,
          -- credit cards,
          -- personal loans, and
          -- branches.

Banco BHD said in a press release that the move is part of the
financial entity's efforts to boost its business and extend its
participation in the personal banking market.

Banco BHD, says the statement, will operate a network of over 80
offices and more than 180 automatic banking machines distributed
across the Dominican Republic.

DR1 Newsletter relates that the process of transferring existing
accounts to Banco BHD has started.

Banco BHD said in a statement, "With this initiative, BHD bank
reiterates its trust in the country's development and in the
Dominican financial system, as well as its commitment to
continue affording clients an agile and personalized service
that meets the highest international quality standards."

The Monetary Board has approved the purchase on Sept. 28, DR1
states.

                        *    *    *

As reported in the Troubled Company Reporter on May 22, 2006,
Fitch upgraded the foreign currency long-term Issuer Default
Rating of Banco BHD to 'B' from 'B-'.  Fitch has also affirmed
Banco BHD and Republic Bank's other international and national
ratings.  These actions follow Fitch's recently announced
upgrade of the Dominican Republic's long-term foreign currency
IDR to 'B'.


* DOMINICAN REPUBLIC: Bulk of 2007 Budget Appropriated for Debts
----------------------------------------------------------------
The bulk of the Dominican Republic's national budget for 2007
will be used in paying public debt, DR1 Newsletter reports,
citing Guarocuya Felix, the head of the Office for National
Planning.

Mr. Felix also told DR1 that the budget would also be focused on
transfers to the energy sector and government subsidies.

The Dominican government would prioritize spending on education,
health, employment, DR-CAFTA, institutional reforms and on
meeting the United Nation's millennium goals, Mr. Felix told
DR1.

                        *    *    *

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

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

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

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

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

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

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

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

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

Fitch also affirmed these ratings:

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

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

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

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




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


* HONDURAS: Congress Must Revise Mining Law, Supreme Court Says
---------------------------------------------------------------
The Supreme Court of Honduras has ordered Congress to revise the
nation's mining law, La Prensa reports.

La Prensa relates that the Supreme Court found the 13 articles
in the current mining law, which was implemented in 1998, are
unconstitutional.

The Court said that the mining tax law and environmental
parameters, in particular, must be changed, according to La
Prensa.  Congress must write a law to prevent cases in which
forceful expropriation occurs in order to grant the land to
miners, the Court's order said.

                        *    *    *

Moody's Investor Service assigned these ratings on Honduras:

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




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


CINEMARK USA: Completes Acquisition of Century Theatres
-------------------------------------------------------
Cinemark USA, Inc., completed its acquisition of Century
Theatres, Inc.  The company headquarters will remain in Plano,
Texas.  Lee Roy Mitchell, Cinemark's founder, will continue as
the Chief Executive Officer of Cinemark.  Raymond Syufy and
Joseph Syufy have joined the Board of Directors of Cinemark.
The combined enterprise is the third largest motion picture
theatre exhibitor with revenues in excess of US$1.5 billion.
The combined company, which exhibits movies to over 200 million
patrons annually, operates 4,430 screens in 37 states and 14
countries.

Cinemark will continue to focus on operational excellence,
combining the best of both operations.  Both companies have
grown through organic growth with substantial investments in new
theatres over the last ten years.  State of the art theatres
combined with extraordinary employees allows Cinemark to provide
patrons the type of experience they desire when they go to see a
movie.

The acquisition was financed with a new US$1,270,000,000 senior
credit facility led by an affiliate of Lehman Brothers Inc. and
an affiliate of Morgan Stanley & Co. Incorporated.  Proceeds of
the new senior secured loan were used to pay the cash portion of
the purchase price for Century stock, repay Cinemark's existing
term loan and Century's term loan and to pay related fees and
expenses.

Lehman Brothers Inc. served as financial advisor to Cinemark.
Kirkland & Ellis LLP, and Akin Gump Strauss Hauer & Feld LLP
served as legal counsel to Cinemark. Morgan Stanley & Co.
Incorporated served as financial advisor to Century and its
shareholders.  Morrison & Foerster LLP and DLA Piper LLP serves
as legal counsel to Century.  BNP Paribas and General Electric
Capital Corporation also served as Co-Documentation Agents.

                About Century Theatres, Inc.

Headquartered in California, Century Theatres Inc. operates 78
theaters with 994 screens in 12 western states.  The company
was founded in 1941 by Raymond J. Syufy and is now led by his
sons, Raymond W. Syufy and Joseph Syufy.  Since 1996, the
company has added 641 screens and has expanded into 8 additional
states.  In 2000, it launched its CineArts division, with
screens inCalifornia and Illinois.

                    About Cinemark Inc.

Cinemark Inc. -- http://www.cinemark.com/--  operates 202
theatres and 2,469 screens in 34 states in the United States and
operates 112 theatres and 932 screens internationally in 13
countries, mainly Mexico, South and Central America.  Cinemark
was founded in 1987 by its Chief Executive Officer and Chairman
of the Board, Lee Roy Mitchell.  In 2004 a controlling interest
in Cinemark was sold to Madison Dearborn Capital Partners.
Cinemark was among the first theatre exhibitors to offer
advanced real-time Internet ticketing at its own website.

                        *    *    *

Standard & Poor's Ratings Services placed on Aug. 8, 2006, all
its ratings on Cinemark Inc. and subsidiary company Cinemark USA
Inc., which are analyzed on a consolidated basis, including the
'B+' corporate credit ratings, on CreditWatch with negative
implications.

The CreditWatch listing follows the company's announcement that
it will be financing the acquisition of Century Theatres Inc.
(B+/Negative/--) with a senior credit facility.  Cinemark had
US$1 billion in debt and US$846 million in present value of
operating leases as of March 31, 2006.


DYNAMIC LEISURE: Files Amended FY 2005 & 1st Quarter Financials
---------------------------------------------------------------
Dynamic Leisure Corp., fka DynEco Corp., delivered its amended
financial statements on Form 10-KSB/A for the fiscal year ended
Dec. 31, 2005, and Form 10-QSB/A for the first quarter ended
March 31, 2006, to the Securities and Exchange Commission.

The amended annual report and quarterly report restate the
Company's financial statements.  The management became aware
that a default premium paid in 2006 in connection with the
Modification and Waiver agreement should have been accrued by
DynEco Corp. at Dec. 31, 2005.  The company believes that the
consolidated financials statements must be adjusted to accrue
the US$77,578 default premium.  The net loss was increased from
US$526,195 to US$603,773.

                Restated Annual Financials

For the full year ended Dec. 31, 2005, the Company incurred a
US$603,773 net loss on zero revenues, compared to a US$434,523
net loss on US$286,900 of net revenues in 2005.

At Dec. 31, 2005, the Company's balance sheet showed US$62,373
in total assets and US$1.2 million in total liabilities
resulting in a US$1.1 million stockholders' deficit.

The Company's December 31 balance sheet also showed strained
liquidity with US$32 million in total current assets available
to pay US$76.7 million in total current liabilities coming due
within the next 12 months.

                   Restated Quarterly Financials

For the three months ended March 31, 2006, the Company incurred
a US$4.1 million net loss on US$1 million of net revenues.

At March 31, 2006, the Company's balance sheet showed US$10.2
million in total assets and US$10.3 million in total liabilities
resulting in a US$133,436 stockholders' deficit.

The Company's March 31 balance sheet also showed strained
liquidity with US$1.8 million in total current assets available
to pay US$10.2 million in total current liabilities coming due
within the next 12 months.

A full-text copy of the Company's restated annual report for the
period ended Dec. 31, 2005, is available for free at
http://researcharchives.com/t/s?12f7

A full-text copy of the Company's restated quarterly report for
the period ended March 31, 2006, is available for free at:
http://researcharchives.com/t/s?12f8

                    Company Name Changed

On Feb. 28, 2006, DynEco filed Articles of Correction with the
Secretary of State of Minnesota, to change DynEco's name to
Dynamic Leisure Corporation.  These Articles were effective in
the State of Minnesota at the close of business on
March 3, 2006.

                    Going Concern Doubt

Salberg & Company, P.A., expressed substantial doubt about
Dynamic Leisure's ability to continue as a going concern after
it audited the company's financial statements for the year ended
Dec. 31, 2005.  The auditing firm pointed to the company's
losses, working capital deficit, accumulated deficit,
stockholders' deficit and loan defaults.

                   About Dynamic Leisure

Headquartered in Tampa, Florida, Dynamic Leisure Corp. --
http://www.dylicorp.com/-- operates as an international online
travel package technology company.  It provides packaged
domestic and international vacations to travel agencies and
other travel resellers using proprietary packaging computer
software and broadband communication technology.  Its featured
destinations include the Caribbean, Mexico, and Europe, as well
as leisure U.S. destinations, such as Florida, California, and
Las Vegas.


FORD MOTOR: Reports 5% Rise in Vehicle Sales in September
---------------------------------------------------------
Ford Motor Company disclosed that its dealers delivered 238,848
vehicles to U.S. customers in September, up 5% compared with
sales a year ago.

The Company also disclosed that car sales were up 26% and truck
sales were down 5%, but full-size pickup trucks and SUVs showed
signs of stabilizing as the Ford F-Series, Explorer, and
Expedition all posted higher sales compared with a year ago.

"We're pleased by the continued strong demand for our cars and
the solid performance posted by the F-Series truck and Explorer
and Expedition SUVs," Al Giombetti, president, Ford and Lincoln
Mercury sales and marketing, said.  "The all-new Expedition and
Navigator are on their way to dealers and production of the Ford
Edge and Lincoln MKX crossover utilities starts soon."

The Company further disclosed that its Fusion, Milan, and MKZ
had a strong month in September despite limited availability
resulting from the 2007 model changeover and a record sales
month in August.  Combined sales for the company's new mid-size
sedans totaled 16,208 and its full-size trucks and SUVs reversed
recent sales trends.

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.


GLOBAL POWER: Wants Court Approval on White & Case as Counsel
-------------------------------------------------------------
Global Power Equipment Group Inc. and its debtor-affiliates ask
the U.S. Bankruptcy Court for the District of Delaware for
permission to employ White & Case LLP as their bankruptcy
counsel.

White & Case will:

    a. take all necessary actions to protect and preserve the
       estates of the Debtors, including the prosecution of
       actions on the Debtors' behalf, the defense of any
       actions commenced against the Debtors, the negotiation of
       disputes in which the Debtors are involved, and the
       preparation of objections to claims filed against the
       Debtors' estates;

    b. provide legal advice with respect to the Debtors' powers
       and duties as debtors and debtors-in-possession in the
       continued operation of their businesses and the
       management of their properties;

    c. prepare on behalf of the Debtors all necessary motions,
       applications, answers, orders, reports, and papers in
       connection with the administration and prosecution of the
       Debtors' chapter 11 cases;

    d. assist the Debtors in connection with any disposition of
       the Debtors' assets, by sale or otherwise;

    e. assist the Debtors in the negotiation, preparation and
       confirmation of a plan or plans or reorganization and all
       related transactions;

    f. appear in Court and protect the interests of the Debtors
       before the Court; and

    g. perform all other necessary legal services in connection
       with the Debtors' chapter 11 cases.

Gerard Uzzi, Esq., a partner at White & Case, tells the Court
that the firm's hourly rates are:

         Professional                     Hourly Rate
         ------------                     -----------
         Partners                       US$600 - US$950
         Counsel                        US$445 - US$830
         Attorneys                      US$245 - US$595
         Paraprofessionals              US$125 - US$265

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

Mr. Uzzi can be reached at:

         Gerard Uzzi, Esq.
         White & Case LLP
         Wachovia Financial Center
         200 South Biscayne Boulevard
         Suite 4900
         Miami, Florida 33131-2352
         Tel: (305) 371-2700
         Fax: (305) 358-5744/5766
         http://www.whitecase.com/

Headquartered in Tulsa, Oklahoma, Global Power Equipment Group
Inc., aka GEEG, Inc. -- http://www.globalpower.com/-- provides
power generation equipment and maintenance services for its
customers in the domestic and international energy, power and
infrastructure and service industries.  The Company designs,
engineers and manufactures a range of heat recovery and
auxiliary equipment primarily used to enhance the efficiency and
facilitate the operation of gas turbine power plants as well as
for other industrial and power-related applications.  The
Company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma;
Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico;
Shanghai, China; Nanjing, China; and Heerleen, The Netherlands.

The Company and 10 of its affiliates filed for chapter 11
protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045).
As of Sept. 30, 2005, the Debtors reported total assets of
US$381,131,000 and total debts of US$123,221,000.  The Debtors'
exclusive period to filed a chapter 11 plan expires on
Jan. 26, 2007.


GLOBAL POWER: Taps Bayard Firm as Bankruptcy Co-Counsel
-------------------------------------------------------
Global Power Equipment Group Inc. and its debtor-affiliates ask
the U.S. Bankruptcy Court for the District of Delaware for
permission to employ The Bayard Firm, P.A., as their bankruptcy
co-counsel.

Bayard will:

    a. take all necessary actions to protect and preserve the
       estates of the Debtors, including the prosecution of
       actions on the Debtors' behalf, the defense of any
       actions commenced against the Debtors, the negotiation of
       disputes in which the Debtors are involved, and the
       preparation of objections to claims filed against the
       Debtors' estates;

    b. provide legal advice with respect to the Debtors' powers
       and duties as debtors and debtors-in-possession in the
       continued operation of their businesses and the
       management of their properties;

    c. negotiate, prepare and pursue confirmation of a plan and
       approval of a disclosure statement;

    d. prepare on behalf of the Debtors all necessary motions,
       applications, answers, orders, reports, and other legal
       papers in connection with the administration of the
       Debtors' estates;

    e. appear in Court and protect the interests of the Debtors
       before the Court;

    f. assist with any disposition of the Debtors' assets, by
       sale or otherwise; and

    g. perform all other legal services in connection with the
       Debtors' chapter 11 cases as may reasonably be required.

The Debtors disclose that Bayard will work closely with White &
Case LLP, to ensure that there is no unnecessary duplication of
services performed or charged to the Debtors' estates.

Jeffrey M. Schlerf, Esq., a director and shareholder of Bayard,
tells the Court that the firm's hourly rate are:

         Professional                    Hourly Rate
         ------------                    -----------
         Directors                      US$440 - US$675
         Associates and Counsel         US$205 - US$415
         Paralegals and Case            US$180 - US$185
         Management Assistants

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

Mr. Schlerf can be reached at:

         Jeffrey M. Schlerf, Esq.
         The Bayard Firm, P.A.
         222 Delaware Avenue, Suite 900
         P.O. Box 25130
         Wilmington, DE 19899
         Tel: (302) 655-5000
         Fax: (302) 658-6395
         http://www.bayardfirm.com/

Headquartered in Tulsa, Oklahoma, Global Power Equipment Group
Inc., aka GEEG, Inc. -- http://www.globalpower.com/-- provides
power generation equipment and maintenance services for its
customers in the domestic and international energy, power and
infrastructure and service industries.  The Company designs,
engineers and manufactures a range of heat recovery and
auxiliary equipment primarily used to enhance the efficiency and
facilitate the operation of gas turbine power plants as well as
for other industrial and power-related applications.  The
Company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma;
Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico;
Shanghai, China; Nanjing, China; and Heerleen, The Netherlands.

The Company and 10 of its affiliates filed for chapter 11
protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045).
As of Sept. 30, 2005, the Debtors reported total assets of
US$381,131,000 and total debts of US$123,221,000.  The Debtors'
exclusive period to filed a chapter 11 plan expires on
Jan. 26, 2007.


NORTEL NETWORKS: Gets US$23.6M U.S. Navy Litigation Support Pact
----------------------------------------------------------------
Nortel Networks Corp.'s wholly owned U.S. company, Nortel
Government Solutions, disclosed that it is providing litigation
support services on behalf of the U.S. Navy Office of the
General Counsel under a five-year, US$23.6 million contract.

The services are required by the Navy to assist the U.S. State
Department Office of the Legal Advisor in providing the defense
before the Iran-United States Claims Tribunal in The Hague
against certain claims by Iran arising from sales of military
equipment to Iran before the 1979-81 hostage crisis.

The Company is providing claims research, analysis of discovery
and claims documentation, financial and logistical
reconciliation, report preparation and other litigation services
in support of U.S. Navy-managed cases and weapons systems
related to Iran's claims.

"We have a wealth of knowledge and experience with Foreign
Military Sales that is instrumental in providing an effective
defense in these proceedings," Bob Veschi, president, Defense
Sector, said.  "This expertise and a solid reputation for
excellent service were instrumental in our selection."

              About Nortel Government Solutions

Headquartered in Fairfax, Va., Nortel Government Solutions
-- http://www.nortelgov.com/-- is a U.S. company wholly owned
by Nortel.  It is a network-centric integrator, providing the
services expertise, mission-critical systems and secure
communications that empower government to ensure the security,
livelihood, and well being of its citizens. Nortel Government
Solutions offers a one-stop shop for solutions designed to
improve workforce productivity, reduce operating costs, and
streamline inter-agency communications.

                About Nortel Networks Corp.

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.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 5, 2006,
Moody's Investors Service upgraded its B3 Corporate Family
Rating for Nortel Networks Corp. to B2.

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.

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.  S&P said the outlook is stable.


SATELITES MEXICANOS: Can Continue Existing Insurance Programs
-------------------------------------------------------------
The Honorable Robert D. Drain, U.S. Bankruptcy Judge for the
Southern District of New York, granted authority to Satelites
Mexicanos, S.A. de C.V., to take steps necessary to maintain and
continue its existing insurance programs consistent with
practices prior to its filing for chapter 11 protection and in
the ordinary course of business.

The authority includes paying its obligations prior to its
filing for chapter 11 protection, in respect of the Insurance
Programs.

The Debtor is also authorized to obtain new Insurance Programs
as needed in the ordinary course of its business, consistent
with practices prior to its filing for chapter 11 protection.

Judge Drain clarifies that the Order does not constitute
assumption of any executory contract under Section 365 of the
Bankruptcy Code.

As reported in the Troubled Company Reporter on Aug. 30, 2006
the Debtor sought from the Court authority to:

    (1) maintain and continue its current Insurance Programs and
        Insurance Policies on an uninterrupted basis, consistent
        with prepetition practices; and

    (2) pay when due and in the ordinary course all premiums,
        administrative fees and other obligations, including any
        prepetition obligations.

The Debtor maintains various insurance policies and related
programs through several third-party carriers.  The Insurance
Programs include coverage for claims relating to, among other
things, in-orbit damage for its satellites, multimedia
liability, general liability, directors and officers' liability,
automotive liability, legal liability and property.

Satelites Mexicanos, S.A. de C.V., provides fixed satellite
services in Mexico.  Satmex provides transponder capacity via
its satellites to customers for distribution of network and
cable television programming, direct-to-home television service,
on-site transmission of live news reports, sporting events and
other video feeds.  Satmex also provides satellite transmission
capacity to telecommunications service providers for public
telephone networks in Mexico and elsewhere and to corporate
customers for their private business networks with data, voice
and video applications. Satmex also provides the government of
the United Mexican States with approximately 7% of its satellite
capacity for national security and public purposes without
charge, under the terms of the Orbital Concessions.

The Debtor filed for chapter 11 petition on August 11, 2006
(Bankr. S.D.N.Y. Case No. 06-11868).  Luc A. Despins, Esq., at
Milbank, Tweed Hadley & McCloy LLP represents the Debtor in the
U.S. Bankruptcy proceedings.  Attorneys from Galicia y Robles,
S.C., and Quijano Cortina Lopez y de la Torre give legal advice
in the Debtor's Mexican Bankrutpcy proceedings.  UBS Securities
LLC and Valor Consultores, S.A. de C.V., give financial advice
to the Debtor.  Steven Scheinman, Esq., Michael S. Stamer, Esq.,
and Shuba Satyaprasad, Esq., at Akin Gump Strauss Hauer & Feld
LLP give legal advice to the Ad Hoc Existing Bondholders'
Committee. Dennis Jenkins, Esq., and George W. Shuster, Jr.,
Esq., at Wilmer Cutler Pickering Hale and Dorr LLP give legal
advice to Ad Hoc Senior Secured Noteholders' Committee.  As of
July 24, 2006, the Debtor has US$905,953,928 in total assets and
US$743,473,721 in total liabilities.

On May 25, 2005, certain holders of Satmex's Existing Bonds and
Senior Secured Notes filed an involuntary chapter 11 petition
against the Company (Bankr. S.D.N.Y. Case No. 05-13862).
On June 29, 2005, Satmex filed a voluntary petition for a
Mexican reorganization, known as a Concurso Mercantil, which was
assigned to the Second Federal District Court for Civil Matters
for the Federal District in Mexico City.

On August 4, 2005, Satmex filed a petition, pursuant to Section
304 of the Bankruptcy Code to commence a case ancillary to the
Concurso Proceeding and a motion for injunctive relief seeking,
among other things, to enjoin actions against Satmex or its
assets (Bankr. S.D.N.Y. Case No. 05-16103).  (Satmex Bankruptcy
News, Issue No. 7; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


SATELITES MEXICANOS: Milbank Tweed Holds US$580,932 Retainer
------------------------------------------------------------
Matthew S. Barr, Esq., a member of Milbank, Tweed, Hadley &
McCloy, LLP, in New York, informed the U.S. Bankruptcy Court for
the Southern District of New York that his firm held a
US$580,932 retainer as of the Debtor's filing for chapter 11
protection and not US$454,250 as previously disclosed.

Mr. Barr explained that due to an inadvertent miscalculation its
prior disclosure was inaccurate.

The Retainer remains unapplied, Mr. Barr adds.

As reported in the Troubled Company Reporter on Sept. 19, 2006
Mr. Barr tells the Court that on June 26, 2003, the Debtor
provided his firm with a US$200,000 retainer.  Over time, the
Debtor provided Milbank with additional payments to increase the
Retainer and, as of the Debtor's filing for chapter 11
protection, Milbank held US$454,250.

Satelites Mexicanos, S.A. de C.V., provides fixed satellite
services in Mexico.  Satmex provides transponder capacity via
its satellites to customers for distribution of network and
cable television programming, direct-to-home television service,
on-site transmission of live news reports, sporting events and
other video feeds.  Satmex also provides satellite transmission
capacity to telecommunications service providers for public
telephone networks in Mexico and elsewhere and to corporate
customers for their private business networks with data, voice
and video applications. Satmex also provides the government of
the United Mexican States with approximately 7% of its satellite
capacity for national security and public purposes without
charge, under the terms of the Orbital Concessions.

The Debtor filed for chapter 11 petition on August 11, 2006
(Bankr. S.D.N.Y. Case No. 06-11868).  Luc A. Despins, Esq., at
Milbank, Tweed Hadley & McCloy LLP represents the Debtor in the
U.S. Bankruptcy proceedings.  Attorneys from Galicia y Robles,
S.C., and Quijano Cortina Lopez y de la Torre give legal advice
in the Debtor's Mexican Bankrutpcy proceedings.  UBS Securities
LLC and Valor Consultores, S.A. de C.V., give financial advice
to the Debtor.  Steven Scheinman, Esq., Michael S. Stamer, Esq.,
and Shuba Satyaprasad, Esq., at Akin Gump Strauss Hauer & Feld
LLP give legal advice to the Ad Hoc Existing Bondholders'
Committee. Dennis Jenkins, Esq., and George W. Shuster, Jr.,
Esq., at Wilmer Cutler Pickering Hale and Dorr LLP give legal
advice to Ad Hoc Senior Secured Noteholders' Committee.  As of
July 24, 2006, the Debtor has US$905,953,928 in total assets and
US$743,473,721 in total liabilities.

On May 25, 2005, certain holders of Satmex's Existing Bonds and
Senior Secured Notes filed an involuntary chapter 11 petition
against the Company (Bankr. S.D.N.Y. Case No. 05-13862).  On
June 29, 2005, Satmex filed a voluntary petition for a Mexican
reorganization, known as a Concurso Mercantil, which was
assigned to the Second Federal District Court for Civil Matters
for the Federal District in Mexico City.

On August 4, 2005, Satmex filed a petition, pursuant to Section
304 of the Bankruptcy Code to commence a case ancillary to the
Concurso Proceeding and a motion for injunctive relief seeking,
among other things, to enjoin actions against Satmex or its
assets (Bankr. S.D.N.Y. Case No. 05-16103).  (Satmex Bankruptcy
News, Issue No. 7; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SATELITES MEXICANOS: Taps Togut Segal as Conflicts Counsel
----------------------------------------------------------
Satelites Mexicanos, S.A. de C.V., seeks permission from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Togut, Segal & Segal LLP as its conflicts counsel, nunc
pro tunc to Aug. 28, 2006.

The Court previously authorized the retention of Milbank, Tweed,
Hadley & McCloy LLP to serve as primary bankruptcy counsel to
the Debtor on a final basis.  In view of a potential or actual
conflict of interest, however, the Debtor seeks to retain Togut
Segal to handle discrete matters, which cannot be appropriately
handled by Milbank Tweed.

The Debtor has selected Togut Segal because of the firm's
knowledge in the fields of debtor's protections, creditors'
rights, and business reorganizations under the Bankruptcy Code.
In addition, Togut Segal possesses extensive expertise,
experience and knowledge practicing before the bankruptcy
courts.

Togut Segal has served as Chapter 11 counsel for Daewoo
International (America) Corp., an international trading company
and wholly owned subsidiary of Daewoo International Corporation,
a Korean conglomerate that underwent what is believed to be one
of the largest non-sovereign global debt restructurings in
history.  Togut Segal also served as Chapter 11 counsel for SK
Global America, Inc., the U.S.-based trading arm for the SK
Global conglomerate based out of Korea.  As with Daewoo America,
a Chapter 11 plan was successfully confirmed and consummated in
the SK Global America bankruptcy case.

Togut Segal also has extensive experience in transnational
cases, including:

    (i) Sammi Atlas, involving restructuring proceedings in
        Korea for a large Korean steel manufacturer that led to
        winding-up proceedings in Canada and, ultimately, to a
        bankruptcy case in the United States where the firm
        represented the Canadian Foreign Representative in
        commencing a Chapter 11 case in the Southern District of
        New York;

   (ii) the Olympia & York Tower B Company's World Financial
        Center, which involved the restructuring of more than
        US$1 billion of debt growing out of an international
        restructuring effort; and

  (iii) Axona International, where Albert Togut, Esq., a senior
        member of Togut Segal, was the Trustee.

The Debtor believes that Togut Segal's retention will avoid
unnecessary litigation and reduce the overall expenses of
administering the bankruptcy case.

The Debtor understands that the members, counsel and associates
of Togut Segal who will be employed in the case are members in
good standing of the Bar of the State of New York and the United
States District Court for the Southern District of New York.

At times when Milbank Tweed cannot represent the Debtors,
Togut Segal will:

    (a) advise the Debtor regarding its powers and duties as
        debtor-in-possession in the continued management and
        operation of its businesses and properties;

    (b) attend meetings and negotiate with representatives of
        creditors and other parties-in-interest;

    (c) take all necessary actions to protect and preserve the
        Debtor's estate, including prosecuting actions on the
        Debtor's behalf, defending any action commenced against
        the Debtor, and representing the Debtor's interests in
        negotiations concerning litigation in which the Debtor
        is involved, including, but not limited to, objections
        to claims filed against the estate;

    (d) prepare on the Debtor's behalf motions, applications,
        answers, orders, reports, and papers necessary to the
        administration of the estate;

    (e) advise the Debtor in connection with any potential sale
        of assets;

    (f) appear before the Court and any appellate courts, and
        protect the interests of the Debtor's estate before
        these courts; and

    (g) perform other necessary legal services and provide other
        necessary legal advice to the Debtor in connection
        with the case.

Togut Segal will be paid its customary hourly rates:

        Professional                         Hourly Rates
        ------------                         ------------
        Members & Counsels                 US$560 to US$795
        Associates & Paraprofessionals     US$115 to US$540

The firm will also be reimbursed according to its customary
reimbursement policies.

Albert Togut, Esq., at Togut, Segal & Segal, LLP, assures the
Court that his firm has not represented and will not represent
any party other than the Debtor in the case or in connection
with any matters that would be adverse to the Debtor's interest.
Togut Segal is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code, Mr. Togut asserts.

Satelites Mexicanos, S.A. de C.V., provides fixed satellite
services in Mexico.  Satmex provides transponder capacity via
its satellites to customers for distribution of network and
cable television programming, direct-to-home television service,
on-site transmission of live news reports, sporting events and
other video feeds.  Satmex also provides satellite transmission
capacity to telecommunications service providers for public
telephone networks in Mexico and elsewhere and to corporate
customers for their private business networks with data, voice
and video applications. Satmex also provides the government of
the United Mexican States with approximately 7% of its satellite
capacity for national security and public purposes without
charge, under the terms of the Orbital Concessions.

The Debtor filed for chapter 11 petition on August 11, 2006
(Bankr. S.D.N.Y. Case No. 06-11868).  Luc A. Despins, Esq., at
Milbank, Tweed Hadley & McCloy LLP represents the Debtor in the
U.S. Bankruptcy proceedings.  Attorneys from Galicia y Robles,
S.C., and Quijano Cortina Lopez y de la Torre give legal advice
in the Debtor's Mexican Bankrutpcy proceedings.  UBS Securities
LLC and Valor Consultores, S.A. de C.V., give financial advice
to the Debtor.  Steven Scheinman, Esq., Michael S. Stamer, Esq.,
and Shuba Satyaprasad, Esq., at Akin Gump Strauss Hauer & Feld
LLP give legal advice to the Ad Hoc Existing Bondholders'
Committee. Dennis Jenkins, Esq., and George W. Shuster, Jr.,
Esq., at Wilmer Cutler Pickering Hale and Dorr LLP give legal
advice to Ad Hoc Senior Secured Noteholders' Committee.  As of
July 24, 2006, the Debtor has US$905,953,928 in total assets and
US$743,473,721 in total liabilities.

On May 25, 2005, certain holders of Satmex's Existing Bonds and
Senior Secured Notes filed an involuntary chapter 11 petition
against the Company (Bankr. S.D.N.Y. Case No. 05-13862).  On
June 29, 2005, Satmex filed a voluntary petition for a Mexican
reorganization, known as a Concurso Mercantil, which was
assigned to the Second Federal District Court for Civil Matters
for the Federal District in Mexico City.

On August 4, 2005, Satmex filed a petition, pursuant to Section
304 of the Bankruptcy Code to commence a case ancillary to the
Concurso Proceeding and a motion for injunctive relief seeking,
among other things, to enjoin actions against Satmex or its
assets (Bankr. S.D.N.Y. Case No. 05-16103).  (Satmex Bankruptcy
News, Issue No. 7; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


TV AZTECA: Azteca America Launches Station in Washington
--------------------------------------------------------
Azteca America, TV Azteca's subsidiary, launched WQAW Channel 69
this month in Washington DC.  The over-the-air station is added
to previously announced coverage on Comcast cable in the market.

"Washington is the center of the country where ideas are
created, discussed and enriched.  We look forward to being an
active part of these discussions as they relate to our dynamic
Hispanic community," said Azteca America Chairman Luis J.
Echarte in Washington.

The station strengthens the presence of Azteca America's
Washington news bureau, led by veteran reporter Armando Guzman,
for its daily broadcast network news from Los Angeles, which
also includes Jorge Gestoso as a political analyst.

"We're proud to be bringing the best in Spanish-language
programming to this dynamic community, and we are committed to
being an active participant in Washington DC," said Nora Crosby,
Vice President of Operations of Una Vez Mas.

Azteca America, through its Fundacion Azteca America non-profit
arm, is supporting the Alcanzando Metas Foundation to further
education with Hispanic youth, and is also a sponsor of the
Congressional Caucus Institute's events for Hispanic Heritage
Month this year, as well as being a sponsor of the National
Hispanic Foundation for the Arts.

Azteca America is a company of Grupo Salinas, a Mexican
conglomerate with almost US$5 billion in annual sales and 50,000
employees in Mexico, the United States and Central and South
America.  This year, the group celebrates 100 years of service
excellence, with current operations in the broadcasting, retail,
banking and financial services, telecommunications and Internet
industries.

                   About Azteca America

Azteca America is the newest Spanish-language television network
in the United States.  The network is a wholly owned subsidiary
of TV Azteca S.A. de C.V., one of the two largest producers of
Spanish-language television content in the world.  Azteca
America currently has presence in 52 Hispanic markets.

                     About 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.


* MEXICO: WB Grants US$49.35MM Loan for Solar Thermal Project
-------------------------------------------------------------
The World Bank's Board of Directors approved a US$49.35 million
grant from the Global Environment Facility for Mexico to
demonstrate the operation of a low-greenhouse-gas-emitting
innovative technology.

The Solar Thermal Project Agua Prieta II seeks to demonstrate
the benefits of integrating a solar field with a large
conventional thermal facility, contribute to reducing the long-
term costs of the technology, and reduce global greenhouse gas
emissions.  The carbon emissions reduction is estimated in
391,270 tons of carbon dioxide over the 25-year economic life of
the plant.

"Global warming has been identified as a significant poverty and
strategic issue, especially in developing countries," said
Gabriela Elizondo Azuela, World Bank task manager for the
project.  "By developing sources of renewable energy that take
advantage of the country's strategic geographical position,
Mexico will benefit both the local economy and the global
environment."

Mexico is the ninth largest greenhouse emitter in the world.
The main carbon dioxide emission sources are energy combustion
(89 percent) and industrial processes (11 percent).  While most
of the anthropogenic emissions thought to be contributing to
global warming have historically come from industrialized
countries, modeling shows that in the future other countries,
such as India, China and Mexico will have, although in a much
lower scale, a growing contribution.  Although Mexico has
abundant renewable energy sources, it has only a small share of
generation capacity based on either wind, solar, hydro or
geothermal resources.  Notably, Mexico is located within the
world's solar belt where high solar insolations allow for the
efficient operation of grid-connected solar-based power
generation.

The project will be located in the Municipality of Agua Prieta,
State of Sonora, 6.3 km from the Agua Prieta City and 2 km from
the borderline with the United States.  It includes two
components, but only the first one will be financed by this
grant:

   1. Design and construction of a 31 MW (peak) solar field.
      The heat transfer fluid is heated as it circulates through
      the receiver and returns to a series of heat exchangers
      where the heat transfer fluid is used to generate
      high-pressure superheated steam.

   2. Design and construction of a 480 MW (net) gas-based
      thermal plant.  The superheated steam supplements steam
      from the heat recovery steam generator to a conventional
      reheat steam turbine generators to produce electricity.

The Global Environment Facility or GEF is a mechanism for
providing new and additional grant and concessional funding to
meet the agreed incremental costs of measures to achieve agreed
global environmental benefits in the six focal areas:

   -- climate change;
   -- biological diversity;
   -- international waters;
   -- persistent organic pollutants;
   -- land degradation; and
   -- ozone layer depletion.

GEF also supports the work of the global agreements to combat
desertification.

The World Bank Group is one of GEF's implementing agencies and
supports countries in preparing GEF co-financed projects and
supervising their implementation.  The Bank plays the primary
role in ensuring the development and management of investment
projects.  The Bank draws upon its investment experience in
eligible countries to promote investment opportunities and to
mobilize private sector, bilateral, multilateral, and other
government and non-government sector resources that are
consistent with GEF objectives and national sustainable
development strategies.

                        *    *    *

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
===========


* PANAMA: State Bank Posts US$61.4MM First Half 2006 Earnings
-------------------------------------------------------------
Figures from Panama's banking regulator indicated that the
consolidated net profits of Banco Nacional de Panama, the
Panamanian state-owned bank, increased 48% to US$61.4 million in
the first half of 2006, from the US$41.5 million recorded in the
same period in 2005, Business News Americas reports.

According to BNamericas, Banco Nacional's net interest income
increased 18% to US$76.8 million in the first half of 2006,
compared with the first half o f2005.  Its fee income grew 6% to
US$5.60 million.

BNamericas relates that Banco Nacional's net loans remained the
same at US$1.88 billion in June 2006, compared with June 2005.
Deposits increased 4% to US$3.08 billion.

Banco Nacional reported that its assets increased 6% to US$3.81
billion in June 2006, compared with June 2005.  Its equity also
rose 14% to US$570 million, BNamericas states.

                        *    *    *

Fitch Ratings assigned these ratings on Panama:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BBB      Apr.  8, 2005
   Long Term IDR      BB+      Dec. 14, 2005
   Short Term IDR       B      Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Dec. 14, 2005


* PANAMA: World Bank Grants US$60MM for Public Finance Dev't
------------------------------------------------------------
The World Bank's Board of Directors approved a US$60 million
loan for Panama to support the Government's public finance
reform program, which represents an important step in a long-
term partnership between the Bank and the Government of Panama.

"Panama's economy has grown at a rate of more than 6 percent
during the past three years, and the growth rate is expected to
reach 7 percent this year," said Jane Armitage, World Bank
Director for Central America.  "This excellent growth
performance in part reflects the past efforts by the Government
of Panama to restore greater fiscal discipline and thereby
strengthen the overall foundation for sustaining broad-based
economic growth."

The Public Finance and Institutional Development Loan will
support the implementation of the initial phase of the
Government's development program, as described in its Strategic
Vision document, with a focus on restoring fiscal sustainability
and improving fiscal transparency and public financial
management.  This one-time operation is based on the passage and
implementation of key fiscal and public financial management
reforms in 2005 and 2006.

Actions supported by this loan are expected to benefit Panama by
helping to create a more stable macroeconomic environment,
introducing greater transparency into public financial
management, and contributing to improved efficiency of public
spending.  As direct benefits, the loan is also expected to help
Panama obtain better financial terms for public borrowing and to
diversify its external sources of public finance.

Specific actions supported by this loan are likely to have
overall positive poverty and social impacts.  "Improving the
quality of public financial and expenditure management is
critical for reducing poverty given the large share of GDP
allocated to the social sectors in Panama," said Ulrich Lachler,
World Bank Lead Economist and co-task manager of the project.

The new DPL is a key component of the World Bank's two-year
Interim Assistance Strategy for Panama and the first
International Bank for Reconstruction and Development loan to be
approved under that strategy.

The US$60 million fixed-spread loan is repayable in 18 years and
includes a two-year grace period.

                        *    *    *

Fitch Ratings assigned these ratings on Panama:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BBB      Apr.  8, 2005
   Long Term IDR      BB+      Dec. 14, 2005
   Short Term IDR       B      Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Dec. 14, 2005




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


* PARAGUAY: Banking Sector Posts PGY367 Bil. August 2006 Profits
----------------------------------------------------------------
The central bank of Paraguay told Business News Americas that
the combined profits of the country's 13 banks increased 66.5%
to PGY367 billion during the January to August 2006 period,
compared with the same period in 2005.

BNamericas relates that operating profits grew 26.4% to PGY898
billion, as higher revenues increased 85% to PGY3.60 trillion in
August 2006 from August 2005.  Net service income rose 14.6% at
PGY158 billion and administrative expenses increased 6.3% to
PGY462 billion.

According to BNamericas, the banking sector's average return on
asset increased 3.84% in the January to August 2006 period,
compared with the 2.70% recorded in the same period last year.
Return on equity grew 38.4%, from 27.3%.

BNamericas notes that Interbanco, the largest bank in the
country, reported the highest earnings at PGY94.3 billion.  The
bank was followed by the local unit of Spain's BBVA with PGY60.4
billion.

The report says that Paraguayan banks' loans increased 9.2% to
PGY7.59 trillion in August 2006, compared with the same time in
2005, mainly due to agriculture and consumer lending.  The
banking sector's consolidated past-due loan ratio increased to
5.55% in August 2006, from 9.47% in August 2005.

The total assets of the banking sector increased 9.0% to PGY15.7
trillion during the 12 months ended August 2006, compared with
the same period in 2005.  Equity rose 17.5% to PGY1.93 trillion
while deposits grew 5.8% to PGY12.7 trillion, BNamericas states.

                        *    *    *

Moody's assigned these ratings on Paraguay:

     -- CC LT Foreign Bank Deposit, Caa2
     -- CC LT Foreign Curr Debt, Caa1
     -- CC ST Foreign Bank Deposit, NP
     -- CC ST Foreign Currency Debt, NP
     -- LC Currency Issuer Rating, Caa1
     -- FC Curr Issuer Rating, Caa1
     -- Local Currency LT Debt, WR

                        *    *    *

Standard & Poor's assigned these ratings on Paraguay:

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




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


CENTENNIAL COMMS: Aug. 31 Balance Sheet Upside Down by US$1.065B
----------------------------------------------------------------
Centennial Communications Corp. reported a loss from continuing
operations of US$2.2 million, or US$0.02 per diluted share, for
the fiscal first quarter of 2007 as compared to income from
continuing operations of US$14.6 million, or US$0.14 per diluted
share, in the fiscal first quarter of 2006.  The fiscal first
quarter of 2007 included US$2.1 million of stock-based
compensation expense due to the company's adoption of SFAS 123R
(expensing for stock options). Consolidated adjusted operating
income or AOI from continuing operations for the fiscal first
quarter was US$94.5 million, as compared to US$94.2 million for
the prior-year quarter.

"We have a strong history of growing retail cash flow in each of
our businesses and remain confident that organic growth will
continue to support our deleveraging strategy," said Michael J.
Small, Centennial's chief executive officer.  "Our proven local
market strategy remains the foundation for our success in a
competitive marketplace."

Centennial reported fiscal first-quarter consolidated revenue
from continuing operations of US$243.0 million, which included
US$120.4 million from U.S. wireless and US$122.6 million from
Caribbean operations.  Consolidated revenue from continuing
operations grew 2 percent versus the fiscal first quarter of
2006.  The company ended the quarter with 1.43 million total
wireless subscribers, which compares to 1.31 million for the
year-ago quarter and 1.39 million for the previous quarter ended
May 31, 2006.  The company reported 371,500 total access lines
and equivalents at the end of the fiscal first quarter, which
compares to 320,200 for the year-ago quarter.

                      Other Highlights

   -- On Sept. 11, 2006, the company and OneLink Communications
      announced a strategic alliance that will accelerate the
      deployment of converged services by bringing telephony to
      OneLink's 138,000 customers.

      Centennial, supported by a state-of-the-art fiber optic
      backbone and recently completed soft-switch network, will
      provide OneLink with service applications and connectivity
      to the public telephone network.  OneLink Communications,
      one of the leading cable companies in Puerto Rico, will be
      expanding its service portfolio by adding broadband
      telephony to its existing suite of services.

   -- On Sept. 18, 2006, the FCC's Advanced Wireless Service
      auction concluded with Centennial as the provisional
      winning bidder on two 20 MHz licenses covering over 1.3
      million Pops in Grand Rapids and Lansing, Michigan for
      an aggregate value of US$9.1 million.

                Centennial Segment Highlights

                  U.S. Wireless Operations

   -- Revenue was US$120.4 million, a 12 percent increase from
      last year's first quarter. Retail revenue (total revenue
      excluding roaming revenue) increased 17 percent from the
      year-ago period, supported by strong feature, data and
      access revenue from a 10 percent increase in total retail
      subscribers. Roaming revenue decreased 9 percent from the
      year-ago quarter as a result of a decline in the per
      minute rate for GSM roaming traffic.

   -- Average revenue per user or ARPU was US$67 during the
      fiscal first quarter, a 2 percent year-over-year increase.
      ARPU included approximately US$2.40 of data revenue per
      user, which grew 29 percent from the fiscal fourth
      quarter.

   -- AOI was US$43.7 million, a 7 percent year-over-year
      increase, representing an AOI margin of 36 percent.  AOI
      benefited from strong growth in retail revenue, partially
      offset by a decline in roaming revenue.

   -- U.S. wireless ended the quarter with 654,900 total
      subscribers including 51,300 wholesale subscribers.  This
      compares to 592,600 for the prior-year quarter including
      43,200 wholesale subscribers and to 648,000 for the
      previous quarter ended May 31, 2006 including 51,100
      wholesale subscribers.  At the end of the fiscal first
      quarter, approximately 80% of U.S. retail wireless
      subscribers were on GSM calling plans.  Postpaid retail
      subscribers increased 6,400 from the fiscal fourth
      quarter of 2006, supported by stable postpaid churn of
      1.9%.

   -- Capital expenditures were US$5.4 million for the fiscal
      first quarter.

                 Caribbean Wireless Operations

   -- Revenue was US$91.3 million, a decline of 5% from the
      prior-year first quarter, driven primarily by lower
      access and airtime revenue in Puerto Rico and the
      Dominican Republic.

   -- ARPU was US$41, an 11% decline from the year-ago period,
      due to the continued impact of prepaid subscriber growth
      in the Dominican Republic and aggressive marketing of
      companion rate plans in Puerto Rico.  Postpaid ARPU in
      Puerto Rico remained stable at US$68 and included
      approximately US$3.50 of data revenue per user.

   -- AOI totaled US$33.6 million, a 9% year-over-year decrease,
      representing an AOI margin of 37 percent.  AOI was
      unfavorably impacted by lower ARPU, partially offset by
      solid subscriber growth.

   -- Caribbean wireless ended the quarter with 775,500
      subscribers, which compares to 715,000 for the prior-year
      quarter and to 739,200 for the previous quarter ended
      May 31, 2006.  Customer growth benefited from strong
      prepaid subscriber growth in the Dominican Republic during
      the period, combined with postpaid subscriber growth in
      Puerto Rico.  Postpaid subscribers increased 8,100 from
      the year-ago period on postpaid churn of 2.6%.

   -- Capital expenditures were US$7.4 million for the fiscal
      first quarter.

                Caribbean Broadband Operations

   -- Revenue was US$35.1 million, a 4 percent year-over-year
      decrease.  Switched and dedicated revenue from core
      operations in Puerto Rico grew 8%, offset by a 45%
      year-over-year decline in wholesale termination revenue.

   -- AOI was US$17.2 million, a 3% increase from the year-ago
      period, representing an AOI margin of 49 percent.  AOI
      increased due to strong access line growth in Puerto Rico,
      partially offset by lower revenue from a decrease in
      southbound terminating traffic to the Dominican Republic.

   -- Switched access lines totaled approximately 73,100 at the
      end of the fiscal first quarter, an increase of 8,400
      lines, or 13% from the prior-year quarter.  Dedicated
      access line equivalents were 298,400 at the end of the
      fiscal first quarter, a 17% year-over-year increase.

   -- Capital expenditures were US$4.1 million for the fiscal
      first quarter.

              About Centennial Communications

Based in Wall, N.J., Centennial Communications, (NASDAQ: CYCL)
-- http://www.centennialwireless.com/-- is a provider of
regional wireless and integrated communications services in
the United States and the Caribbean with approximately 1.3
million wireless subscribers and 326,400 access lines and
equivalents.  The U.S. business owns and operates wireless
networks in the Midwest and Southeast covering parts of six
states.  Centennial's Caribbean business owns and operates
wireless networks in Puerto Rico, the Dominican Republic and the
U.S. Virgin Islands and provides facilities-based integrated
voice, data and Internet solutions.  Welsh, Carson, Anderson &
Stowe and an affiliate of the Blackstone Group are controlling
shareholders of Centennial.

At Aug. 31, 2006, Centennial Communications' balance sheet
showed a US$1,065,154,000 stockholders' deficit compared with
US$1,064,859,000 deficit at May 31, 2006.

                        *    *    *

Fitch assigned these ratings on June 28, 2006, for
Centennial Communications Corp. and its subsidiaries:

   Centennial Communications Corp.

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

   Centennial Cellular Operating Co.

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


FIRST BANCORP: Paying Preferred Dividends on Oct. 31, 2006
----------------------------------------------------------
First BanCorp declared the next payment of dividends on Series A
through E Preferred.  The estimated corresponding amounts,
record dates and payment dates for the Series A through E
Preferred Shares are:

  Series    US$Per/share     Record Date          Payment Date
    A       0.1484375      October 27, 2006     October 31, 2006
    B       0.17395833     October 16, 2006     October 31, 2006
    C       0.1541666      October 16, 2006     October 31, 2006
    D       0.15104166     October 16, 2006     October 31, 2006
    E       0.14583333     October 16, 2006     October 31, 2006

Regulatory approvals for payments of dividends were obtained as
a part of First BanCorp's previously announced agreement with
the Board of Governors of the Federal Reserve System, the
Federal Deposit Insurance Corp. and the Office of the
Commissioner of Financial Institutions of the Commonwealth of
Puerto Rico.

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'.  Fitch said the rating outlook remains
negative.


FIRST BANCORP: Remains Listed in the NYSE Through April 3, 2007
---------------------------------------------------------------
First BanCorp has received an extension for continued listing
and trading on the New York Stock Exchange through
April 3, 2007, subject to the NYSE's ongoing monitoring of the
Corporation's 2005 10-K filing efforts.

The Company disclosed that in the event that it does not
complete and file its 2005 Annual Report with the U.S.
Securities and Exchange Commission by April 3, 2007, the NYSE
advised that it will move forward with the initiation of
suspension and delisting procedures.

The Company expects to file the quarterly reports on Form 10-Q
for the interim periods for the year ended Dec. 31, 2005, and
the annual report on Form 10-K for the year ended Dec. 31, 2005,
during the first quarter of 2007.  Thereafter, it 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'.  Fitch said the rating outlook remains
negative.


PIER 1: Board Discontinues US$0.10 Per Share Quarterly Dividends
--------------------------------------------------------------
Pier 1 Imports, Inc.'s Board of Directors has decided to
discontinue the Company's US$0.10 per share quarterly dividend.

Marvin J. Girouard, chairman and chief executive officer,
commented, "We believe that discontinuing the cash dividend will
improve the Company's near-term liquidity and is consistent with
our efforts to provide financial stability as we execute Pier
1's turnaround strategy.  While the discontinuation of the cash
dividend was done in an effort to provide additional
flexibility, we still believe that the Company's cash on hand,
available lines of credit and proceeds from the sale of the
credit card business will be sufficient to meet our expected
cash requirements over the next fiscal year."

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

                           *     *     *

As reported in the Troubled Company Reporter on Sept. 26, 2006,
Moody's Investors Service downgraded Pier 1's corporate family
rating to B3 from B1 following continued degradation in same
store sales, which have resulted in modest operating results and
negative free cash flow.  Moody's said the rating outlook is
stable.


RENT-A-CENTER: Moody's Rates Proposed US$600-Million Loan at Ba2
----------------------------------------------------------------
Moody's Investors Service rated the proposed US$600 million
add-on to the secured term loan B of Rent-A-Center, Inc., at
Ba2, and downgraded the corporate family to Ba3, the existing
bank loan ratings to Ba2, and the senior subordinated notes to
B2.  The ratings reflects both the overall probability of
default of the company of Ba3, and a loss given default of LGD 3
for the secured term loan and LGD 5 for the senior subordinated
notes.  Proceeds from the new debt will be used to finance the
purchase of Rent-Way, Inc. (corporate family rating of B3 under
review for upgrade), a smaller operator of rent-to-own stores,
including its rated senior subordinated notes.  The downgrade of
the ratings is prompted by the increase in financial and
business risk that will occur as a result of the debt-financed
acquisition.  The rating outlook is stable.  This rating action
concludes the review that commenced on August 8, 2006.

This rating is assigned:

   * US$600 million proposed incremental secured term loan B at
     Ba2 (LGD 3, 39% LGD rate).

These additional ratings are lowered:

   * US$400 million secured revolving credit facility (
     LGD 3, 39% LGD rate) to Ba2 from Ba1;

   * US$200 million secured term loan A (LGD 3, 39% LGD
     rate) to Ba2 from Ba1;

   * US$125 million secured term loan B (LGD 3, 39% LGD rate) to
     Ba2 from Ba1;

   * US$300 million 7.5% senior subordinated notes (2010)
     (LGD 5, 88% LGD rate) to B2 from Ba3;

   * Corporate family rating to Ba3 from Ba2;

   * Probability of default rating to Ba3 from Ba2.

The ratings of Rent-Way, Inc., likely will be withdrawn upon
closing of the transaction.

Rent-A-Center's corporate family rating of Ba3 reflects the
balance of certain key quantitative and qualitative rating
drivers.  Key credit metrics such as Debt to EBITDA, interest
coverage, and free cash flow to debt have Ba or B
characteristics, with the exception of retained cash flow to
debt that has an investment grade score.  Also contributing to
the assigned ratings are the unproven success to date of
initiatives designed to stimulate average unit volume growth and
the challenges in expanding the personal loan business beyond
the test stage.

However, supporting the company's position are the leading
position of Rent-A-Center in the consumer rent-to-own industry
in terms of geography, store count, sales, and store count; the
lower cyclicality and seasonality of rent-to-own stores compared
to many other retailing segments; and the relatively high
quality of the store base.  Moody's anticipates that a portion
of operating cash flow will be used for meaningful debt
amortization going forward, in contrast to the company's
historic practice of using virtually all operating cash flow for
share repurchases, capital investment, and industry
consolidation.

The stable outlook anticipates that the company will steadily
grow comparable store sales and cash flow (in spite of the
potentially adverse impact of high motor fuel prices), that the
Rent-Way expansion will achieve a portion of the anticipated
post-merger operating efficiencies, and that the business line
expansion into financial services will prove profitable.

The outlook also considers Moody's expectation that
discretionary cash flow will be targeted towards debt repayment
rather than share repurchases or further acquisitions, as well
as the assumption that the company will maintain solid liquidity
through moderation of planned growth capital investment if
operating results fall below plan.

Operating pressures that prevent the company from growing
revenue and margin, a financial policy action such as share
repurchases, or a permanent decline in revolving credit facility
availability could cause the ratings to be lowered.
Specifically, ratings would to be lowered if operating
performance falters such that debt to EBITDA is above 5 times
one year following the transaction, EBIT to interest expense
falls below 1.5 times, or free cash flow becomes negative.

Ratings could eventually move upward if the company continues
the historical pattern of consistent sales growth at new and
existing stores; if possible acquisitions and returns to
shareholders do not adversely impact credit metrics, and if
financial flexibility strengthens such that EBIT coverage of
interest expense continues to exceed 2 times, leverage falls
toward 4.5 times, and Free Cash to Debt approaches 5% on a
sustainable basis.

Moody's has applied its new Probability-of-Default and Loss-
Given-Default rating methodology to Rent-A-Center.  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 disaggregates these two key assessments in long-term
ratings.  The LGD rating methodology also enhances the
consistency in Moody's notching practices across industries and
improves the transparency and accuracy of our ratings as our
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%).

Rent-A-Center, Inc, with headquarters in Plano, Texas operates
the largest chain of consumer rent-to-own stores in the U.S.
with 2,749 company operated stores located in the U.S., Canada,
and Puerto Rico.  Rent-A-Center also franchises 295 rent-to-own
stores that operate under the "ColorTyme" and "Rent-A-Center"
banners.  Revenue for the twelve months ending June 2006 was
about US$2.3 million.  The company will add 784 stores and sales
of more than US$500 million with the pending Rent-Way
acquisition.




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


* URUGUAY: State Power Firm Boosts Punta del Tigre Capacity
-----------------------------------------------------------
UTE, the state-owned power firm of Uruguay, has increased its
Punta del Tigre plant's capacity by 50 megawatts to 150
megawatts, Business News Americas reports, citing Tacuabe
Cabrera, the plant's project director.

The US$100-million plant consists four 50-megawatt open cycle
turbines that can run on diesel or natural gas.  It was
constructed by General Electric.

Mr. Cabrera told BNamericas that the project's capacity is
expected to reach 200 megawatts by Thursday.  However, it was
not fulfilled due to strikes and technical problems.

Mr. Cabrera had refused to tell BNamericas when the remaining
50-megawatt turbine would start operating.

                        *    *    *

On Sept 11, 2006, Fitch rated Uruguay's US$400 million issue of
5% inflation-indexed bonds payable in U.S. dollars and maturing
Sept. 14, 2018 'B+'.




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


FERRO CORP: Increasing Epoxidized Soybean Production by 20%
-----------------------------------------------------------
Ferro Corp.'s Organic Specialties Group disclosed that it is
increasing production capacity for Epoxidized Soybean Oil by 20%
by year-end 2006. The capacity increase will occur at Ferro's
Walton Hills, Ohio, manufacturing facility.

David Ankrett, Business Director, Flexible PVC and Specialty
Applications, noted that the measures to expand capacity
demonstrate Ferro's ongoing commitment to providing high-quality
products to the vinyl processing industry.

Ferro's Organic Specialties Group is a leading global producer
of stabilizers, plasticizers and lubricants for polyvinyl
chloride, polyolefins, urethanes, acrylonitrile butadiene
styrene, polystyrene and rubber products used in a wide variety
of markets.  Manufacturing and sales operations are located
throughout North America and Europe, with technical support
available from laboratories in the U.S., Portugal and Belgium.
The Group also includes Ferro's Fine Chemicals business and its
pharmaceuticals technology business, Ferro Pfanstiehl
Laboratories.

Headquartered in Cleveland, Ohio, Ferro Corp. (NYSE:FOE)
-- http://www.ferro.com/-- produces performance materials for
manufacturers, including coatings and performance chemicals.
The Company has operations in 20 countries and has approximately
6,800 employees globally.  In Latin America, the company has
operations in Argentina, Brazil, Mexico and Venezuela.

                        *    *    *

As reported in the Troubled Company Reporter on April 3, 2006,
Standard & Poor's Ratings Services lowered its ratings on Ferro
Corp., including its corporate credit rating to 'B+' from 'BB'.
All ratings remain on CreditWatch with negative implications,
where they were placed Nov. 18, 2005.


PEABODY ENERGY: Discloses Pricing of US$900MM Sr. Notes Offering
----------------------------------------------------------------
Peabody Energy Corp. disclosed the pricing of an offering of
US$650 million of 7.375% 10-year senior notes due 2016 and
US$250 million of 7.875% 20-year senior notes due 2026 under its
shelf registration statement.

"We're pleased to complete this senior notes offering, which
will help to fund the Excel Coal acquisition," said Peabody
Energy Chief Financial Officer and Executive Vice President of
Corporate Development Richard A. Navarre.  "The terms of these
offerings and ability to access the 20-year bond market, along
with the recently completed US$2.75 billion unsecured bank
facility, reflect the investment community's long-term
confidence in Peabody."

The underwriters expect to deliver the notes on Oct. 12, 2006.
Morgan Stanley & Co. Incorporated and Lehman Brothers Inc. are
serving as joint book- running managers for the senior notes
offering.

A copy of the prospectus supplement may be obtained by
contacting:

          Morgan Stanley
          Attn: Prospectus Department
          1585 Broadway
          New York, NY 10036
          Tel: (212) 761-6775;

              -- or --

          Lehman Brothers
          c/o ADP Financial Services Integrated
          Distribution Services
          1155 Long Island Avenue, Edgewood NY 11717
          Fax: (631) 254-7268

Headquartered in St. Louis, Missouri, Peabody Energy Corp.,
(NYSE: BTU) -- http://www.peabodyenergy.com/-- is the world's
largest private-sector coal company, with 2005 sales of 240
million tons of coal and U.S.US$4.6 billion in revenues.  Its
coal products fuel 10% of all U.S. and 3% of worldwide
electricity.  The company has coal operations in Venezuela.

                        *    *    *

As reported in the Troubled Company Reporter on Sept. 15, 2006
Standard & Poor's Rating Services assigned its 'BB' rating to
Peabody Energy Corp.'s proposed US$2.75 billion of senior
unsecured credit facilities, consisting of a US$1.8 billion
revolving credit facility and US$950 million Term Loan A.  S&P
said the rating outlook is stable.


PEABODY ENERGY: Fitch Rates US$900 Million Senior Notes at BB+
--------------------------------------------------------------
Fitch rates Peabody Energy Corp.'s US$650 million senior notes
due 2016 and US$250 million notes due 2026 'BB+'. Fitch also
affirms these ratings:

   -- Issuer Default Rating 'BB+';
   -- US$650 million senior notes due 2013 'BB+';
   -- US$250 million senior notes due 2016 'BB+';
   -- US$1.8 billion revolving credit facility 'BB+'; and
   -- US$950 million term loan facility 'BB+'.

The Outlook on all Ratings is stable.

The new notes will be used to finance, in part, the acquisition
of Excel Coal Limited (Excel) for a total acquisition price of
approximately US$1.54 billion plus assumed debt of approximately
US$193 million.  The transaction is to be an all cash deal and
be debt financed.

The financing will double Peabody's current debt load and
increase Total Debt/Operating EBITDA from 1.6x to 3.3x pro forma
for the latest 12 months ended June 30, 2006.  Excel
shareholders have approved the sale and following court approval
of the vote, Peabody anticipates financial closing of the
transaction later this month.

Excel has three near term development projects that will lead to
growth in cash flows for 2007 and 2008. The transaction
diversifies Peabody's Australian operations and increases its
scale in this fast growing market.

The ratings reflect Peabody's large, well-diversified
operations, good control of low cost production, strong
liquidity and moderate leverage. The outlook is for coal
producers to continue to benefit from a strong pricing
environment over the near term.

Peabody is the largest US coal producer fueling 10% of domestic
electricity generation.  Pro forma for the Excel acquisition and
completed development, the company will be the fifth largest
coal producer in Australia.  Peabody's operations are well
diversified with new activity concentrated in the Powder River
Basin and the Illinois Basin where it dominates.  Peabody has
over 9 billion tons of coal reserves.


UNIVERSAL COMPRESSION: Moody's Puts Loss-Given-Default Ratings
--------------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the oilfield service and refining and marketing
sectors last week, the rating agency confirmed its Ba2 Corporate
Family Rating for Universal Compression Inc.

In addition, Moody's revised its probability-of-default ratings
and assigned loss-given-default ratings on these debentures:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Sr. Sec. Gtd.
   Term Loan
   Due 2012              Ba2      Ba1      LGD3       36%

   Sr. Sec. Gtd.
   Revolving Credit
   Facility Due 2010     Ba2      Ba1      LGD3       36%

   7.25% Sr. Unsec.
   Global Notes
   Due 2010              Ba3      B1       LGD5       88%

Moody's explains that 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 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%).

Headquartered in Houston, Texas, Universal Compression, Inc. --
http://www.universalcompression.com/-- provides natural gas
compression equipment and services, primarily to the energy
industry in the United States, as well as in Canada, Venezuela,
Argentina, Columbia, and Australia.


* BOOK REVIEW: The Failure of The Franklin National Bank
--------------------------------------------------------
Author:     Joan E. Spero
Publisher:  Beard Books
Paperback:  235 Pages
List Price: US$34.95

Order your personal copy at
http://amazon.com/exec/obidos/ASIN/1893122344/internetbankrupt

In 1974 the international financial system faced its most
serious crisis since the 1930s.  The stresses and shocks of that
year, including the failure of the Franklin National Bank, led
to a crisis of confidence that brought the International banking
system dangerously close to disaster.  Franklin's failure forced
United States and foreign regulatory authorities to devise new
ways to avert an international banking crisis, and served as a
catalyst for later efforts to bring international banking under
public management.

The author's case study, first published in 1979 when events
were very fresh, examines the failure of the Franklin -- once
the twentieth largest bank in the United States -- within the
context of the bank crisis.  Franklin's collapse was both cause
and effect; changes in banking regulation and practice
contributed to the bank's problems, while its collapse forced
bank regulators and policymakers to address the new
international nature of banking and to cooperate in addressing
dramatic changes in international financial markets, and,
hopefully, avoiding a repeat of the crisis.

The book begins by reviewing the economic and political factors
that led to the internalization of American banks, as many banks
became multinational corporations.  This phenomenon surged
during the 1960s and 1970s, carrying the Franklin (which even
acquired a foreign owner, Italian financier Michele Sindona)
with it.  The work then examines the extent to which the
Franklin's demise was caused by its international activities
and, in turn, the manner in which Franklin's insolvency
threatened the international banking system.

After analyzing the crisis's antecedents, the book moves to a
discussion of United States regulatory responses to control it,
and explains how American authorities were forced to take
innovative steps to manage the international dimensions of the
Franklin crisis.  Those steps included a massive Federal Reserve
loan and the use of that loan to cover foreign branch outflows,
assistance in managing foreign exchange operations and the
eventual purchase of Franklin's foreign exchange book, and the
FDIC sale.

Not even those bold regulatory approaches sufficed to stem the
crisis, however, United States regulators were obliged to seek
assistance from other nations' financial authorities.  The
cooperative approach not only prevented the crisis from
devolving into a crash, but also laid groundwork for increased
cooperation in the future.  This achievement, the author
concludes, was the lasting (and beneficial) effect of the
failure of the Franklin National Bank.

The Franklin Episode, thus, revealed both the weaknesses and the
strengths of the United States' regulatory system as it applies
to international banking.


                        ***********


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.


               * * * End of Transmission * * *