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        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

          Tuesday, October 17, 2006, Vol. 7, Issue 206

                            Headlines

A R G E N T I N A

ALPARGATAS SAIC: Fitch Arg Puts D Ratings on US$916.1MM of Debts
AUTOMOVILES GONZALEZ: Asks for Court OK to Restructure Debts
BANCO HIPOTECARIO: S&P Puts D Rating on US$500-Million Certs.
BLAZER SRL: Deadline for Verification of Claims Is on Dec. 13
CLISA: S&P Puts D Rating on US$100 Mil. Obligaciones Negociables

CORMILLOT COMUNICACIONES: Claims Verification Is Until Nov. 29
FEBRERO SA: Trustee Verifies Proofs of Claim Until Nov. 24
INTEGRAL GRAFICA: Claims Verification Deadline Is on Nov. 15
METROGAS: S&P Puts D Rating on US$600MM Obligaciones Negociables
POWER COLD: Seeks for Court Approval to Reorganize Business

P.S.B. SA: Last Day for Verification of Claims Is on Nov. 20
SANCOR COOP: Moody's LatAm Rates US$94.8-Million Notes at D
TELFONICA DE ARGENTINA: Appoints Eduardo Caride as President
TELEFONICA DE ARGENTINA: S&P Raises Currency Rating to B+
TELEFONICA HOLDING: S&P Upgrades Credit Rating to B+

* ARGENTINA: Activists Continue Blocking Road to Uruguay
* ARGENTINA: Enarsa Will Ink Accord with Petroles de Venezuela

B A H A M A S

COMPLETE RETREATS: Hires 19 Ordinary Course Professionals
JETBLUE AIRWAYS: Reports 8.2% Traffic Increase in September

B A R B A D O S

SECUNDA INT: Terminates Tender Offer for US$125MM Sr. Notes
SECUNDA INT: IPO Termination Cues S&P to Revise Rating Outlook

B E R M U D A

DIGICEL LTD: Names David Hunter as Country Manager for Bermuda
INTELSAT (BERMUDA): Fitch Rates US$600MM Credit Facility at CCC+

B R A Z I L

COMPANHIA DE BEBIDAS: Names Joao Castro Neves as Quinsa CEO
COMPANHIA DE BEBIDAS: Paying US$52MM Settlement to Credit Suisse
COMPANHIA DE BEBIDAS: Quinsa Picks Inversora to Acquire Brands
COMPANHIA SIDERURGICA: Wheeling Investors Say No to Merger
NET SERVICOS: Executes Agreements to Acquire Interest in Vivax

PETROBRAS INT'L: Fitch Rates US$500 Million Senior Notes at BB+
PETROLEO BRASILEIRO: Starting Operations on Two Oil Platforms
USINAS SIDERURGICAS: Investing BRL20MM for Laboratory Upgrades

C A Y M A N   I S L A N D S

AMERICAN MASTERS: Final Shareholders Meeting Is on Nov. 2
ARTEMIS CO: Shareholders Convene for Final Meeting on Nov. 2
BEA LTD: Final Shareholders Meeting Is Scheduled for Nov. 2
BRE/SATELLITE I: Final Shareholders Meeting Is Set for Nov. 2
BRE/SATELLITE II: Sets Final Shareholders Meeting for Nov. 2

BRE/SATELLITE III: Last Shareholders Meeting Is Set for Nov. 2
BRE/SATELLITE IV: Calls Shareholders for Final Meeting on Nov. 2
BRUNSWICK (ONE): Liquidator Presents Wind Up Accounts on Nov. 2
BRUNSWICK (SEVEN): Last Shareholders Meeting Is Set for Nov. 2
DIVI TIARA: Continues Accepting Purchase Offers

EMF CORPORATE: Shareholders Gather for Final Meeting on Nov. 2

C H I L E

GOODYEAR TIRE: Borrows US$1 Bil. Under Revolving Credit Facility
SHAW: Unit Completes JPY128.98B Limited-Recourse Bond Offering

C O S T A   R I C A

DENNY'S CORP: Initiates Organizational Changes in Company

* COSTA RICA: Will Implement New Currency Exchange System

C U B A

DRESSER RAND: US Fines Firm US$171,300 for Trading with Cuba

* CUBA: US Fines Dresser Rand US$171,300 for Trading with Nation

D O M I N I C A N   R E P U B L I C

AES DOMINICANA: Units Meeting with Govt. Commission on Oct. 18
BANCO INTERCONTINENTAL: Lawyers Want Ex-Monetary Officers Sued
BANCO INTERCONTINENTAL: Prosecutors Start Reading Indictments
FALCONBRIDGE LTD: Xstrata Acquires Additional Shares of Company

E L   S A L V A D O R

AES CORPORATION: Moody's Assigns Loss-Given-Default Ratings

G U A T E M A L A

GOODYEAR TIRE: Increases Cash Position by Borrowing US$1 Bil.

* GUATEMALA: Awards Technical Aid Contract to Nobel Systems

M E X I C O

BANCO MERCANTIL: Sells Two Series of Subordinated Notes
DIRECTV INC: Reports Successful Launching of 9S Satellite
MERIDIAN AUTOMOTIVE: Wants to Continue Employing Stegenga as CRO
MOVIE GALLERY: Moody's Assigns Loss-Given-Default Ratings
NORTEL NETWORKS: Declares Percentage for Fixed Dividend Rate

NORTEL NETWORKS: Declares Preferred Share Dividends
TV AZTECA: Azteca America Names James Clemente Account Director

P A R A G U A Y

BENQ MOBILE: Closing Argentina, Paraguay & Uruguay Operations
PARMALAT: Creditors Convert Warrants to Buy 91,308 Co. Shares

P E R U

BANCO DE CREDITO: Fitch Assigns C/D Individual Rating

* PERU: IDB Approves US$1.07MM Grants & US$1MM Equity Investment

P U E R T O   R I C O

ADELPHIA COMMS: Unit Can Sell Property to Tulsat US$1.7 Million
ADELPHIA: Judge Gerber Approves Stipulation with Broadcast Music
PILGRIM'S PRIDE: Moody's Assigns Loss-Given-Default Ratings

S U R I N A M E

YPF SA: Parent Firm Conducting Oil & Gas Exploration in Suriname

U R U G U A Y

* URUGUAY: Argentine Activists Continue Road Blockade

V E N E Z U E L A

CITGO PETROLEUM: US Energy Sec. Won't Reject Discounted Fuel
FERRO CORP: Terminates Negotiations to Sell Specialty Plastics
PETROLEOS DE VENEZUELA: Working with Enarsa to Audit Ayacucho 6

* BOND PRICING: For the week of October 9 -- October 13, 2006


                         - - - - -


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


ALPARGATAS SAIC: Fitch Arg Puts D Ratings on US$916.1MM of Debts
----------------------------------------------------------------
Fitch Argentina assigned these ratings on Alpargatas S.A.I. y C.'s debts:

The rating action was done based on the company's balance sheet at June 30,
2006.

  -- Obligaciones Negociables subordinated and convertible into
     ordinary shares for US$800,000,000

     * Last due: 30 July 2003
     * Rate: D

  -- Eurobonds, media term, Series X for US$40,000,000

     * Rate: D

  -- Obligaciones Negociables Series A for US$1.1 millions and
     Series B for US$80 millions

     * Rate: D

  -- Obligaciones negociables convertibles for US$70,000,000

     * Rate: D

  -- Obligaciones Negociables convertible for US$5,100,000

     * Rate: D


AUTOMOVILES GONZALEZ: Asks for Court OK to Restructure Debts
------------------------------------------------------------
Court No. 10 in Buenos Aires is studying the merits of Automoviles Gonzalez
S.A.'s petition to restructure its debts after it stopped paying its
obligations on May 10, 2005.

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

Clerk No. 20 assists the court in the case.

The debtor can be reached at:

          Automoviles Gonzalez S.A.
          Avenida Juan Bautista Alberdi 5930
          Buenos Aires, Argentina


BANCO HIPOTECARIO: S&P Puts D Rating on US$500-Million Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned ratings on Banco Hipotecario's
debts:

   -- Program of Obligaciones Negociable for US$1,200,000,000,
      raA+

   -- Series in default for US$500,000,000, included under the
      global program of Cedulas Hipotecarias, D.

The ordinary shares Class D have been included in category 2.  The rating
action was done on June 30, 2006.


BLAZER SRL: Deadline for Verification of Claims Is on Dec. 13
-------------------------------------------------------------
Juan Manuel Vila Perbeils, the court-appointed trustee for Blazer S.R.L.'s
bankruptcy proceeding, will verify creditors' proofs of claim until Dec. 13,
2006.

Mr. Perbeils will present the validated claims in court as individual
reports on Feb. 27, 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 Blazer 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 Blazer's accounting and banking
records will follow on Apr. 10, 2007.

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

The trustee can be reached at:

         Juan Manuel Vila Perbeils
         Vidal 1670
         Buenos Aires, Argentina


CLISA: S&P Puts D Rating on US$100 Mil. Obligaciones Negociables
----------------------------------------------------------------
Standard & Poor's rating services assigned these ratings on Clisa's debts:

   -- Obligaciones Negociables with guarantee for
      US$100,000,000, D;

   -- Obligaciones Negociables with guarantee for US$15,000,000,
      raBB+;

   -- Obligaciones Negociables with guarantee for
      US$120,000,000, raBB+.

The rating action was based on the company's balance sheet at June 30, 2006.


CORMILLOT COMUNICACIONES: Claims Verification Is Until Nov. 29
--------------------------------------------------------------
Nestor Agustin Iribe, the court-appointed trustee for Cormillot
Comunicaciones S.A.'s bankruptcy case, will verify creditors' proofs of
claim until Nov. 29, 2006.

Under the Argentine bankruptcy law, Mr. Iribe 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 Cormillot
Comunicaciones and its creditors.

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

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

The trustee can be reached at:

          Nestor Agustin Iribe
          Avenida Corrientes 1250
          Buenos Aires, Argentina


FEBRERO SA: Trustee Verifies Proofs of Claim Until Nov. 24
----------------------------------------------------------
Maria Cristina Agrelo, the court-appointed trustee for Febrero S.A.'s
bankruptcy case, verifies creditors' proofs of claim until Nov. 24, 2006.

Under the Argentine bankruptcy law, Ms. Agrelo is required to present the
validated claims in court as individual reports.  Court No. 17 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
Febrero and its creditors.

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

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

Febrero was forced into bankruptcy at the behest of Mario Delfino, whom it
owes US$4,439,12.

Clerk No. 34 assists the court in the case.

The debtor can be reached at:

          Febrero S.A.
          Chivilcoy 4304
          Buenos Aires, Argentina

The trustee can be reached at:

          Maria Cristina Argelo
          Viamonte 1365
          Buenos Aires, Argentina


INTEGRAL GRAFICA: Claims Verification Deadline Is on Nov. 15
------------------------------------------------------------
Adalberto Corbelleri, the court-appointed trustee for Integral Grafica
S.R.L.'s bankruptcy case, will verify creditors' proofs of claim until Nov.
15, 2006.

Under the Argentine bankruptcy law, Mr. Corbelleri is required to present
the validated claims in court as individual reports.  Court No. 26 in Buenos
Aires will determine if the verified claims are admissible, taking into
account the trustee's opinion and the objections and challenges raised by
Integral Grafica and its creditors.

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

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

Integral Grafica was forced into bankruptcy at the behest of Gabriel
Salvatierra, whom it owes US$5,158.38.

Clerk No. 51 assists the court in the case.

The debtor can be reached at:

          Integral Grafica S.R.L.
          Riestra 5547
          Buenos Aires, Argentina

The trustee can be reached at:

          Nestor Agustin Iribe
          Avenida Corrientes 1250
          Buenos Aires, Argentina


METROGAS: S&P Puts D Rating on US$600MM Obligaciones Negociables
----------------------------------------------------------------
Standard & Poor's assigned these ratings on Metrogas S.A.'s debts:

   -- Obligaciones Negociables Series 2-B for EUR26,070,450

      * Rate: raBB+

   -- Obligaciones Negociables Series 1 for US$236,285,638

      * Rate: raBB+

   -- Obligaciones Negociables Series 2-A for US$6,254,764

      * Rate: raBB+

   -- Program of Obligaciones Negociables simples for
      US$600,000,000

      * Rate: D

The rating action was done based on MetroGas' balance sheet at June 30,
2006.


POWER COLD: Seeks for Court Approval to Reorganize Business
-----------------------------------------------------------
Court No. 11 in Buenos Aires is studying the merits of Power Cold S.A.'s
petition to reorganize its business after it stopped paying its debts on
July 24, 2006.

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

Clerk No. 22 assists the court in the proceeding.

The debtor can be reached at:

          Power Cold S.A.
          Ayacucho 1165
          Buenos Aires, Argentina


P.S.B. SA: Last Day for Verification of Claims Is on Nov. 20
------------------------------------------------------------
Marcela Ingrid Vainberg, the court-appointed trustee for P.S.B. S.A.'s
reorganization proceeding, will verify creditors' proofs of claim until Nov.
20, 2006.

Ms. Vainberg will present the validated claims in court as individual
reports on Feb. 5, 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 P.S.B. 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 P.S.B.'s accounting and banking
records will follow on March 19, 2007.

On Aug. 30, 2006, P.S.B.'s creditors will vote on a settlement plan that the
company will lay on the table.

The debtor can be reached at:

          P.S.B. S.A.
          Arce 949
          Buenos Aires, Argentina

The trustee can be reached at:

          Marcela Ingrid Vainberg
          Lavalle 2024
          Buenos Aires, Argentina


SANCOR COOP: Moody's LatAm Rates US$94.8-Million Notes at D
-----------------------------------------------------------
Sancor Coop. Unidas Ltda.'s debts are rated D by Moody's Latin America:

   -- Obligaciones Negociables Serie 2, for US$19,000,000,
      issued under the Obligaciones Negociables program for up
      to US$300,000,000

      * Last due: Jan. 27, 2004
      * Rate: D

   -- Obligaciones Negociables Serie 3 for US$75,800,000,
      included under the emission for up to US$300,000,000

      * Last due: Jan. 27, 2004
      * Rate: D

The rating action was based on the company's financial status at
June 30, 2006.

Headquartered in Sunchales, Santa Fe, Argentina, SanCor is
comprised of 63 active co-ops in the dairy milk industry,
located throughout the territory of the provinces of Santa Fe,
Cordoba and Buenos Aires. Sancor is one of the largest milk
processors and marketers in Argentina, with a strong market
share, very well known brand names, and a wide presence in the
retail channel.


TELFONICA DE ARGENTINA: Appoints Eduardo Caride as President
------------------------------------------------------------
Telefonica de Argentina SA said in a statement that it has selected Eduardo
Caride to replace Mario Vazquez as the new company president.

Business News Americas relates that Mr. Caride was Telefonica Moviles'
president for the Southern Cone including operations in Argentina, Chile and
Uruguay.

Mr. Vazquez will remain as a board member of Telefonica's Latin American
unit, BNamericas reports.

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.


TELEFONICA DE ARGENTINA: S&P Raises Currency Rating to B+
---------------------------------------------------------
Standard & Poor's Ratings Services raised on Oct. 9, 2006,  Telefonica de
Argentina S.A's foreign currency counterparty credit rating to B+/Stable/--
from B/Stable.

The ratings on Telefonica de Argentina S.A. reflect the financial and
regulatory challenges of operating in Argentina and the exposure to currency
mismatch risks, as a great portion of the company's debt is foreign
currency-denominated, while cash generation is in Argentine pesos.  The
company's good market position, efficient operations, and strengthened
financial performance partially mitigate these negative factors.

Although there was some recent progress in contract renegotiation,
regulatory risks remain high.  In February 2006, Telefonica de Argentina
signed a memorandum of understanding with the government regarding contract
renegotiations.  Among other nontariff-related elements, the agreement
includes the possibility of raising international incoming calling rates and
the equalization of the off-peak time for local and long-distance calls
(this would extend peak time by one hour and result in lower rate
discounts), which should increase Telefonica de Argentina's revenues by
about US$20 million, or 2%.  Standard & Poor's Ratings Services expects the
changes proposed in the memorandum to have a limited effect on the company's
credit quality, and we do not expect other tariff increases for the telecom
industry, at least in the short to medium term. Implementation of the
agreement is on hold pending additional legal requirements.  In addition,
Telefonica de Argentina's shareholders would have to withdraw the lawsuit
filed in the World Bank's international arbitration court against the
Argentine government if it reaches a final agreement.

In spite of the persistence of regulatory uncertainties, Telefonica de
Argentina's financial performance has gradually recovered as a result of the
economic improvements in the country (and the relatively stable exchange
rates and still manageable inflation levels) and significant debt
reductions.  EBITDA interest coverage and funds from operations to total
debt for the 12 months ended June 2006 improved to 5.8x and 62.5%,
respectively, from 4.2x and 36.4% in fiscal 2004.  These improvements should
allow the company to weather a certain level of unfavorable changes in
Argentina's macroeconomic environment-particularly with regard to inflation
and exchange rates-and still maintain credit measures commensurate with the
current rating category, even under a scenario of continuing regulatory risk
and no or minimal tariff increases.

In addition, significant debt reductions (to a great extent of intercompany
loans) improved Telefonica de Argentina's debt-to-capitalization ratio to
44.0% as of June 2006 and the debt-to-EBITDA ratio to 1.4x in the 12 months
ended June 2006 (compared with 57.2% and 2.2x, respectively, in fiscal
2004).

Despite the capital reduction approved in September 2006 for Argentine pesos
1,048 million (about US$340 million), Standard & Poor's expects Telefonica
de Argentina's financial profile and credit measures to remain adequate.
The transaction will be funded mostly with cash holdings and future cash
generation and should not affect cash flow coverage measures.  As a result,
the rating agency expects Telefonica de Argentina's year-end debt to be
slightly lower than the US$910 million registered as of December 2005, and
credit measures similar to the ones exhibited in fiscal 2005 (debt-to-EBITDA
and FFO-to-debt ratios amounted to 1.6x and 54.6%, respectively, in 2005).
Standard & Poor's does not expect additional capital reductions in the short
to medium term.  In addition, it expects the company to continue gradually
reducing debt starting in 2007.

Telefonica de Argentina is one of two incumbent telephone companies in
Argentina, formed in 1990 after the privatization of state
telecommunications.  Holding approximately 53% of the more than 8 million
lines in service in Argentina, Telefonica de Argentina currently provides
basic telecom services for local, national, and international long-distance
and broadband Internet services) throughout the country.  The Spanish
telecommunication operator Telefonica S.A. (BBB+/Negative/A-2) directly and
indirectly owns 98% of Telefonica de Argentina's shares.

Liquidity

Standard & Poor's considers Telefonica de Argentina's liquidity adequate,
given the company's good cash generation and manageable maturity schedule.
Under the current scenario of the tariff freeze and pesification, this
partially helps mitigate the exposure to currency mismatch risks derived
from a mostly dollarized debt base, to be served with cash flows generated
in Argentine pesos.

As of June 30, 2006, Telefonica de Argentina had approximately US$60 million
in short-term debt, compared with total cash holdings of US$139 million.
Total consolidated debt as of
June 30, 2006, amounted to US$778 million (including interest).  The company
does not face important maturities until November 2007, when US$190 million
in notes comes due.

Telefonica de Argentina's current cash generation should allow the company
to internally fund capital expenditures (for about US$160 million), to
partially fund the above-mentioned capital reduction, and continue reducing
debt.

Outlook

The stable outlook reflects our expectations that the company's good
competitive position and a relatively stable economy will allow it to
maintain its financial performance, even if conditions in Argentina become
more challenging.  Standard & Poor's expects the company to maintain a
prudent financial policy so as not to jeopardize its current financial
position.  Rating upside is limited by the current business environment in
Argentina, especially with regard to regulatory risk and the persistence of
currency mismatch risks.  The ratings could be revised if the company
becomes more aggressive than expected or tariff inflexibility persists under
a higher-than-expected inflationary and exchange rate scenario.


TELEFONICA HOLDING: S&P Upgrades Credit Rating to B+
----------------------------------------------------
Standard & Poor's Ratings Services raised on Oct. 9, 2006, Telefonica
Holding de Argentina S.A.'s counterparty credit rating to B+/Stable/-- from
B/Stable.

The rating on Telefonica Holding de Argentina S.A. is based on its indirect
stake of 32.4% in Telefonica de Argentina S.A. aka TASA, an Argentine-based
integrated telecom incumbent provider that has about a 53% fixed-line share
throughout the country.  Given that Telefonica Holding's main asset is its
stake in TASA, Standard & Poor's views the credit quality of both entities
as intrinsically intertwined.

The ratings on TASA reflect the financial and regulatory challenges of
operating in the Argentine environment and the exposure to currency mismatch
risks, as a significant portion of the company's debt is foreign
currency-denominated while cash generation is in Argentine pesos.  The
company's good market position, efficient operations, and strengthened
financial performance partially mitigate these negative factors.

Although there was some recent progress in the license contract
renegotiation (pending since 2002), regulatory risks remain high.  In
February 2006, TASA signed a memorandum of understanding with the
government, but the changes proposed in the memorandum are expected to have
a limited effect on the company's credit quality, and we do not expect other
tariff increases for the telecom industry.  Implementation of the agreement
is on hold pending additional legal requirements.  In addition, TASA's
shareholder would have to withdraw the lawsuit filed in the World Bank's
international arbitration court against the Argentine government if it
reaches a final agreement.

Telefonica Holding's financial profile improved as a result of the
capitalization of inter-company loans for approximately US$590 million,
which materialized in the last quarter of 2005 (equivalent to about 97% of
the company's financial debt as of September 2005).  Although this
capitalization did not represent a cash inflow for Telefonica Holding, it
significantly improved its financial statements and ratios, as net worth
became positive and financial debt declined to US$16.5 million. About US$7
million of that debt corresponds to outstanding notes with third parties
that mature in February 2007 and the rest to inter-company loans.

Telefonica Holding's overall financial profile is highly dependent on the
performance of its subsidiaries, as it is a holding company whose only
significant asset is its stake in COINTEL, through which it participates in
TASA, its main source of funds through management fees (equivalent to 4% of
TASA's gross margin) and dividends (received through COINTEL).  After the
financial debt capitalization, and despite the fact that COINTEL has not
distributed dividends since 2001, Telefonica Holding's revenue stream is
expected to be sufficient to cover SG&A expenses, as well as interest and
debt with third parties.

Liquidity

Telefonica Holding's cash flow ultimately depends on flows from TASA. Its
liquidity position was relieved after the capitalization of its financial
debt with companies of the group.

Outlook

The stable outlook on Telefonica Holding mirrors the outlook assigned to
TASA and reflects the close link between the credit quality of the two
companies.  As such, the ratings on Telefonica Holding should move in tandem
with the ratings on TASA.


* ARGENTINA: Activists Continue Blocking Road to Uruguay
--------------------------------------------------------
Activists in Gualeguaychu, Argentina, continued their blockade on the road
connecting the city with Fray Bentos, Uruguay, protesting the construction
of two pulp mills in river Uruguay, which is jointly owned by the two
nations, Prensa Latina reports.

Prensa Latina notes that the protesters believed that the pulp mills will
have a negative effect on the region's environment.

As reported in the Troubled Company Reporter-Latin America on Oct. 16, 2006,
an agency of the World Bank said that the two pulp mills being constructed
in river Uruguay have met the environmental standards it has required for
funding.

Prensa Latina relates that trucks with goods for Uruguay remained in
Argentina, as several vehicles from the Environmental Assembly of the People
blocked the road.

The Argentine government tried discouraging the protest but failed, Prensa
Latina states.

                        *    *    *

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.


* ARGENTINA: Enarsa Will Ink Accord with Petroles de Venezuela
--------------------------------------------------------------
Enarsa, the state-owned oil firm of Argentina, will sign in November a
contract with Petroleos de Venezuela SA, its Venezuelan counterpart, for the
audit of the hydrocarbon reserves at the Ayachucho 6 deposit in Venezuela,
Business News Americas reports.

According to reports, the Argentine public works ministry said that output
at Ayacucho 6 in the Orinoco oil belt could reach 200,00 barrels per day.

Julio de Vido, the planning minister of Argentina, has discussed with Rafael
Ramirez -- Venezuela's mining and energy minister who also serves as the
president of Petroleos de Venezuela -- a joint energy agenda.

The meeting would allow Enarsa to perform exploitation work in Venezuela,
through a partnership with Petroleos de Venezuela, BNamericas states.

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

                        *    *    *

As reported on Oct. 4, 2006, Standard & Poor's Ratings Services raised its
long-term local  and foreign currency credit rating on the Republic of
Argentina to 'B+' from 'B'.  Standard & Poor's also affirmed its 'B'
short-term ratings on The Republic of Argentina.  S&P said the ratings
outlook is stable.




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


COMPLETE RETREATS: Hires 19 Ordinary Course Professionals
---------------------------------------------------------
Complete Retreats LLC and its debtor-affiliates obtained authority from the
U.S. Bankruptcy Court for the District of Connecticut to employ
professionals that they use in the ordinary course of their business, as of
July 23, 2006.

The Court permitted the Debtors to pay compensation and reimburse expenses
to the Ordinary Course Professionals up to an aggregate of US$110,000 in any
month or a greater amount that is agreed upon by the Debtors, the United
States Trustee, and the Official Committee of Unsecured Creditors.

The Court also directed the Debtors to file with the Court and
serve on the U.S. Trustee and counsel to the Official Committee of Unsecured
Creditors monthly statements, on the 20th day of the following month,
detailing the amounts of fees and expenses paid to the Ordinary Course
Professionals.

As reported in the Troubled Company Reporter on Sept. 6, 2006,
before their bankruptcy filing, the Debtors utilized numerous
professionals to provide the services required to assist them in
managing their affairs on a day-to-day basis.  The Debtors
contend that it would be impractical, inefficient and
unnecessarily costly for them to submit individual applications
for each professional.

The Ordinary Course Professionals are:

   Professional             Services
   ------------             --------
   McAfee & Taft            General Corporate Legal Services

   Simbro & Stanley         Litigation Services (DMB & Borgata)

   Geoffrey Romany          Legal Services (Villa Paradiso)

   Shoman & Chebat          Legal Services
                            (Cayo Espanto Foreclosure)

   DLA Piper Rudnick        General Legal Services

   Gonzales Calvillo        Legal Services, Mexican counsel

   Higgs & Johnson          Legal Services, Bahamian counsel

   Shipman & Goodwin        Legal Services (Schlierff
                                            Litigation)

   Nunez Duran & Asso.      Legal Services (Schlierff
                                            Litigation)

   CPS                      Legal Services (Schlierff
                                            Litigation)

   Morris Nichol Arsht      Legal Services (Pinnacle Litigation)
   & Tunnell

   Carson McDowell Sol.     Legal Services, European counsel

   Incorporating Services   Corporate Legal Services

   Goldblatt McGuigan       Accounting Services (Europe)

   WTAS                     Accounting Services (US)

   Smith Katzenstein        Legal Services (Town Clubs)
   & Furlow

   Studio Legale            Legal Services (Umbria Property)
   Scassellati-Sforzolini

   Majors & Fox             Legal Services (Hubers Litigation)

   Barrow & Williams        Legal Services, Belize counsel

The Debtors propose that:

   (a) Each OCP will file with the Court and serve on the U.S.
       Trustee and the counsel of the Official Committee of
       Unsecured Creditors:

       * an affidavit stating, among other things, that it does
         not represent or hold any interest materially adverse
         to the Debtors or their estates with respect to the
         matters for which it would be retained; and

       * a completed retention questionnaire, detailing the type
         of services it will provide and the payment for its
         services.

   (b) Upon receipt of each Retention Affidavit, the U.S.
       Trustee, the Committee, and other parties-in-interest,
       will have 30 days to object to the OCP's employment.
       Otherwise, the OCP's employment, retention, and
       compensation will be approved without further Court
       order; and

   (c) The Debtors will pay each approved OCP 100% of its fees
       and expenses incurred upon the submission and their
       approval of an appropriate invoice describing, in
       reasonable detail, the nature of its services rendered
       and expenses actually incurred, without the need of a
       Court-filed fee application.

If an OCP's monthly fees and disbursements exceed US$25,000, That OCP must
apply to be retained under the Bankruptcy Code.  The payments to the
Professional for the excess amounts, as well as any future payments will be
subject to the Court's approval.

The Debtors disclose that certain of the OCP may hold unsecured
claims against them in respect of prepetition services they have
rendered.  However, the Debtors assure the Court, none of the OCPs represent
or hold any interest adverse to the Debtors or to their estates with respect
to the matters on which they are to be employed.

                   About Complete Retreats

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 USUS$308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 11; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000).


JETBLUE AIRWAYS: Reports 8.2% Traffic Increase in September
-----------------------------------------------------------
JetBlue Airways Corp. reported that its traffic in September increased 8.2%
from September 2005, on a capacity increase of 15.8%.

Load factor for September 2006 was 72.6%, a decrease of 5.1 points from
September 2005.  JetBlue's preliminary completion factor was 99.6 percent
and its on-time performance was 76.3%.  "Our PRASM for the month of
September increased 16% year over year, in line with our expectations," said
David Neeleman, CEO of JetBlue.

                   Jetblue Airways Traffic Results

                      Sept 2006       Sept 2005     % Change
Revenue passenger
  miles (000)         1,643,768       1,519,061        8.2
Available seat
  miles (000)         2,264,582       1,955,285       15.8
Load factor              72.6%           77.7%       (5.1) pts.
Revenue passengers   1,325,211       1,051,416       26.0
Departures              13,340           8,705       53.2
Average stage
  length                  1,132           1,440       (21.4)

                     Y-T-D 2006        Y-T-D 2005   % Change
Revenue passenger
  miles (000)        17,521,551        15,043,038      16.5
Available seat
  miles (000)        21,316,118        17,346,715      22.9
Load factor              82.2%             86.7%     (4.5) pts.
Revenue passengers  13,632,954        10,878,559      25.3
Departures             114,416            81,123      41.0
Average stage
  length                  1,224             1,407     (13.0)

Based in Forest Hills, New York, JetBlue Airways Corp.
(Nasdaq:JBLU) -- http://www.jetblue.com/-- provides passenger
air transportation services primarily in the United States.  As
of Feb. 14, 2006, the Company operated approximately 369 daily
flights serving 34 destinations in 15 states, Puerto Rico, the
Dominican Republic, and the Bahamas.  The Company also provides
in-flight entertainment systems for commercial aircraft,
including live in-seat satellite television, digital satellite
radio, wireless aircraft data link service, and cabin
surveillance systems and Internet services, through its wholly
owned subsidiary, LiveTV, LLC.

                        *    *    *

Fitch Ratings downgraded on Sept. 17, 2006, the debt ratings of
JetBlue Airways Corp. as:

   -- Issuer Default Rating to 'B' from 'B+'; and
   -- Senior unsecured convertible notes to 'CCC/RR6' from
      'B-/RR6.'

This action affects approximately US$425 million of outstanding
debt.  Fitch said the rating outlook for JetBlue is 'Stable.'




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


SECUNDA INT: Terminates Tender Offer for US$125MM Sr. Notes
-----------------------------------------------------------
Secunda International Ltd. has terminated the cash tender offer and consent
solicitation for any and all of its outstanding US$125,000,000 aggregate
principal amount of Senior Secured Floating Rate Notes due 2012 (CUSIP No.
81370FAB4).  The company terminated the tender offer and consent
solicitation as a result of the termination of the initial public offering
of its common shares in Canada at this time due to adverse market
conditions.  The company, therefore, has determined that the Financing
Condition described in the company's Offer to Purchase and Consent
Solicitation dated June 27, 2006, (as amended and supplemented by the Offer
to Purchase and Consent Solicitation Statement Supplement of the company
dated August 14, 2006) would not be satisfied.  All Notes that previously
have been tendered will be promptly returned to holders.

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

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
June 30, 2006, Standard & Poor's Ratings Services held its 'B-'
long-term corporate credit and senior secured debt ratings on
offshore support vessel provider Secunda International Inc. on
CreditWatch with positive implications, where they were placed
Sept. 29, 2005.


SECUNDA INT: IPO Termination Cues S&P to Revise Rating Outlook
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its CreditWatch implications for
its 'B-' long-term corporate credit and senior secured debt ratings on Nova
Scotia-based Secunda International Ltd. to developing from positive.  The
rating action follows Secunda's announcement that it has terminated the IPO
of its common shares in Canada and the consent solicitation for its
outstanding senior secured floating rate notes due 2012.

Secunda announced it would terminate the IPO of its common shares in Canada
due to adverse market conditions.  In conjunction with its decision to
discontinue the IPO process, Secunda also announced that it has terminated
the cash tender offer and consent solicitation for its senior secured
floating rate notes due 2012.

"As a result of Secunda's termination of its IPO in Canada, the company will
be unable to reduce its leverage to the extent anticipated," said Standard &
Poor's credit analyst Jamie Koutsoukis.  "Although the company has
demonstrated continued improvement in both its financial and business
profiles on the strength of higher-than-historical utilization and day
rates, and strong market conditions for its services, we will need to assess
the company's near- and medium-term funding plans and the effect they will
have on Secunda's overall credit profile," Ms. Koutsoukis added.

Standard & Poor's intends to meet with Secunda's management to review its
revised strategy following the termination of the IPO and tender offering.
The rating agency will then determine whether the ratings could be raised,
lowered, or affirmed.  If Secunda adds further debt to its balance sheet to
finance further vessel acquisitions and fund growth initiatives, the
company's credit profile would likely weaken and consequently could have a
negative effect on the ratings. Conversely, if Secunda is able reduce its
leverage as a result of improved market conditions and increased internal
cash flow generation, its credit profile will likely strengthen and could
result in a positive rating action, although an upgrade higher than one
notch is unlikely.  If the company expects to remain with its current
financial profile, the corporate credit rating might remain at its current
level. Standard & Poor's will resolve the CreditWatch action further
consultation with Secunda's management and an assessment of the company's
financial policies following the termination of the IPO.




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DIGICEL LTD: Names David Hunter as Country Manager for Bermuda
--------------------------------------------------------------
Digicel Ltd. appointed Mr. David Hunter, a ten-year telecommunications
expert, as Country Manager for Digicel Bermuda.  Mr. Hunter commenced his
position on Oct. 9, 2006.

As Country Manger for Bermuda, Mr. Hunter will leverage his vast experience
as a leader of successful companies to support Digicel's role in leading the
development of mobile communications on the Island and in becoming the
number one mobile provider of choice.

Mr. Hunter's past roles include Managing Director for Celtel International,
one of the largest mobile operators in Africa.  In addition, he has also
previously served as Managing Director of Celtel Sierre Leone and Telecel
Zambia.  Married with two children, Mr. Hunter, a Scottish national, is a
qualified chartered secretary and fellowship of the Chartered Institute of
Secretaries and Administrators.

According to JD Buckley, Regional CEO with responsibility for Bermuda,
"David's proven leadership and experience in the telecommunications industry
position him to successfully lead Digicel to become the number one mobile
telecommunications company in Bermuda.

"Communications technology is at the heart of every nation and in this ever
evolving digital world, Digicel is committed to continually embracing
emergent and innovative technology, ensuring that everyone in the community
benefits from increasing access to information and cutting edge
technologies.  We are confident that as our business in the Bermuda grows,
David will ensure that our customers continue to be our number one
priority," Mr. Buckley concluded.

"The people of Bermuda deserve the highest level of service," stated Mr.
Hunter, "and it is only through excellent customer service and innovative
product/service offerings that we will accomplish our goal of bringing
Digicel to be the number one mobile operator on the Island."

"Digicel truly is a dynamic organization which is really what attracted me
to joining the Bermuda Team.  I am very much looking forward to my new
role," he continued.

Following its acquisition of Cingular Wireless' Caribbean and Bermuda
operations, Digicel launched in Bermuda in December 2005 with a new range of
services underpinned by a reliable and world-class network, innovation and
responsive customer care.

With a strong Bermudian employee base, Digicel truly established itself as a
Bermudian company by developing strong relationships with its customers
built on trust, and through active participation in the community including
numerous key sponsorships such as the Bermuda Football Association, the
Bermuda Cricket Board and the Bermuda Music Festival.

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

                        *    *    *

On July 12, 2006, Moody's Investors Service assigned a B3 senior
unsecured rating to the US$150 million add-on Notes offering of
Digicel Limited and affirmed Digicel's existing B3 senior
unsecured and B1 Corporate Family Ratings.  The outlook has been
changed to stable from positive.

Fitch Ratings assigned on July 14, 2006, a 'B' rating to Digicel
Limited's proposed add-on offering of US$150 million 9.25%
senior notes due 2012.  These notes are an extension of the
US$300 million notes issued in July 2005.  In addition, Fitch
also affirms Digicel's foreign currency Issuer Default Rating
and the existing US$300 million senior notes due 2012 at 'B'.
Fitch said the Rating Outlook is Stable.


INTELSAT (BERMUDA): Fitch Rates US$600MM Credit Facility at CCC+
----------------------------------------------------------------
Fitch Ratings has assigned a 'CCC+' rating and 'RR6' Recovery Rating to the
US$600 million senior unsecured credit facility of Intelsat (Bermuda), Ltd.,
which is a subsidiary of Intelsat, Ltd.  The proceeds from the facility were
used to fund Intelsat (Bermuda)'s acquisition of PanAmSat Holding Corp. on
July 3, 2006.  The Rating Outlook is Stable.

The rating reflects the similar position of the credit facility in the
capital structure as Intelsat (Bermuda)'s 11-1/4% senior unsecured
non-guaranteed notes due 2016 (the 2016 notes) previously rated 'CCC+/RR6'
by Fitch.  The senior unsecured credit facility contains substantially the
same covenants and events of default as the 2016 notes.  If any borrowings
under the credit facility remain outstanding on the one-year anniversary
date of the closing of the credit facility, the initial loans will
automatically be exchanged for senior unsecured notes that will mature on
the tenth anniversary of the closing of the credit facility.  If issued, the
notes will have a fixed interest rate of 11-1/4%.

Liquidity is provided by cash on hand and credit facilities. Cash on hand
amounted to US$475 million at the end of the second quarter of 2006 for
Intelsat, and US$73 million at Intelsat Corp. (formerly PanAmSat Corp.).  A
portion of cash on hand was used to finance the acquisition of PanAmSat
Holding Corporation on July 3, 2006.  Credit facilities consist of an
undrawn US$300 million, six-year credit facility located at Intelsat
(Bermuda)'s indirect subsidiary Intelsat Subsidiary Holding Company, Ltd.
(Intelsat Sub Holdco) and a US$250 million six-year facility at indirect
subsidiary Intelsat Corporation. The Intelsat Sub Holdco facility has a
financial covenant restricting pro forma senior secured leverage to no
greater than 1.5x at the end of each fiscal quarter, and the Intelsat
Corporation facility requires pro forma senior secured leverage to be no
greater than 4.25x at the end of each fiscal quarter.




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B R A Z I L
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COMPANHIA DE BEBIDAS: Names Joao Castro Neves as Quinsa CEO
-----------------------------------------------------------
Companhia de Bebidas das Americas aka AmBev discloses that Joao Castro Neves
will succeed Agustin Garcii Mansilla as Chief Executive Officer of Quilmes
Industrial S.A. aka Quinsa effective Dec. 31, 2006.

Mr. Castro Neves is currently AmBev's Chief Financial Officer and Investor
Relations Officer.  He began working for Brahma in 1996, where he served in
various departments, such as Mergers and Acquisitions, Treasury, Investor
Relations, Business Development, Technology and Shared Services, and Soft
Drinks.

Commenting on his appointment, Joao Castro Neves said, "This is a very
exciting opportunity and I look forward to working with the management team
of Quinsa.  Agustin and I are working together to ensure a smooth
transition.  As CFO of AmBev I remain fully committed to achieving our
targets for the year ended Dec. 31, 2006."

Joao Castro Neves successor as Chief Financial Officer and Investor
Relations Officer will be announced in due course.

                       About Quinsa

Quinsa is a Luxembourg-based holding company that controls 93%
of Quilmes International (Bermuda).  The remaining stake is held
by Companhia de Bebidas das Americas -- AmBev.

Quinsa, through QIB, controls beverage and malting businesses in
five Latin American countries.  Its beer brands are strong
market leaders in Argentina, Bolivia, Paraguay and Uruguay and
have a presence in Chile.

                        About Ambev

Based in Sao Paulo, Brazil, AmBev -- http://www.ambev.com.br/--  
is the largest brewer in Latin America and the fifth largest
brewer in the world.

                        *    *    *

As reported in the Troubled Company Reporter on Sept. 4, 2006, Moody's
Investors Service upgraded to Ba1 from Ba2 the foreign currency issuer
rating of Companhia de Bebidas das Americas aka AmBev to reflect the upgrade
of Brazil's foreign currency country ceiling to Ba1 from Ba2.  AmBev's
global local currency issuer rating of Baa3 and the foreign currency rating
of Baa3 for its debt issues remain on review for possible upgrade.


COMPANHIA DE BEBIDAS: Paying US$52MM Settlement to Credit Suisse
----------------------------------------------------------------
Companhia de Bebidas das Americas aka Ambev has reached a settlement with
Banco de Investimentos Credit Suisse S.A., Credit Suisse "Proprio" Fundo de
Investimentos em Acoes and Brazilian Securities (Netherlands) B.V. in
connection with litigation brought by such parties against the company
relating to warrants issued by Companhia Cervejaria Brahma.

All parties to the litigation have agreed to waive their alleged claims and
have agreed that all claims should be withdrawn.

AmBev will pay the Credit Suisse Parties an aggregate amount in cash equal
to US$52 million. The warrants will not be exercised and, as a result, there
will be no issue of shares by the company.

In addition AmBev and Credit Suisse have reestablished their business
relationship and AmBev has agreed to retain Credit Suisse to provide it with
customary banking services.

Based in Sao Paulo, Brazil, AmBev -- http://www.ambev.com.br/--  
is the largest brewer in Latin America and the fifth largest
brewer in the world.

                        *    *    *

As reported in the Troubled Company Reporter on Sept. 4, 2006, Moody's
Investors Service upgraded to Ba1 from Ba2 the foreign currency issuer
rating of Companhia de Bebidas das Americas aka AmBev to reflect the upgrade
of Brazil's foreign currency country ceiling to Ba1 from Ba2.  AmBev's
global local currency issuer rating of Baa3 and the foreign currency rating
of Baa3 for its debt issues remain on review for possible upgrade.


COMPANHIA DE BEBIDAS: Quinsa Picks Inversora to Acquire Brands
--------------------------------------------------------------
Companhia de Bebidas das Americas aka Ambev disclosed that Quilmes
Industrial S.A. aka Quinsa has selected Inversora Cervecera, a consortium
headed by Mr. Ernesto Gutierrez, to acquire the Palermo, Bieckert and
Imperial brands and the Lujan brewery.  The sale of these assets was a
requirement of the Argentine anti-trust authorities at the time the
strategic alliance with AmBev was approved in 2003.

Quinsa has submitted the transaction to the Argentine anti-trust authorities
for their approval.

Further details related to this transaction will be provided once the
Argentine anti-trust authorities have formally approved the proposed
purchaser.

                        About Quinsa

Quinsa is a Luxembourg-based holding company that controls 93%
of Quilmes International (Bermuda).  The remaining stake is held
by Companhia de Bebidas das Americas -- AmBev.

Quinsa, through QIB, controls beverage and malting businesses in
five Latin American countries.  Its beer brands are strong
market leaders in Argentina, Bolivia, Paraguay and Uruguay and
have a presence in Chile.

                         About Ambev

Based in Sao Paulo, Brazil, AmBev -- http://www.ambev.com.br/--  
is the largest brewer in Latin America and the fifth largest
brewer in the world.

                        *    *    *

As reported in the Troubled Company Reporter on Sept. 4, 2006, Moody's
Investors Service upgraded to Ba1 from Ba2 the foreign currency issuer
rating of Companhia de Bebidas das Americas aka AmBev to reflect the upgrade
of Brazil's foreign currency country ceiling to Ba1 from Ba2.  AmBev's
global local currency issuer rating of Baa3 and the foreign currency rating
of Baa3 for its debt issues remain on review for possible upgrade.


COMPANHIA SIDERURGICA: Wheeling Investors Say No to Merger
----------------------------------------------------------
Investors holding 9.5% stock of Wheeling-Pittsburgh Steel Corp. told the
Associated Press that the firm to abandon proposed merger with Companhia
Siderurgica Nacional.

According to AP, investors wanted Wheeling-Pittsburgh to remain an
independent producer.  They said that the company should replace its senior
managers.

Tontine Management LLC and its related affiliates said in a filing with the
United States Securities and Exchange Commission that neither of the two
competing proposals for Wheeling-Pittsburgh offers sufficient value to
shareholders.

The State Journal relates that Companhia and Esmark Inc., a steel
distributor from Chicago, presented proposals to Wheeling-Pittsburgh.  The
United Steel Workers of America, the union in Wheeling-Pittsburgh, favored
Esmark, as the latter has met with the union on several occasions and has
made it clear the company would accept the union's contractual demands.  The
union has also met with Companhia Siderurgica but the company did not give
the union any information about a contract.

The State Journal says that under Esmark's proposal, Wheeling-Pittsburgh
would:

    -- issue 26.5 million new shares of common stock valued at
       about US$473 million to Esmark shareholders.  The deal
       would value Esmark at about US$273 million, which shows
       a US$200 million cash infusion from its largest
       shareholders;

    -- offer to repurchase up to 50% of outstanding Wheeling-
       Pitt shares at US$20 per share;

    -- benefit from a US$350 million revolving credit facility
       for the combined company;

    -- allow the union to extend its existing contract to
       specified distribution and processing facilities of the
       combined companies;

    -- require the new company to contribute at least US$5
       million plus 3.5% of the combined companies' earnings
       before interest and taxes to Wheeling-Pittburgh's Retiree
       Benefits Plan Trust; and

    -- revise the profit sharing formula, allow more flexibility
       for the union's organizing activities and guarantee that
       dividends and other payments in respect of company stock
       will be made only if the company's credit statistics
       equal or exceed those of an average BBB-rated company in
       the metals sector.

The State Journal underscores that Companhia Siderurgica has proposed to:

    -- infuse the new company with US$225 million in cash, two-
       thirds of it would be used to upgrade and expand the
       company's hot strip mill, add a galvanizing line at
       Companhia Siderurgica's Terre Haute, Ind., plant and
       improve the company's liquidity.  The financing would,
       with the union's blessing, convert into 11.8 million
       shares in the new Wheeling-Pittsburgh, giving Companhia
       Siderurgica a significantly larger ownership stake than
       the 49.5% share it will have immediately upon completion
       of the merger;

    -- make the Terre Haute plant, which has an annual capacity
       of 900,000 tons, a wholly owned subsidiary of the new
       Wheeling-Pittsburgh company;

    -- give the new company exclusive distribution rights for
       Companhia Siderurgica's flat-rolled steel products in the
       US and Canada; and

    -- commit to a long-term slab supply agreement on what
       company officials say will be favorable payment terms.
       In addition to guaranteeing a secure, lasting supply of
       high quality slabs at market price, the agreement calls
       on Companhia Siderurgica to maintain a six-week inventory
       in plant that would be invoiced only upon usage --
       essentially giving the new company about US$150 million
       in working capital.

If Wheeling-Pittsburgh were to launch a stock offering to current
shareholders only, his investors would be prepared to buy as much as US$100
million worth.  That would help Wheeling-Pittsburgh raise much-needed
capital on its own, without a merger and without diluting shareholder value,
Jeffrey L. Gendell, the managing member of Tontine Management, told AP.

                 About Wheeling-Pittsburgh

Wheeling-Pittsburgh operates solely in the United States,
producing hot rolled, cold rolled, galvanized, pre-painted and
tin mill sheet products.

           About Companhia Siderurgica Nacional

Companhia Siderurgica Nacional aka CSN produces, sells, exports
and distributes steel products, like hot-dip galvanized sheets,
tin mill products and tinplate.  The company also runs its own
iron ore, manganese, limestone and dolomite mines and has
strategic investments in railroad companies and power supply
projects.

                        *    *    *

Standard & Poor's Ratings Services affirmed on Aug. 4, 2006, its
'BB' long-term corporate credit rating on Brazil-based steel
maker Companhia Siderurgica Nacional aka CSN after the
announcement of its association with U.S.-based steel maker
Wheeling-Pittsburgh Corp. in the U.S.  The outlook is stable.

Fitch Ratings viewed the proposed merger of Companhia
Siderurgica Nacional's or CSN North American operations with
those of Wheeling-Pittsburgh Corp.or WPSC to be neutral
to CSN's credit quality.  Fitch's ratings of CSN include:

  -- Foreign currency Issuer Default Rating: 'BB+';
  -- Local currency IDR: 'BBB-';
  -- National scale rating: 'AA (bra)';
  -- Senior unsecured notes 'BB+'; and
  -- Brazilian Real denominated debentures: 'AA (bra)'.


NET SERVICOS: Executes Agreements to Acquire Interest in Vivax
--------------------------------------------------------------
Net Servicos de Comunicacao S.A. disclosed an execution of agreement with
certain shareholders of Vivax S.A., in which Net Servicos will initially
acquire a minority interest in and subsequently acquire control of Vivax.

Vivax is currently controlled by Brasil TV a Cabo Participacoes S.A., a
privately-held company controlled by Mr. Fernando Norbert.

On Oct. 11, 2006, Net Servicos and Horizon Telecom International LLC entered
into a Share Purchase Agreement for the acquisition of Horizon's direct and
indirect shareholdings in Vivax.  Horizon currently holds 35.7% of Vivax,
with 14.6% direct shares and 22.1% indirect shares through its minority
interest in Brasil TV.

Net Servicos also entered into another Share Purchase Agreement with Mr.
Norbert for the acquisition of control of Vivax that is currently held by
Brasil TV.

These two purchase agreements will be implemented in two different stages,
as the acquisition of control will require the qpproval of the regulatory
bodies.

Upon the acquisition of control, Vivax' remaining shareholders will have the
right to receive shares in Net Servicos.  All Vivax shareholders will be
granted equal conditions, independent of the number and class shares held.
As approved by the companies' board of directors and based on market prices
and economic valuation, Vivax shareholders will receive 0.5678 of Net
Servicos preferred share for each Vivax share.  Each Vivax unit comprises:

   -- three shares,
   -- two preferred shares; and
   -- one common share.

The acquisition of minority interest contemplates the transfer of all of
Horizon's Vivax and Brasil TV shares through a contribution in kind as part
of Net Servicos' capital increase, which will be implemented through the
issuance of 1,355,713 common shares, which will be paind in cash and
23,010,140 preferred shares, which will be paid in:

   (i) Vivax and Brasil TV shares held by Horizon and
  (ii) cash by Net Servicos' remaining shareholders through the
       exercise of their preemptive rights.

Upon conclusion of the acquisition of minority interest, Horizon will
receive Net Servicos preferred shares.  In case Net Servicos minority
shareholders exercise their preemptive rights, proceeds will be transferred
to Horizon.  If this happens, the number of shares will be reduced and a
combination of Net Servicos preferred shares and cash will be presented.
Mr. Norbert, indirectly through Brasil TV, will continue to control Vivax.

Globo Comunicacao e Participacoes S.A. aka Globopar, Embratel Participacoes
S.A. and their respective subsidiaries that hold shares in Net Servicos have
agreed to assign to Horizon their preemptive rights in respect to the
preferred shares.  In exchange, Globopar and Embratel were granted an option
to purchase Net Servicos shares in case Horizon decides to sell its shares.
This does not change control of Net Servicos.

The acquisition of control is subject to prior approval of the Brazilian
Telecommunications Agency -- Anatel.  Upon approval, Net Servicos will have
the right to execute the second acquisition, under one of these
alternatives:

   -- merger of shares and
   -- direct acquisition through payment in kind with Vivax
      shares.

The acquisition of control may be implemented through the merger of all of
Vivax' shares into the capital of Net Servicos, with the conversion of Vivax
into a wholly-owned subsidiary of Net Servicos.  Under this plan, Net
Servicos and Vivax' management will enter into a Merger Protocol, wherein
the merger of shares will be approved by both companies' shareholders at
their respective general shareholders' meeting.  Dissenting shareholders
will be granted withdrawal rights.

Alternatively, direct acquisition may happen through Mr. Norbert's option to
transfer all of his Vivax shares to Net Servicos, through a contribution in
kind, as part of the capital increase in which Net Servicos will issue only
preferred shares.  Net Servicos' shareholders will be granted preemptive
rights in accordance with their share of the company's total capital.
Globapar, Embratel and their respective subsidiaries have agreed to assign
to Mr. Norbert their preemptive rights.

Upon conclusion of the acquisition of control, control of Vivax will be
transferred to Net Servicos.  Mr. Norbert will receive the company's
preferred shares.  As minority shareholders may exercise their preemptive
rights, a combination of Net Servicos preferred shares and cash may occur.

Goldman Sachs acted as advisor for Net Servicos in connection with this
transaction.

Leonardo Perira, the chief financial officer of Net Servicos de Comunicacao
SA, said in a statement the firm should complete the acquisition of a 36.7%
controlling stake in Vivax from Horizon Telecom International in 60 days.

Business News Americas relates that the deal involves no cash, but rather a
new issue of shares and a share swap.  Each Vivax share would be exchanged
for a 0.5678 share in Net Servicos.

According to BNamericas, the acquisition of the controlling stake in Vivax
must be completed in two stages.

The second stage would be when Net Servicos will seek to purchase control of
Vivax from Fernando Norbert, the latter's main shareholder, BNamericas
notes.

However, Net Servicos still has to obtain approval from Anatel, Brazil's
telecommunications regulator, before it could proceed with the second stage,
BNamericas says.

BNamericas underscores that the agreement will give Net Servicos access to
Sao Paulo, where Vivax is the sole cable TV operator in 32 out of the 34
cities where it has a concession license.

Market Sources told Valor Economica that Vivax could be worth BRL1.33
billion.

According to a statement, Net Servicos would have an almost 45% market share
of the paid television segment and 14% of the broadband market once the
acquisition of Vivax is completed.

BNamericas states that Net Servicos has about 1.6 million active pay
television subscribers and some 532,200 broadband clients.

Vivax may pull out of the Sao Paulo stock exchange just a few months after
its debut on Feb. 8, after it is acquired by Net Servicos, sources close to
the negotiations told BNamericas.

                        About Vivax

Vivax, through its operating subsidiaries, is the second cable operator, in
numbers of subscribers and one of the main broadband internet connection
providers in the States of Sao Paulo, Rio de Janeiro and Amazonas.

                    About Net Servicos

Headquartered in Sao Paulo, Brazil, NET Servicos de Comunicacao
-- http://Nettv.globo.com/NETServ/br/home/indexNet.jsp?id=1--
is the largest subscriber TV multi-operator in Brazil, as it
operates the NET brand in major cities, including operations in
the 4 largest cities: Sao Paulo, Rio de Janeiro, Belo Horizonte
and Porto Alegre.

NET also offers Broadband InterNet services through its NET
VIRTUA brand name.

                        *    *    *

Moody's America Latina assigned on May 22, 2006, a Baa2.br
Brazilian National Scale Rating and a B1 Global Local Currency
Rating to Net Servicos de Comunicacao S.A.'s BRL650 million
debentures due in 2011 issued in September 2005.  Concurrently,
Moody's Investors Service affirmed Net's B1 global local
currency scale corporate family rating.  Moody's said the ratings outlook is
stable.

                        *    *    *

As reported in the Troubled Company Reporter on March 15, 2006,
Standard & Poor's Rating Services raised on its foreign and
local currency corporate credit ratings on Brazilian cable pay-
TV and broadband operator Net Servicos de Comunicacao S.A to
'BB-' from 'B+'.  The Brazil National Scale rating assigned to
NET and its BRL650 million debentures due 2011 was also revised
to 'brA' from 'brBBB+'.  S&P said the outlook on the ratings was
revised to stable from positive.


PETROBRAS INT'L: Fitch Rates US$500 Million Senior Notes at BB+
-------------------------------------------------------------
Fitch Ratings assigned a 'BB+' rating to Petrobras' US$500 million 6.125%
Senior Notes due 2016 issued through its wholly owned subsidiary, Petrobras
International Finance Company.  PIFCo is unconditionally guaranteed by
Petrobras.  Proceeds are to be used for debt refinancing and other general
corporate purposes.

The ratings of Petroleo Brasileiro S.A. are supported by
substantial proved hydrocarbon reserves and increasing upstream
output, recognized leadership in offshore exploration and
production, a favorable international product price environment,
successful corporate and industry restructuring during the past
decade, a transition to more transparent financial standards, and dominant
domestic market shares.  The company further benefits from material
international operations and its shift to a net export position in 2005,
which supports the generation of foreign currency cash flow.  These factors
are tempered by vulnerability to fluctuations in international commodity
prices, exposure to local political interference, currency risk, domestic
market revenue concentration, and significant medium-term capital-investment
requirements linked to the company's ambitious strategic plan.  The
announced nationalization of Petrobras' Bolivian energy investments, while
negative, is not expected to affect materially the company's credit quality
or ratings.  The combination of ultimate government control, which
underscores the ability to influence corporate strategy and long-term policy
decisions, and a significant domestic market focus continues to affect the
company's rating.

Earlier this year, Petrobras announced its 2007-2011 business
plan, which primarily reflects new projects to increase production and
refining both in Brazil and internationally, the increase in costs of
related services and equipment in the productive chain, and a stronger local
currency, all of which increases capital spending when expressed in U.S.
dollars.  Under the new business plan, Petrobras estimates it will invest
US$87.1 billion through 2011, an increase of US$34.7 billion (66%) for the
comparable period under the previous plan.  Approximately US$49 billion (56%
of total), up from US$31 billion (59%), has been allocated to exploration
and production activities, representing a slight shift in allocation
percentage toward downstream activities.

Fitch views the planned increase in E&P investment, including
additional investment in natural gas E&P, to be positive for the
long-term credit quality of the company.  Management projects no
significant changes on the main corporate strategic targets or
pressures on the financial profile, as approximately 87% of
Petrobras' funding needs (investments and debt amortizations)
should continue to be met via internal cash flows, with the rest
to be financed with conventional financing mechanisms, project
structures, and special-purpose vehicles.

Fitch recognizes the positive credit effect of the market-oriented measures
implemented in the past five years as well as
improvements in corporate governance.  The opening to private
participation and deregulation, strong management commitment to
increased financial transparency, corporate reorganization and
modernization, and aggressive upstream production development,
coupled with value-chain strategies, should strengthen credit
fundamentals.  While there has been close coordination of business plans
with federal authorities, it does not appear to have affected
market-oriented efforts to improve operational
efficiencies, increase upstream production volumes, or adhere to
capital discipline guidelines.

Petrobras is a mixed-capital company, with the government owning
approximately 40% of Petrobras' total capital and 55.7% of its
voting capital.  The remainder of the shares are publicly traded, and an
estimated 40% is held by foreign investors.  Despite Fitch's concerns
generated by the significant imbalance between local currency revenues and
hard currency expenses and
liabilities, it is important to note that Petrobras' operations
are of vital economic importance to the nation, suggesting the
government has a prime incentive to ensure Petrobras' access to
hard currency for servicing foreign obligations.

Petrobras' financial profile remains strong, with solid credit-
protection measures continuing to benefit from increased
production and the global rise in hydrocarbon and product prices.  The
company reported total debt/LTM EBITDA of 0.4 times and EBITDA/interest
expense of 26.5x under U.S. GAAP through June 2006.  Petrobras maintains
strong liquidity in relation to short-term debt obligations.  The company
ended the second quarter of 2006 with a total consolidated debt of US$19.682
billion, of which approximately 25% was classified as short term.  The
company's sizeable US$10.4 billion in cash and equivalents resulted in total
net debt of US$9.3 billion.  Petrobras' management has indicated its
preference to maintain a substantial cash balance going forward, partially
debt funded, to minimize its exposure to international capital market
volatility.

The company's EBITDA continues to be favored by the increase in
the domestic production of oil and natural gas liquid, even though it was
offset by scheduled maintenance stoppages in several production systems
during the semester.  On
July 25, 2006, the company closed its tender for certain outstanding bonds
of its subsidiary PIFCo for liability management purposes, which totaled
US$866 million.

Petrobras is an integrated international oil and gas company
engaged in the exploration, development and production of
hydrocarbons and in the refining, marketing, transportation and
distribution of oil and a wide range of petroleum products,
petroleum derivatives, petrochemicals and liquid petroleum gas.
By law, the federal government must hold at least a majority of
Petrobras' voting stock.


PETROLEO BRASILEIRO: Starting Operations on Two Oil Platforms
-------------------------------------------------------------
Petroleo Brasileiro S.A. aka Petrobras will kick operations off at two more
offshore oil-producing platforms in the Campos Basin by the end of the year:

   -- the FPSO Presidente JK (P-34), which will go online in
      November in the Jubarte field, southern Espirito Santo
      coast and will be capable of producing up to 60,000
      barrels of oil per day; and

   -- the FPSO Cidade do Rio de Janeiro, which will be installed
      by December at the Espadarte field, with capacity to
      produce up to 100,000 bpd.

Added to the P-50 Platform, capable of producing 180,000 bpd and which
marked the Brazilian oil self-sufficiency when it was installed in April in
the Albacora Leste field, in the Campos Basin, and to the FPSO Capixaba,
which can produce 100,000 bpd and has been operating since May in the
Golfinho field, in the Espirito Santo Basin, the installation of these two
new units will add another 440,000 bpd to Petrobras' production capacity in
2006.

The President JK (P-34) and Cidade do Rio de Janeiro platforms are of the
FPSO type, that is, they are floating oil production, storage, and
offloading systems.

The FPSO P-34's construction work was concluded on
Oct. 13, 2006, at the Vitoria Harbor.  After undergoing operational tests,
it will sail to the Jubarte field in the Campos Basin, southern Espirito
Santo coast.  Meanwhile, the FPSO RJ was built in Singapore and is already
on its way to Brazil, to be installed in the Espadarte Field in the Campos
Basin, northern Rio de Janeiro coast.

The Jubarte and Espadarte production systems will introduce several
technological innovations.  Among the advancements is the new submarine
centrifuge oil pumping (S-BCSS) system, installed on the seabed, near the
producing well.  This system, developed by Petrobras, will reduce
operational costs and facilitate both remote intervention in submarine
equipment and pump replacement, when necessary.  Furthermore, it will exempt
completion probe use, one of the most expensive devices to lease in the
international market.

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

                        *    *    *

Petroleo Brasileiro SA's long-term corporate family rating is
rated Ba3 by Moody's.

                        *    *    *

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

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

Fitch upgraded the foreign currency rating of Petrobras to BB+
from BB, with positive outlook, in conjunction with Fitch's
upgrade of the long-term foreign and local currency IDRs of the
Federative Republic of Brazil to BB, from BB- on June 29, 2006.


USINAS SIDERURGICAS: Investing BRL20MM for Laboratory Upgrades
--------------------------------------------------------------
Usinas Siderurgicas de Minas Gerais posted on its Web site that it will
invest about BRL20 million within five years for the modernization of
laboratories at its research and development center.

Business News Americas relates that the center was founded in 1971 and has
about 140 workers and 14 laboratories.

Usiminas and Cosipa, its subsidiary, have about 9.5 million tons of yearly
combined installed capacity, BNamericas states.

Headquartered in Minas Gerais, Brazil, Usiminas is among the
world's 20 largest steel manufacturing complexes, with a
production capacity of approximately 10 million tons of steel.
Usiminas System companies produces galvanized and non-coated
flat steel products for the automotive, small and large diameter
pipe, civil construction, hydro-electronic, rerolling,
agriculture, and road machinery industries. Brazil consumes 80%
of its products and the company's largest export markets are the
U.S. and Latin America.

                        *    *    *

Standard & Poor's Ratings Services affirmed on June 7, 2006, its
'BB+' long-term corporate credit rating on Brazil-based steel
maker Usinas Siderurgicas de Minas Gerais S.A. -- Usiminas.  At
the same time, Standard & Poor's assigned its 'BB+' senior
unsecured debt rating to the forthcoming US$200 million Global
MTNs due June 2016 to be issued by Cosipa Commercial Ltd.  The
outlook on the corporate credit rating is stable.

                        *    *    *

Moody's Investors Service assigned on June 7, 2006, a Ba2
foreign currency rating to the proposed senior unsecured bonds
to be issued by Cosipa Commercial Ltd., a subsidiary of
Companhia Siderurgica Paulista -- Cosipa based on the Cayman
Islands, in the amount of approximately US$200 million with
bullet maturity in 2016, under the US$500 million Medium Term
Notes Program of Usinas Siderurgicas de Minas Gerais S.A. --
Usiminas and Cosipa.  Moody's said the rating outlook is stable.




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


AMERICAN MASTERS: Final Shareholders Meeting Is on Nov. 2
---------------------------------------------------------
American Masters Market Neutral Protected 4 Ltd.'s shareholders will convene
for a final meeting on Nov. 2, 2006, at:

          Maples Finance Jersey Limited
          2nd Floor, Le Masurier House
          La Rue Le Masurier, St. Helier
          Jersey JE2 4YE

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

The liquidators can be reached at:

          Steven Wilderspin
          Mark Wanless
          c/o Maples Finance Jersey Limited
          2nd Floor, Le Masurier House
          La Rue Le Masurier, St. Helier
          Jersey JE2 4YE


ARTEMIS CO: Shareholders Convene for Final Meeting on Nov. 2
------------------------------------------------------------
The Artemis Co. Ltd.'s shareholders will convene for a final meeting on Nov.
2, 2006, at:

          Maples Finance Limited
          P.O. Box 1093GT, Queensgate House
          South Church Street, George Town
          Grand Cayman, Cayman Islands

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

The liquidators can be reached at:

          Liam Jones
          Mark Wanless
          c/o Maples Finance Jersey Limited
          2nd Floor, Le Masurier House
          La Rue Le Masurier, St. Helier
          Jersey JE2 4YE


BEA LTD: Final Shareholders Meeting Is Scheduled for Nov. 2
-----------------------------------------------------------
Bea Ltd.'s shareholders will convene for a final meeting on
Nov. 2, 2006, at:

          Smith Barney Private Trust Company (Cayman) Ltd
          CIBC Financial Centre, George Town
          Grand Cayman, Cayman Islands

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

The liquidator can be reached at:

          Buchanan Limited
          P.O. Box 1170, George Town
          Grand Cayman, Cayman Islands


BRE/SATELLITE I: Final Shareholders Meeting Is Set for Nov. 2
-------------------------------------------------------------
BRE/Satellite I Ltd.'s shareholders will convene for a final meeting on Nov.
2, 2006, at:

          Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands

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

The liquidator can be reached at:

          Robert L. Friedman
          c/o Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands


BRE/SATELLITE II: Sets Final Shareholders Meeting for Nov. 2
------------------------------------------------------------
BRE/Satellite II Ltd.'s shareholders will convene for a final meeting on
Nov. 2, 2006, at:

          Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands

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

The liquidator can be reached at:

          Robert L. Friedman
          c/o Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands


BRE/SATELLITE III: Last Shareholders Meeting Is Set for Nov. 2
--------------------------------------------------------------
BRE/Satellite III Ltd.'s shareholders will convene for a final meeting on
Nov. 2, 2006, at:

          Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands

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

The liquidator can be reached at:

          Robert L. Friedman
          c/o Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands


BRE/SATELLITE IV: Calls Shareholders for Final Meeting on Nov. 2
----------------------------------------------------------------
BRE/Satellite IV Ltd.'s shareholders will convene for a final meeting on
Nov. 2, 2006, at:

          Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands

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

The liquidator can be reached at:

          Robert L. Friedman
          c/o Walkers
          Walker House, P.O. Box 265 GT
          Mary Street, George Town
          Grand Cayman, Cayman Islands


BRUNSWICK (ONE): Liquidator Presents Wind Up Accounts on Nov. 2
---------------------------------------------------------------
Brunswick Partners One Ltd.'s shareholders will convene for a final meeting
on Nov. 2, 2006, at:

          Leman Management Ltd.
          Suite One, No. 2 Reid Street
          Hamilton, HM11, Bermuda

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

The liquidator can be reached at:

          Edward Allanby
          c/o Maples and Calder, Attorneys-at-Law
          P.O. Box 309GT, Ugland House
          South Church Street, George Town
          Grand Cayman, Cayman Islands


BRUNSWICK (SEVEN): Last Shareholders Meeting Is Set for Nov. 2
--------------------------------------------------------------
Brunswick Partners Seven Ltd.'s shareholders will convene for a final
meeting on Nov. 2, 2006, at:

          Leman Management Ltd.
          Suite One, No. 2 Reid Street
          Hamilton, HM11, Bermuda

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

The liquidator can be reached at:

          Edward Allanby
          c/o Maples and Calder, Attorneys-at-Law
          P.O. Box 309GT, Ugland House
          South Church Street, George Town
          Grand Cayman, Cayman Islands


DIVI TIARA: Continues Accepting Purchase Offers
-----------------------------------------------
Offers to buy the Divi Tiara Beach Resort are still being accepted, as a
possible deal for the sale of the company closed with no progress, Caymanian
Compass reports, citing Mark Steward, the vice president of sales and
marketing at parent firm Divi Resorts.

As reported in the Troubled Company Reporter-Latin America on Oct. 9, 2006,
Mr. Steward said that the resort received four viable offers.  Kurt
Tibbetts, the Leader of Government Business, also stated that the government
had received several expressions of interest from parties who plan to buy
Divi Tiara and reopen it immediately.  According to Mr. Steward, one of the
offers was from a Cayman Islands politician.

Caymanian Compass relates that the price of Divi Tiara is between US$9
million to US$11 million.

"We're receiving three to four enquiries a day into purchasing the property,
so things are very active," Mr. Steward told Caymanian Compass.

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.


EMF CORPORATE: Shareholders Gather for Final Meeting on Nov. 2
--------------------------------------------------------------
EMF Corporate Bond Arbitrage Fund, Ltd.'s shareholders will convene for a
final meeting on Nov. 2, 2006, at:

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

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

The liquidators can be reached at:

          Mike Hughes
          Queensgate House, George Town
          Grand Cayman, Cayman Islands




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


GOODYEAR TIRE: Borrows US$1 Bil. Under Revolving Credit Facility
----------------------------------------------------------------
The Goodyear Tire & Rubber Company has significantly enhanced its cash
position by borrowing nearly US$1 billion under an existing revolving credit
facility.

The company said it borrowed approximately US$675 million on October 13 and
US$300 million on October 5 under its US$1.5 billion U.S. First-Lien Credit
Facility.  Thus, this particular facility is almost fully drawn, when
including its US$500 million deposit-funded facility.

"Before the start of the United Steelworkers strike in North
America, Goodyear had about US$1.3 billion in cash and cash
equivalents and approximately US$1.6 billion in available credit
lines," said Richard J. Kramer, executive vice president and chief financial
officer.  "This action provides additional cash in the unlikely event of a
prolonged strike."

Goodyear has implemented contingency plans to meet customer needs during the
strike, which began on October 5 at 16 facilities in the United States and
Canada.

"We are shipping products to customers from existing inventory,
operating non-affected tire plants as usual, operating affected
plants with salaried employees and importing from our
international operations," Kramer said.

Kramer reiterated Goodyear's position that its goal in the
negotiations with the USW is to reach a fair contract that
enhances the company's competitiveness and helps Goodyear win with
customers.  "We cannot accept a contract that creates competitive and cost
disadvantages versus our foreign- owned competitors and imports," he said.

                   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'; USUS$300 million third lien term loan at
'B/RR4'; USUS$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.


SHAW: Unit Completes JPY128.98B Limited-Recourse Bond Offering
--------------------------------------------------------------
The Shaw Group Inc. disclosed that its wholly-owned subsidiary, Nuclear
Energy Holdings, L.L.C., has successfully completed the previously announced
private offering of yen-denominated JPY128.98 billion face amount of
limited-recourse bonds.  Net proceeds from the offering plus approximately
US$30 million in cash have been used by NEH to acquire 20% of the
Westinghouse Acquisition Companies.  As previously disclosed, the
Westinghouse Acquisition Companies' acquisition of Westinghouse Electric
Company is expected to occur later this month.

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

                        *    *    *

As reported on the Troubled Company Reporter on Oct 06, 2006,
Standard & Poor's Ratings Services placed its 'BB' corporate
credit rating and other ratings for The Shaw Group Inc. on
CreditWatch with negative implications.

"The CreditWatch placement followed followed the company's
announced agreement to take a 20% ownership interest in the
US$5.40 billion acquisition, led by Toshiba Corp. (BBB/Watch
Neg/A-2), of Westinghouse Electrical Company Co. from British
Nuclear Fuels Ltd.," said Standard & Poor's credit analyst Dan
Picciotto.




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


DENNY'S CORP: Initiates Organizational Changes in Company
---------------------------------------------------------
Denny's Corp. disclosed a corporate restructuring designed to enable the
company to continue its focus on operational excellence while promoting
future growth.

Central to the plan is the realignment of key operational roles and
responsibilities under a new reporting structure with six positions
reporting directly to the Chief Executive Officer and President.  The direct
reports now include Chief Operating Officer, Chief Financial Officer, Chief
Legal Officer, Chief Marketing Officer, Chief Diversity Officer and Chief
People Officer.

Among the new aspects of Denny's focused organizational structure is the
creation of a Chief Operating Officer position.  Under this new title, the
company consolidates into one responsibility both company and franchise
operations and the facilities/repair and maintenance as well as the
procurement groups that previously were separate functions. Sam Wilensky
will serve as acting head of operations while a search is mounted for a
full-time appointment to the new position, which is expected to be filled by
the end of 2007.  Wilensky currently directs franchisee operations, a role
he will continue to fulfill along with his new responsibilities.

The company also announced the elevation of Mark Wolfinger to Executive Vice
President, Growth Initiatives, in addition to his role as Chief Financial
Officer.  Mr. Wolfinger will assume expanded responsibility for Development,
including Strategic and Alternative Delivery Initiatives, ensuring that the
company remains focused on growth.  He will also have added responsibility
for Information Technology and a newly created call center that responds to
the needs of guests and employees.

In announcing the new structure, Denny's Chief Executive Officer and
President Nelson Marchioli said, "Our team has done an outstanding job of
strengthening our competitive positioning and financial integrity. This is
the essential next step in the process of building our brand for the long
term. Our new organizational structure increases our ability to do this
because it enhances our emphasis on our guests."

Also announced as part of the restructuring is the elevation of Yvonne Wolf
to a new position, Chief People Officer.  This position will report directly
to the CEO. Wolf will assume responsibility for hiring, developing and
retaining diverse talent essential to the success of the brand.

Other key executives, including Margaret Jenkins, Chief Marketing Officer,
Rhonda Parish, EVP and Chief Legal Officer, and Ray Hood, Denny's Chief
Diversity Officer, will continue to report directly to the CEO.  In her role
as Chief Marketing Officer, Jenkins will emphasize retaining guests in
addition to acquiring new guests.  Parish will increase her department's
involvement with government and public affairs.  Hood will continue to
ensure that diversity is embedded into and influences all aspects of Denny's
business.

Craig Herman, Senior Vice President of Company Operations, is retiring. With
his unwavering dedication to Denny's, he has expressed an interest in
continuing with the Brand as a franchisee.

Company Operations will now be led by Senior Vice President Janis Emplit,
who will also oversee a consolidated facilities team.

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.


* COSTA RICA: Will Implement New Currency Exchange System
---------------------------------------------------------
A new currency exchange system will be implemented on Oct. 17, Inside Costa
Rica reports, citing Francisco de Paula Gutierrez, the president of Banco
Central de Costa Rica.

Inside Costa Rica relates that the exchange system will be a floating one,
based on market conditions set by the local banks and supervised by Banco
Central.

Banco Central will supervise the daily fluctuating rate, which will have a
regulated low and high, Inside Costa Rica notes.  The opening exchange will
have an opening low of CRC514.78 and a high of CRC530.22.

Inside Costa Rica underscores that Banco Central has initially set a floor
and ceiling of "CRC0.06 " and "CRC0.14", respectively.  The board of
directors of Banco Central can change floor and ceiling limits, as it sees
the need to adjust to market condition.

According to Inside Costa Rica, the original plans for the floating exchange
rate was set for Oct. 1.  Banco Central, however, had delayed the
introduction without setting a date for its implementation.

Mr. Gutierrez said in a press statement, "The board of directors of the
Banco Central de Costa Rica in today's session decided to modify the policy
of mini-devaluations and a adopt the system of a floating exchange."

Inside Costa Rica underscores that Banco Central explained that it is
responding to the need to better handling of the money policy and in this
manner is working towards the reduction of the inflation rate.

The report says that what the change meant was that the daily exchange rate
will be determined by free market conditions and not set by Banco Central,
which spent million of dollars in propping up the colon against the US
dollar.

Inside Costa Rica emphasizes that under the new system, each bank will set
its exchange rate that Banco Central will monitor.  The bank will publish
the rates set by the banks on its Web site for consumers to compare.

The banks will no longer be able to charge a commission in setting their own
rates.  The banks are also required to post their exchange rate at all
branches, Inside Costa Rica states.

                        *    *    *

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




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


DRESSER RAND: US Fines Firm US$171,300 for Trading with Cuba
------------------------------------------------------------
The United States Treasure Department has fined New York-based Dresser Rand
Group Inc. US$171,300 for violating the ban imposed on Cuba by trading with
the country, Granma reports.

The trade ban that US imposed on Cuba since early 60s has caused Cuba losses
of over US$86 billion, government sources told Prensa Latina.

Cuba will present at the United Nations General Assembly on Nov. 8 a
resolution demanding the end of the US trade ban, Prensa Latina states.

Dresser Rand Group Inc. is engaged in the design, manufacture and marketing
of engineered rotating equipment and services sold primarily to the
worldwide oil, gas, petrochemical and industrial process industries.  The
company has two segments, new units, and aftermarket parts and services.
Its services and products are used for a range of applications, including
oil and gas production, refinery processes, natural gas processing,
pipelines, petrochemical production, high-pressure field injection and
enhanced oil recovery.  The company also serves general industrial markets,
including paper, steel, sugar, distributed power and government markets.
The company operates manufacturing facilities in the United States, France,
Germany, Norway, India and Brazil and maintains a network of 26 services and
support centers covering 140 countries.

                        *    *    *

Moody's assigned these ratings on Dresser Rand Group Inc.

          -- Ba3 long-term corporate family rating;
          -- Ba1 senior secured bank credit facility rating;
          -- B1 senior subordinate rating; and
          -- SGL-3 speculative grade liquidity rating.

The Outlook is Stable.


* CUBA: US Fines Dresser Rand US$171,300 for Trading with Nation
----------------------------------------------------------------
The United States Treasure Department has fined New York-based Dresser Rand
Group Inc. US$171,300 for violating the ban imposed on Cuba by trading with
the country, Granma reports.

The trade ban that US imposed on Cuba since early 60s has caused Cuba losses
of over US$86 billion, government sources told Prensa Latina.

Cuba will present at the United Nations General Assembly on Nov. 8 a
resolution demanding the end of the US trade ban, Prensa Latina states.

                        *    *    *

Moody's assigned these ratings on Cuba:

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




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


AES DOMINICANA: Units Meeting with Govt. Commission on Oct. 18
--------------------------------------------------------------
AES Andres and Itabo, affiliates of AES Dominicana, will meet with the
country's power industry contracts renegotiation commission on Oct. 18,
along with other firms in the power sector, government news information
center CIG report.

According to CIG, the meeting is aimed at seeking an accord regarding
contract renegotiations.

Radhames Segura -- the commission coordinator and administrator of
Corporacion Dominicana de Empresas Electricas Estatales, the state power
holding company -- told Business News Americas that the contract
renegotiations are an important factor for the recovery of the power sector.

Contract renegotiation would save the country over US$4 billion from 2006 to
2012, BNamericas says, citing Corporacion Dominicana.

BNamericas relates that Corporacion Dominicana has called on these firms to
attend the meeting:

          -- Haina,
          -- Itabo,
          -- Generadora Palamara-La Vega,
          -- Compania Electrica de Puerto Plata,
          -- Dominican Power Partners,
          -- AES Andres,
          -- Smith Enron Congeration Partnership,
          -- Compania de Electricidad de San Pedro de Macoris,
          -- Generadora Hidroelectrica Dominicana,
          -- Edesur Dominicana,
          -- Edenorte Dominicana, and
          -- Empresa Distribuidora de Electricidad del Este.

Corporacion Dominicana said that the power industry's main setback is the
companies' financial problems resulting from the high non-technical losses
and power purchase prices, BNamericas notes.

BNamericas underscores that the high power prices are due to the composition
of the generation park.  Oil derivative-fueled plants make up 62% of the
Dominican Republic's 2,195-megawatt available capacity.

Corporacion Dominicana told BNamericas that prices in current contracts
negotiated under the Madrid accord are also to blame for high prices that
distributors pay generators.  Distributors can't buy lower priced
electricity, as the contracts are long term.

The Madrid pact was aimed at decreasing prices through the extension of
contracts between generators and distributors to 2016, BNamericas states.

                      About AES Andres

AES Andres is a 310-megawatt gas fired combined cycle plant co-located with
a liquefied natural gas (LNG) importing terminal.  The plant and LNG
facility are located 30 kilometers east of Santo Domingo in the Dominican
Republic.

                    About AES Dominicana

AES Dominicana is a special-purpose financing entity of AES Corp. in the
Dominican Republic.  It manages two of AES Corp.'s wholly owned generating
facilities, Andres and DPP.  Andres is incorporated under the laws of the
Netherlands, and it owns a 304 MW gas-fired, combined-cycle plant outside of
Santo Domingo.
The facility also includes an LNG regasification terminal.  AES Dominicana
also includes Itabo.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
July 21, 2006, Standard & Poor's Ratings Services' 'B-' rating on AES
Dominicana Energia Finance S.A.'s US$160 million senior notes due 2015
reflects the challenges of operating in the electric sector in the Dominican
Republic, and a legacy liquefied natural gas contract that could be
burdensome, offset by the contractual nature of the revenue stream, and
continued support of the electricity sector by the Dominican government.
S&P said the outlook is stable.


BANCO INTERCONTINENTAL: Lawyers Want Ex-Monetary Officers Sued
--------------------------------------------------------------
Lawyers in the Dominican Republic demand that charges should be filed
against the previous monetary and financial officials for their handling of
the 2003 banking crisis that led to the collapse of Banco Intercontinental
SA, Bancredito and Mercantil banks, Dominican Today reports.

A report from the Dominican Justice Ministry alleges that the Dominican
banks collapse had something to do with the manner in which the previous
monetary authorities handled the banking crisis.

Julio Cesar Terrero, the president of the Dominican Lawyers Guild -- told
Dominican Today that charges should be filed against the heads of the
previous monetary and financial authorities.

Jose Manuel Hernandez, the National District prosecutor, must continue the
probe regarding the audits the Justice Ministry ordered on the handling of
the crisis from the collapse of three major banks during Hipolito Mejia's
administration from 2000 to 2004, Dominican Today says, citing Mr. Terrero.

According to Dominican Today, Mr. Terrero said, "The last monetary
authorities must be investigated and if they are responsible (of
irregularities) charges must be filed, along with the people who are being
tried."

The three banks couldn't have collapsed if not the "permissiveness" of the
Banks Superintendence, the Central Bank, and of the Monetary Board,
Dominican Today states, citing Mr. Terrero.

"This problem has affected hundreds of depositors in the country and this is
a grave danger for any economic system," Mr. Terrero told Dominican Today.

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


BANCO INTERCONTINENTAL: Prosecutors Start Reading Indictments
-------------------------------------------------------------
The state prosecutors in the Banco Intercontinental SA fraud case began
reading the indictments, as ordered by the National District 1st Collegiate
Court of the Dominican Republic, Dominican Today reports.

Dominican Today relates that minutes after Francisco Garcia, one of the
prosecutors, started reading the indictments, Juan Antonio Delgado -- the
legal representative of Marcos Baez Cocco, one of the defendants in the
case -- motioned to challenge the document.

Mr. Delgado claiming that the document was not the one that sustained the
preliminary hearings, Dominican Today notes.

Dominican Today notes that court's judges -- Antonio Sanchez Mejia, Giselle
Mendez and Pilar Rufino -- ordered the lawyers to take notes of his reserves
and express them when it is their turn to present, the report says.

Juarez Castillo -- the lawyer of Ramon Baez Figueroa, the former president
of Banco Intercontinental -- also wanted to argue the indictments.  Judge
Mejia, not permitting the lawyer to do so, ordered to continue the reading
of the indictments, Dominican Today states.

Mr. Delgado can be reached at:

          Juan Antonio Delgado
          Resident Associate
          Constantin Mayard-Paul
          Calle Jose Almando Soler
          Santo Domingo, Dominican Republic
          Phone: (509) 222-539
          Fax Number: (509) 223-8674

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


FALCONBRIDGE LTD: Xstrata Acquires Additional Shares of Company
---------------------------------------------------------------
Xstrata plc acquired at midnight (Toronto time) on Oct. 5, 2006, all of the
common shares of Falconbridge Ltd. that were outstanding at the close of
business on Sept. 1, 2006, and that Xstrata did not already beneficially
own, pursuant to the statutory compulsory acquisition procedures.  Xstrata
now beneficially owns approximately 99.9% of the issued and outstanding
Common Shares.

Each shareholder of Falconbridge whose Common Shares were deemed to have
been acquired under the First Compulsory Acquisition will receive the
equivalent of Xstrata's offer price of CAD62.50 in cash for each Common
Share once the shareholder delivers the certificate(s) representing those
Common Shares, together with a transmittal and election form, to CIBC Mellon
Trust Company in accordance with the instructions on the transmittal and
election form.  The aggregate cash consideration for the Common Shares
acquired under the First Compulsory Acquisition is approximately CAD539
million (approximately US$478 million).

Furthermore, on Sept. 25, 2006, pursuant to the provisions of section 189 of
the Business Corporations Act (Ontario), Falconbridge acquired and cancelled
an aggregate of 1,850,577 Common Shares for an aggregate cash consideration
of approximately CAD116 million (approximately US$103 million).

Xstrata mailed on Oct. 2, 2006, a second notice of compulsory acquisition in
respect of all of the Common Shares that were issued after the close of
business on Sept. 1, 2006, on conversion of the Falconbridge adjustable rate
convertible subordinated debentures.  All of the Debentures which were not
converted into Common Shares by the close of business on
Sept. 29, 2006, were redeemed on Oct. 2, 2006. Each shareholder of
Falconbridge whose Common Shares are deemed to be acquired under the Second
Compulsory Acquisition will also receive the equivalent of Xstrata's offer
price of CAD62.50 in cash for each Common Share.  At the completion of the
Second Compulsory Acquisition, Xstrata will beneficially own 100% of the
outstanding Common Shares.

Falconbridge shareholders with questions or requests for copies of the
documents, may contact:

          CIBC Mellon Trust Company
          Tel: +1-416-643-5500
                1-800-387-0825

Further information is available from www.xstrata.com/falconbridge.

                       About Xstrata

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

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

                      About Falconbridge

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

                        *    *    *

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




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


AES CORPORATION: 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, the rating agency downgraded its B1 Corporate
Family Rating for AES Corporation.  Additionally, Moody's revised 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
   ----------           -------  -------  ------   ----------

   Senior secured
   term loan due 2011     Ba2      Ba1      LGD1       2%

   Senior secured
   revolving credit
   facility due 2010      Ba2      Ba1      LGD1       2%

   Second priority
   senior secured notes
   8.75% due 2013         Ba3      Ba3      LGD3      40%

   Second priority
   senior secured notes
   9.00% due 2015         Ba3      Ba3      LGD3      40%

   Senior unsecured
   notes 8.75% due 2008    B1       B1      LGD4      55%

   Senior unsecured
   notes 9.50% due 2009    B1       B1      LGD4      55%

   Senior unsecured
   notes 9.375% due 2010   B1       B1      LGD4      55%

   Senior unsecured
   notes 8.875% due 2011   B1       B1      LGD4      55%

   Senior unsecured
   notes 7.75% due 2014    B1       B1      LGD4      55%

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%).

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

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




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


GOODYEAR TIRE: Increases Cash Position by Borrowing US$1 Bil.
-------------------------------------------------------------
The Goodyear Tire & Rubber Co. has significantly enhanced its cash position
by borrowing nearly US$1 billion under an existing
revolving credit facility.

Goodyear said it borrowed approximately US$675 million on
Oct. 13 and US$300 million on Oct. 5 under its US$1.5 billion U.S. First
Lien Credit Facility.  Thus, this particular facility is almost fully drawn,
when including its US$500 million deposit-funded facility.

"Before the start of the United Steelworkers strike in North America,
Goodyear had about US$1.3 billion in cash and cash equivalents and
approximately US$1.6 billion in available credit lines," said Richard J.
Kramer, executive vice president and chief financial officer.  "This action
provides additional cash in the unlikely event of a prolonged strike."

Goodyear has implemented contingency plans to meet customer needs during the
strike, which began on Oct. 5 at 16 facilities in the United States and
Canada.

"We are shipping products to customers from existing inventory, operating
non-affected tire plants as usual, operating affected plants with salaried
employees and importing from our international operations," Mr. Kramer said.

Mr. Kramer reiterated Goodyear's position that its goal in the negotiations
with the USW is to reach a fair contract that enhances the company's
competitiveness and helps Goodyear win with customers.  "We cannot accept a
contract that creates competitive and cost disadvantages versus our foreign-
owned competitors and imports," he said.

                     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.


* GUATEMALA: Awards Technical Aid Contract to Nobel Systems
-----------------------------------------------------------
The energy and mining ministry of Guatemala has awarded a technical
assistance contract to US company Nobel Systems for a geographical and
information system or GIS project, the US Trade & Development Agency told
Business News Americas.

The project could represent US$50 million in US exports.  Nobel will
complete the work in August 2007, BNamericas says, citing the US Trade &
Development.

BNamericas relates that the US Trade & Development is providing technical
assistance funds for the project, which involves developing a national GIS
and associated information technology solution to boost the licensing
approval process for extracting natural resources including oil, gas and
minerals.

According to BNamericas, the technical assistance would help the Guatemalan
ministry supervise oil, natural gas and mineral resource exploration and
development more efficiently.

BNamericas notes that the project is aimed at generating modern and more
comprehensive data packages to attract foreign investment and could enable
data sharing between government institutions.

The project will also strengthen the ministry's regulatory and oversight
authority and eradicate practices like fuel smuggling, energy theft and fuel
adulteration, BNamericas states.

                        *    *    *

Fitch Ratings assigned these ratings on Guatemala:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling    BB+      Feb. 22, 2006
   Long Term IDR      BB+      Feb. 22, 2006
   Short Term IDR     B        Feb. 22, 2006
   Local Currency
   Long Term Issuer
   Default Rating     BB+      Feb. 22, 2006

Fitch also rated Guatemala's senior unsecured bonds:

Maturity Date          Amount        Rate       Ratings
-------------          ------        ----       -------
Aug. 3, 2007        US$150,000,000     8.5%         BB+
Nov. 8, 2011        US$325,000,000    10.25%        BB+
Aug. 1, 2013        US$300,000,000     9.25%        BB+
Oct. 6, 2034        US$330,000,000     8.125%       BB+




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


BANCO MERCANTIL: Sells Two Series of Subordinated Notes
-------------------------------------------------------
Banco Mercantil del Norte SA said in a filing with the Mexican stock
exchange that it has sold two series of subordinated notes worth US$600
million.

Business News Americas relates that Banco Mercantil issued US$200-million
subordinated non-preferred notes -- which matures in 2021 -- and US$400
million subordinated preferred notes due 2016.

The notes were sold under New York law through its Grand Cayman branch,
BNamericas reports.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on March 28,
2006, Standard & Poor's Ratings Services raised its foreign and local
currency counterparty credit, and CD ratings on Banco Mercantil del Norte
S.A. aka Banorte to 'BBB-/A-3' from 'BB+/B'.  Standard & Poor's said the
outlook is stable.


DIRECTV INC: Reports Successful Launching of 9S Satellite
---------------------------------------------------------
DIRECTV Inc. reported the successful launch of DIRECTV 9S, a high-powered,
spot-beam satellite that will provide back-up capacity and ensure
continuous, reliable service for the company's customers.  The spacecraft
was successfully launched at 1:56 p.m. PT on Oct. 13, 2006, from Europe's
Spaceport in Kouou, French Guiana.

DIRECTV 9S is one of four satellites DIRECTV has launched over the past two
years as it continues to expand its capacity to provide new national and
local services in both standard- and high-definition, as well as interactive
and original programming.  DIRECTV will launch two more satellites next year
that will more than quadruple its capacity and enable it to lead the
industry in the delivery of HD programming.

The Space Systems/Loral-built satellite will be positioned at the 101-degree
West longitude orbital slot, providing back-up capacity for the DIRECTV
fleet, including spot-beam satellites that deliver standard definition local
services.  DIRECTV offers local channels in 142 markets, representing 94% of
U.S. TV households.

DIRECTV 9S was launched aboard an Ariane 5 ECA rocket and after 26 minutes,
the rocket left the spacecraft in a geosynchronous transfer orbit with a
high point of 22,300 miles (36,000 km) above the equator. Controllers at the
Hartebeesthoek ground station in South Africa made contact with the
satellite and confirmed that all systems are functioning properly.

"We congratulate the launch team on the flawless lift off of DIRECTV 9S, the
ninth satellite in our fleet," said Phil Goswitz, vice president, Space &
Communications, DIRECTV, Inc.  "DIRECTV 9S will ensure that we have the
needed capacity and flexibility to provide the breadth and quality of
services that our customers have come to expect. We are committed to
maintaining our near perfect 99.96% signal availability for our customers."

In the coming weeks, controllers will maneuver the spacecraft into a
circular orbit; deploy the antennas and solar arrays; and test operational
functions, communications payload and propulsion system.

The next scheduled satellite launches for DIRECTV are DIRECTV 10 and DIRECTV
11 in 2007.  The two satellites will provide DIRECTV with the capacity to
offer more than 150 national HD channels and more than 1,500 local HD
channels, as well as other advanced programming services for its customers.

                        About DIRECTV

The DIRECTV Group, Inc., formerly Hughes Electronics
Corp., headquartered in El Segundo, California, is a
world-leading provider of multi-channel television
entertainment, and broadband satellite networks and services.
The DIRECTV Group, Inc. with sales in 2004 of approximately
US$11.4 billion is 34% owned by Fox Entertainment Group, Inc.,
which is owned by News Corp.  DIRECTV is currently
available in Latin American countries: Argentina, Brazil, Chile,
Colombia, Costa Rica, Ecuador, El Salvador, Guatemala, Honduras,
Mexico, Nicaragua, Panama, Puerto Rico, Trinidad & Tobago,
Uruguay, Venezuela and several Caribbean island nations.

                        *    *    *

On June 8, 2005, Moody's assigned a Ba2 rating to DIRECTV's US$1
billion senior unsecured notes.  Moody's said the rating outlook
is stable.


MERIDIAN AUTOMOTIVE: Wants to Continue Employing Stegenga as CRO
----------------------------------------------------------------
Pursuant to Section 363(b) of the Bankruptcy Code, Meridian
Automotive Systems, Inc., and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the District of
Delaware to continue employing Jeffery J. Stegenga as their chief
restructuring officer on the same terms previously approved by the Court.

As previously reported, the Debtors sought and obtained the
Court's permission to employ FTI Consulting, Inc., as their
restructuring advisors, and designate Jeffery J. Stegenga as
their chief restructuring officer.

Mr. Stegenga has been serving as the Debtors' chief restructuring officer
since the Petition Date, assisting the Debtors in their operations and
managing the Debtors' overall restructuring efforts, Edward J. Kosmowski,
Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware,
relates.  Among others, Mr. Stegenga assisted in the development of ongoing
business and financial plans and conducted restructuring negotiations with
creditors with respect to an overall exit strategy for the Debtors' Chapter
11 cases.

In August 2006, Mr. Stegenga resigned from FTI and commenced
employment with Alvarez & Marsal effective September 1, 2006.

The Debtors will be seeking approval of their Disclosure
Statement and Solicitation Procedures in the coming days and will thereafter
begin the process of soliciting votes and ultimately confirming the Fourth
Amended Joint Plan of Reorganization, Mr. Kosmowski points out.  As the
Debtors' chief restructuring officer, Mr. Stegenga has been intimately
involved in the restructuring process and his continued efforts are
essential to achieving confirmation of the Plan over the coming months, Mr.
Kosmowski contends.

The Debtors intend to continue employing FTI as their
restructuring advisors and do not seek to retain the services of
A&M, Mr. Kosmowski clarifies.  Neither A&M nor any of its
employees except Mr. Stegenga will render any services on the
Debtors' behalf.  Moreover, the Debtors will not pay to A&M any
fees or expense reimbursements.  FTI has, however, agreed to give A&M 16% of
the Success Fee if earned, Mr. Kosmowski discloses.

Mr. Stegenga, in his capacity as managing director of A&M,
assures the Court that A&M does not hold or represent an interest adverse to
the Debtors' estate and is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.

Headquartered in Dearborn, Mich., Meridian Automotive Systems,
Inc. -- http://www.meridianautosystems.com/-- supplies
technologically advanced front and rear end modules, lighting,
exterior composites, console modules, instrument panels and other interior
systems to automobile and truck manufacturers.  Meridian operates 22 plants
in the United States, Canada and Mexico, supplying Original Equipment
Manufacturers and major Tier One parts suppliers.  The Company and its
debtor-affiliates filed for chapter 11 protection on April 26, 2005 (Bankr.
D. Del. Case Nos. 05-11168 through 05-11176).  James F. Conlan, Esq., Larry
J. Nyhan, Esq., Paul S. Caruso, Esq., and Bojan Guzina, Esq., at Sidley
Austin Brown & Wood LLP, and Robert S. Brady, Esq., Edmon L. Morton, Esq.,
Edward J. Kosmowski, Esq., and Ian S. Fredericks, Esq., at Young Conaway
Stargatt & Taylor, LLP, represent the Debtors in their restructuring
efforts.  Eric E. Sagerman, Esq., at Winston & Strawn LLP represents the
Official Committee of Unsecured Creditors.  The Committee also hired Ian
Connor Bifferato, Esq., at Bifferato, Gentilotti, Biden & Balick, P.A., to
prosecute an adversary proceeding against Meridian's First Lien Lenders and
Second Lien Lenders to invalidate their liens.  When the Debtors filed for
protection from their creditors, they listed US$530 million in total assets
and approximately US$815 million in total liabilities.  (Meridian Bankruptcy
News, Issue No. 40; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


MOVIE GALLERY: 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 US and Canadian Retail sector, the rating
agency confirmed its Caa1 Corporate Family Rating for Movie
Gallery, Inc.

Additionally, Moody's revised 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$75 mil. Senior
   Sec. Revolving
   Credit Facility      Caa1     B3       LGD3     41%

   Term Loan A          Caa1     B3       LGD3     41%

   Term Loan B          Caa1     B3       LGD3     41%

   US$325 mil. 11%
   Sr. Unsec. Notes     Caa3     Caa2     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 Dothan, Alabama, Movie Gallery, Inc. --
http://www.moviegallery.com/-- is a North American video rental
Company with approximately 4,800 stores located in all 50 U.S.
states, Canada and Mexico.


NORTEL NETWORKS: Declares Percentage for Fixed Dividend Rate
------------------------------------------------------------
Nortel Networks Ltd. disclosed that the fixed dividend rate for its
Cumulative Redeemable Class A Preferred Shares Series 6 will be equal to 80%
of the yield on five-year non-callable Government of Canada bonds to be
determined on Nov. 10, 2006.  The Series 6 preferred shares will be issued
as of Dec. 1, 2006, to holders of Cumulative Redeemable Class A Preferred
Shares Series 5 who exercise their right to convert their Series 5 preferred
shares, on a one-for-one basis, provided that a minimum number of Series 5
preferred shares are tendered for conversion.  If issued, the Series 6
preferred shares will pay, on a quarterly basis, as and when declared by the
Board of Directors of Nortel Networks Limited, a cash dividend based on this
fixed rate, which will be published on Nov. 15, 2006, in several Canadian
newspapers.  This rate will be fixed for a period of 5 years.  Holders of
Series 5 preferred shares will receive a notice summarizing their conversion
right.

Holders of Series 5 preferred shares who continue to hold such shares will
continue to receive a monthly floating rate dividend as and when declared by
the Board of Directors of Nortel Networks.  The floating rate dividend will
continue to be based on the average prime rate of two Canadian banks in
effect for each day of the applicable month.

                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 including Mexico.

                        *    *    *

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.


NORTEL NETWORKS: Declares Preferred Share Dividends
---------------------------------------------------
The board of directors of Nortel Networks Ltd. declared a dividend on each
of the outstanding Cumulative Redeemable Class A Preferred Shares Series 5
and the outstanding Non-cumulative Redeemable Class A Preferred Shares
Series 7.

The dividend amount for each series is calculated in accordance with the
terms and conditions applicable to each respective series, as set out in the
company's articles.  The annual dividend rate for each series floats in
relation to changes in the average of the prime rate of Royal Bank of Canada
and The Toronto-Dominion Bank during the preceding month and is adjusted
upwards or downwards on a monthly basis by an adjustment factor which is
based on the weighted average daily trading price of each of the series for
the preceding month, respectively.  The maximum monthly adjustment for
changes in the weighted average daily trading price of each of the series
will be plus or minus 4.0% of Prime.  The annual floating dividend rate
applicable for a month will in no event be less than 50% of Prime or greater
than Prime.  The dividend on each series is payable on
Dec. 12, 2006, to shareholders of record of such series at the close of
business on Nov. 30, 2006.

                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 including Mexico.

                        *    *    *

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.


TV AZTECA: Azteca America Names James Clemente Account Director
---------------------------------------------------------------
Azteca America, TV Azteca S.A. de C.V.'s subsidiary, has appointed James
Clemente as Account Director.

Based in the Azteca America's New York office, Mr. Clemente is responsible
for maintaining and servicing clients and agencies.  In his prior role as
Vice President and Director of Sales for Interep subsidiary D&R Radio sales,
he was responsible for the coordination of sales operations, strategic
planning, recruitment and training of sales personnel.  He began his
nine-year path at Interep as an account executive in New York.  Prior to
Interep, he worked in sales at a leading New York entertainment firm that
specializes in major events.

"We're delighted to have James on board.  His track record at Interep was
stellar and we look forward to bringing his talent to our network," said Bob
Turner, President of Network Sales.

                   About Azteca America

Azteca America is the fastest-growing Hispanic 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.




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


BENQ MOBILE: Closing Argentina, Paraguay & Uruguay Operations
-------------------------------------------------------------
BenQ Moile GmbH & Co. OHG., a mobile handset manufacturer based in Taiwan,
will shut down its operations in Argentina, Paraguay and Uruguay due to a
crisis the firm is facing in its global operations, El Cronista reports.

El Cronista relates that BenQ Mobile could also close its unit in Chile.

Business News Americas notes that BenQ Mobile's Argentine subsidiary, which
is in charge of operations in Uruguay and Paraguay, will remain open until
November.

According to BNamericas, BenQ Mobile launched operations in Argentina five
months ago after acquiring the mobile telephony unit of Germany's Siemens.

BenQ Mobile disclosed in September that it will increase investment at its
Manaus plant in Brazil to BRL10 million this year, BNamericas states.

BenQ Moile GmbH & Co. OHG. specializes in the manufacturing of computing,
communications, and consumer electronics devices.  Its principal products
include TFT LCD monitors, plasma TVs, scanners and printers, digital
cameras, projectors, CD/DVD rewriters, laptops, computer keyboards and mice,
digital audio players and mobile phones.  Three groups manage BenQ's product
lines: Computing Products Business Group (CPG), Digital Media Business Group
(DMG) and BenQ Mobile Business Group (BMG).  The global head office is
located in Taoyuan, Taiwan, with Latin American headquarters in Miami,
Florida.


PARMALAT: Creditors Convert Warrants to Buy 91,308 Co. Shares
-------------------------------------------------------------
Following the allocation of shares to creditors of the Parmalat
Group in September 2006, the subscribed and fully paid up share
capital has been increased by EUR91,308 to EUR1,640,849,194 from
EUR1,640,757,886.  The share capital increase is totally due to
the conversion of warrants for 91,308 shares.

The latest status of the share allotment is:

   Approximately 54,523,365 shares representing 3.3% of the
   share capital are still in a deposit account c/o Parmalat
   S.p.A., of which:

      * 17,009,992 or 1.0% of the share capital, registered in
        the name of individually identified commercial
        creditors, are still deposited by the intermediary
        account of Parmalat S.p.A. centrally managed by Monte
        Titoli (compared with 17,023,647 shares as at as at
        Aug. 31, 2006 );

      * 37,513,373 or 2,3% of the share capital registered in
        the name of the Foundation, called Fondazione Creditori
        Parmalat, of which:

        -- 120,000 shares representing the initial share capital
           of Parmalat S.p.A. (unchanged);

        -- 37,393,373 or 2.3% of share capital that pertain to
           currently undisclosed creditors (compared with
           42,043,868 shares as at Aug. 31, 2006).

                       About Parmalat

Headquartered in Wallington, New Jersey, Parmalat USA Corp.
-- http://www.parmalatusa.com/-- generates more than 7 billion
euros in annual revenue.  The Parmalat Group's 40-some brand
product line includes milk, yogurt, cheese, butter, cakes and
cookies, breads, pizza, snack foods and vegetable sauces, soups
and juices and employs over 36,000 workers in 139 plants located
in 31 countries on six continents.  The Company filed for chapter 11
protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP,
represent the Debtors.  When the U.S. Debtors filed for bankruptcy
protection, they reported more than US$200 million in assets and debts.  The
U.S. Debtors emerged from bankruptcy on April 13, 2005.  (Parmalat
Bankruptcy News, Issue No. 79; Bankruptcy Creditors' Service, Inc.,
215/945-7000, http://bankrupt.com/newsstand/)




=======
P E R U
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BANCO DE CREDITO: Fitch Assigns C/D Individual Rating
-----------------------------------------------------
Fitch Ratings assigned these ratings to Banco de Credito del Peru:

   -- Individual rating 'C/D';
   -- Long-term foreign and local currency Issuer Default
      Ratings 'BBB-';
   -- Short-term foreign and local currency ratings 'F3'.

At the same time, Fitch has affirmed Credito del Peru's Support rating of
'3'.

Credito del Peru's local currency IDR is at the sovereign rating, and its
foreign currency IDR is at Peru's Country Ceiling; the ratings reflect its
dominant local franchise, maintained through Peru's financial crisis and the
key to sustained recovery of recurring profitability, along with much
improved asset quality and strong liquidity. Its Individual rating is
restrained by its relatively high leverage compared to regional peers.

Credito del Peru is Peru's largest bank, with a dominating market share of
over 30% of deposits, and boasts total consolidated assets of US$9.6 billion
and equity of US$780 million as of June 30, 2006.  It is the principal
operating company within Credicorp, Peru's largest financial services
company, which controls 96.2% of BCP; Credicorp is widely held by local and
foreign institutional shareholders.  A prospering local economy has boosted
loan demand across business lines, and volume growth, a steady margin, much
reduced credit costs, and strong, recurring, and diversified non-interest
income have combined to boost results to levels that compare well at home
and across the region. With Peru boasting the region's strongest and most
consistent growth, recent results look set to continue over the balance of
2006 and into 2007. The bank's broad deposit base provides over 80% of total
funding, and a dependable low cost base to support the bank's margins;
liquidity is ample.

Asset quality continued its steady improvement, as strong collection
efforts, the robust local economy, and the effects of sustained loan growth
combined to reduce past due and refinanced loans in absolute and relative
terms, a trend which should continue through year-end.  Reserve coverage
remains adequate in the near term; volume growth, a shift in loan mix
towards retail loans, and loan aging should result in increased provisions
going forward, though revenue growth should be sufficient to absorb these
without undue effect on results.  Credito del Peru's balance sheet is highly
dollarized, as is the case across the Peruvian economy.  While the bulk of
corporate exposure is to dollar generators, its mortgage portfolio, 15% of
loans at 1H06, was largely to local currency earners, a risk that bears
monitoring. Dollarization has been reducing, but at 75% of loans, is and
will remain high.  Growth and high dividend payouts have put pressure on
capitalization ratios; future capital growth will look to a combination of
subordinated debt
-- which is currently relatively low -- and greater earnings retention,
translating to a higher Tier II component in its capital base.


* PERU: IDB Approves US$1.07MM Grants & US$1MM Equity Investment
----------------------------------------------------------------
The Inter-American Development Bank's Multilateral Investment Fund or MIF
approved two grants totaling US$1.07 million and a US$1 million equity
investment to support small and medium-sized enterprises in Peru.

The MIF approved a US$1 million grant to help small and medium-sized
enterprises or SMEs in Peru with technical requirements for gaining market
access under the Free Trade Agreement or FTA with the United States.

This project is aimed at strengthening the export capacity of both direct
and indirect exporting SMEs in the broader agribusiness, agriculture-based,
and textile-clothing sectors of Peru.

This objective will be met through the identification and dissemination of
technical requirements for gaining market access and tapping opportunities
created by the FTA, the implementation of a system for strengthening supply
and coordinating the supply of and demand of services, and the establishment
of partnerships.

This grant will be executed by the Exporters' Association of Peru or ADEX
over a 3-year period.

The MIF approved a US$1 million equity investment and a US$70,000 grant to
increase the availability of financing for small enterprises in Peru.

The objective of this project is to pilot an innovative financial vehicle
that leverages domestic capital markets in order to offer small Peruvian
companies lower cost of financing via factoring.

The project's executing agency will be Value Investments Peru or SAFI.

                        *    *    *

Fitch Ratings assigned these ratings on Peru:

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




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


ADELPHIA COMMS: Unit Can Sell Property to Tulsat US$1.7 Million
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
granted permission to ACC Operations, Inc., an Adelphia
Communications Corp. debtor-affiliate, to sell the Property
pursuant to the Tulsat Agreement.

As reported in the Troubled Company Reporter on Aug. 29, 2006, ACC
Operations owns various models of digital set-top converters that are not
being used in any of the Debtors' operations and are not being transferred
to Time Warner NY Cable, LLC, or to Comcast Corp. in connection with the
sale of substantially all of the ACOM Debtors' assets.

Accordingly, ACC Operations has entered into a sale terms
agreement to sell digital converters to Tulsat-Pennsylvania, LLC, for
US$1,741,179.

According to Shelley C. Chapman, Esq., at Willkie Farr & Gallagher LLP, in
New York, the proceeds of the sale of the Property will be deposited in the
Debtors' post-closing accounts held by JPMorgan Chase Bank, N.A., and
invested in accordance with the investment practices and guidelines approved
by the Court on July 28, 2006.

Based in Coudersport, Pa., Adelphia Communications Corp.
(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest
cable television company in the country.  Adelphia serves
customers in 30 states and Puerto Rico, and offers analog and
digital video services, high-speed Internet access and other
advanced services over its broadband networks.  The Company and
its more than 200 affiliates filed for Chapter 11 protection in
the Southern District of New York on June 25, 2002.  Those cases
are jointly administered under case number 02-41729.  Willkie Farr &
Gallagher represents the ACOM Debtors.  PricewaterhouseCoopers serves as the
Debtors' financial advisor.  Kasowitz, Benson, Torres & Friedman, LLP, and
Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.

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


ADELPHIA: Judge Gerber Approves Stipulation with Broadcast Music
----------------------------------------------------------------
The Honorable Robert E. Gerber of the U.S. Bankruptcy Court for
the Southern District of New York, approved the stipulation
between Adelphia Communications Corp. and Broadcast Music, Inc.

As reported in the Troubled Company Reporter on Sept. 27, 2006 the Company
and Broadcast Music, Inc., sought the Court's approval to a stipulation,
pursuant to which, among others, BMI withdraws its objection, with
prejudice, to the ACOM Debtors' proposed rejection of their Cable Systems
Local Origination Music License Agreement.

Based in Coudersport, Pa., Adelphia Communications Corp.
(OTC: ADELQ) -- http://www.adelphia.com/-- is the fifth-largest
cable television company in the country.  Adelphia serves
customers in 30 states and Puerto Rico, and offers analog and
digital video services, high-speed Internet access and other
advanced services over its broadband networks.  The Company and
its more than 200 affiliates filed for Chapter 11 protection in
the Southern District of New York on June 25, 2002.  Those cases
are jointly administered under case number 02-41729.  Willkie Farr &
Gallagher represents the ACOM Debtors.  PricewaterhouseCoopers serves as the
Debtors' financial advisor.  Kasowitz, Benson, Torres & Friedman, LLP, and
Klee, Tuchin, Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.

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


PILGRIM'S PRIDE: 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. Consumer Products sector this week, the
rating agency held its Ba2 Corporate Family Rating for Pilgrim's
Pride Corp.  In addition, Moody's revised or held its probability-of-default
ratings and assigned loss-given-default ratings on these notes:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   US$200 million 9.625%
   Gtd. Sr. Notes
   Due Sept. 15, 2011     Ba2      Ba3     LGD5       82%

   US$100 million 9.625%
   Gtd. Sr. Notes
   Due Sept. 15, 2011     Ba2      Ba3     LGD5       82%

   US$100 million 9.250%
   Sr. Sub. Global Notes
   Due Nov. 15, 2013      Ba3      B1      LGD6       95%

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 Pittsburgh, Texas, Pilgrim's Pride Corporation
(NYSE: PPC) -- http://www.pilgrimspride.com/-- produces,
distributes and markets poultry processed products through
retailers, foodservice distributors and restaurants in the United States,
Mexico and in Puerto Rico.  Pilgrim's Pride employs approximately 40,000
people and has major operations in Texas, Alabama, Arkansas, Georgia,
Kentucky, Louisiana, North Carolina, Pennsylvania, Tennessee, Virginia, West
Virginia, Mexico and Puerto Rico, with other facilities in Arizona, Florida,
Iowa, Mississippi and Utah.




===============
S U R I N A M E
===============


YPF SA: Parent Firm Conducting Oil & Gas Exploration in Suriname
----------------------------------------------------------------
Officials in Paramaribo, Suriname, told Caribbean Net News that Repsol, the
parent company of YPF SA, will drill for oil and gas in Suriname's offshore
territories next year.

According to Caribbean Net, the officials said that Repsol has signed a
US$100 million contract with Trans Ocean to execute two test drillings in
the Block 30 offshore concession.

Caribbean Net relates that between July and October, Trans Ocean will put up
the oilrig Sovereign Explorer to drill at two different locations.

Israel Hernandez, Repsol's Project Drilling Manager, told Caribbean Net that
that if there will be a commercial find, it could take up to six years to
develop all facilities to begin commercial production.  Repsol by then would
have made an investment of US$1 billion in the venture.

Caribbean Net notes that Repsol and Trans Ocean are conducting information
sessions with possible local contractors for several necessary services, to
inform Surinamese businesses about the commercial possibilities of the
future drilling activities.

The report says that Repsol and Trans Ocean will be launching tenders for:

          -- workers,
          -- accommodation,
          -- chemical supplies,
          -- storage facilities,
          -- transportation, and
          -- provisioning.

Mr. Hernandez told Caribbean Net, "It is up to the business community to
react on this opportunities."

Repsol and Trans Ocean will also start a tender for services that are
unavailable in Suriname, Caribbean Net states.

Caribbean Net underscores that the exploration in offshore Suriname is a
very risky investment.  However, Repsol believes it will discover
commercially exploitable oil and gas reserves.

Repsol also signed on April 24 a 30-year production-sharing contract with
the Staatsolie, the Surinamese state-owned firm, to explore and produce oil
in Block 30, which is 100 kilometers offshore Suriname.  The contract
includes a six-year exploration period.

According to the report, Block 30 has a surface area of about 18,600 square
kilometers and is located in the Guyana-Suriname basin, where oil is
produced at the Tambaredjo and Calcutta fields near Paramaribo.

A two-year technical study administered by Repsol was conducted in the
region.  The study, as well as the existing seismic and geological data on
offshore Suriname that Staatsolie provided, indicated that there could be
possibilities of significant hydrocarbon accumulations, especially in the
deep-water area of Block 30, Caribbean Net reports.

                        *    *    *

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.




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


* URUGUAY: Argentine Activists Continue Road Blockade
-----------------------------------------------------
Activists in Gualeguaychu, Argentina, continued their blockade on the road
connecting the city with Fray Bentos, Uruguay, protesting the construction
of two pulp mills in river Uruguay, which is jointly owned by the two
nations, Prensa Latina reports.

Prensa Latina notes that the protesters believed that the pulp mills will
have a negative effect on the region's environment.

As reported in the Troubled Company Reporter-Latin America on Oct. 16, 2006,
an agency of the World Bank said that the two pulp mills being constructed
in river Uruguay have met the environmental standards it has required for
funding.

Prensa Latina relates that trucks with goods for Uruguay remained in
Argentina, as several vehicles from the Environmental Assembly of the People
blocked the road.

The Argentine government tried discouraging the protest but failed, Prensa
Latina states.

                        *    *    *

Fitch Ratings assigned these ratings on Uruguay:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     BB-      Mar. 7, 2005
   Long Term IDR       B+      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005
   Local Currency
   Long Term Issuer
   Default Rating      BB-      Mar. 7, 2005




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


CITGO PETROLEUM: US Energy Sec. Won't Reject Discounted Fuel
------------------------------------------------------------
"I cannot object to Venezuela being charitable," the U.S. Energy Secretary
Samuel Bodman told Reuters when asked about the agency's stand on the
discounted heating oil program by Citgo Petroleum Corp. -- the U.S. refining
branch of Venezuelan state oil firm Petroleos de Venezuela SA.

Despite the constant clashes between Venezuelan President Hugo Chavez and
his American counterpart George W. Bush, the energy secretary view the
program as an act of charity and separate from politics.

"I deem it a charitable contribution and I wish more companies did it," Mr.
Bodman was quoted by Reuters as saying.

When the program was introduced, it was largely supported by politicians.
However, some of the program's advocates are withdrawing their support after
the Venezuelan's speech at the UN General Assembly where he called the
American president as the "devil."

Meanwhle, 147 out of 151 indigenous tribes in Alaska have given their nods
to participate in Citgo's program.

Dimitri Philemonof, leader of the Association of Auletian Pribilof Islands,
an organization managing fuel donations for 291 households in Alaska, told
El Universal he rejected Citgo's offer because of Chavez' words at the UN.
"I was astounded at what he said. I think I am reacting just like many other
people.  My personal view is that this plan is linked to politics."

                        About Citgo

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

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

                        *    *    *

Standard and Poor's Ratings Services assigned a 'BB' rating on
Citgo Petroleum Corp.

Citgo Petroleum carries Fitch's BB- Issuer Default Rating.  Fitch also rates
the Company's US$1.15 billion senior secured revolving credit facility
maturing in 2010 at 'BB+', its US$700 million secured term-loan B maturing
in 2012 at 'BB+', and its senior secured notes at 'BB+'.


FERRO CORP: Terminates Negotiations to Sell Specialty Plastics
--------------------------------------------------------------
Ferro Corp. has discontinued discussions with Wind Point Partners regarding
the sale of its Specialty Plastics business.

"We did not feel that we could reach an agreement that provided Ferro
shareholders with the full value of this business," said James Kirsch, Ferro
President and Chief Executive Officer.  "We will continue to operate the
Specialty Plastics business, and expect it to remain a positive contributor
to Ferro's operations.  As we go forward, we will continue to pursue
portfolio realignment activities that we believe best serve the interests of
our shareholders and the growth objectives of the company."

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.


PETROLEOS DE VENEZUELA: Working with Enarsa to Audit Ayacucho 6
---------------------------------------------------------------
Petroleos de Venezuela SA, the state-run oil company of Venezuela, will sign
in November a contract with Enarsa, its Argentine counterpart, for the audit
of the hydrocarbon reserves at the Ayachucho 6 deposit in Venezuela,
Business News Americas reports.

According to reports, the Argentine public works ministry said that output
at Ayacucho 6 in the Orinoco oil belt could reach 200,00 barrels per day.

Julio de Vido, the planning minister of Argentina, has discussed with Rafael
Ramirez -- Venezuela's mining and energy minister who also serves as the
president of Petroleos de Venezuela -- a joint energy agenda.

The meeting would allow Enarsa to perform exploitation work in Venezuela,
through a partnership with Petroleos de Venezuela, BNamericas states.

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

                        *    *    *

Standard & Poor's said on July 17 that it may lower the
company's B+ foreign-currency debt rating in part because of the
absence of timely financial and operating information.


* BOND PRICING: For the week of October 9 -- October 13, 2006
-------------------------------------------------------------

Issuer                               Coupon   Maturity  Price
------                               ------   --------  -----
ABC Rail Product                     10.500%  01/15/04     1
ABC Rail Product                     10.500%  12/31/04     1
Adelphia Comm.                        3.250%  05/01/21     0
Adelphia Comm.                        6.000%  02/15/06     0
Adelphia Comm.                        7.500%  01/15/04    66
Adelphia Comm.                        7.750%  01/15/09    72
Adelphia Comm.                        7.875%  05/01/09    72
Adelphia Comm.                        8.125%  07/15/03    69
Adelphia Comm.                        8.375%  02/01/08    72
Adelphia Comm.                        9.250%  10/01/02    67
Adelphia Comm.                        9.375%  11/15/09    73
Adelphia Comm.                        9.500%  02/15/04    64
Adelphia Comm.                        9.875%  03/01/05    69
Adelphia Comm.                        9.875%  03/01/07    73
Adelphia Comm.                       10.250%  11/01/06    69
Adelphia Comm.                       10.500%  07/15/04    73
Adelphia Comm.                       10.875%  10/01/10    71
Allegiance Tel.                      11.750%  02/15/08    47
Allegiance Tel.                      12.875%  05/15/08    48
Amer & Forgn Pwr                      5.000%  03/01/30    66
Amer Color Graph                     10.000%  06/15/10    69
Antigenics                            5.250%  02/01/25    64
Anvil Knitwear                       10.875%  03/15/07    72
Archibald Candy                      10.000%  11/01/07     0
Armstrong World                       6.350%  08/15/03    70
Armstrong World                       6.500%  08/15/05    73
Armstrong World                       7.450%  05/15/29    70
Armstrong World                       9.000%  06/15/04    66
ATA Holdings                         13.000%  02/01/09     4
Atlantic Mutual                       8.150%  02/15/28    61
Autocam Corp.                        10.875%  06/15/14    61
Avado Brands Inc                     11.750%  06/15/09     1
Bank New England                      8.750%  04/01/99     5
Bank New England                      9.500%  02/15/96    13
BBN Corp                              6.000%  04/01/12     0
Burlington North                      3.200%  01/01/45    57
Calpine Corp                          4.750%  11/15/23    48
Calpine Corp                          6.000%  09/30/14    39
Calpine Corp                          7.625%  04/15/06    71
Calpine Corp                          7.750%  04/15/09    75
Calpine Corp                          7.750%  06/01/15    33
Calpine Corp                          7.875%  04/01/08    72
Calpine Corp                          8.500%  02/15/11    47
Calpine Corp                          8.625%  08/15/10    47
Calpine Corp                          8.750%  07/15/07    70
Calpine Corp                         10.500%  05/15/06    72
Cell Therapeutic                      5.750%  06/15/08    70
Central Tractor                      10.625%  04/01/07     0
Chic East Ill RR                      5.000%  01/01/54    57
CIH                                   9.920%  04/01/14    71
CIH                                  10.000%  05/15/14    71
CIH                                  11.125%  01/15/14    74
Clark Material                       10.750%  11/15/06     0
Collins & Aikman                     10.750%  12/31/11     3
Columbia/HCA                          7.050%  12/01/27    74
Columbia/HCA                          7.500%  11/15/95    73
Comcast Corp                          2.000%  10/15/29    41
Comprehens Care                       7.500%  04/15/10    65
Cooper Standard                       8.375%  12/15/14    75
Cray Research                         6.125%  02/01/11     5
Dal-Dflt09/05                         9.000%  05/15/16    29
Dana Corp                             5.850%  01/15/15    73
Dana Corp                             7.000%  03/01/29    73
Dana Corp                             7.000%  03/15/28    73
Dana Corp                             9.000%  08/15/11    68
Dana Corp                            10.125%  03/15/10    71
Delco Remy Intl                       9.375%  04/15/12    44
Delco Remy Intl                      11.000%  05/01/09    48
Delta Air Lines                       2.875%  02/18/24    30
Delta Air Lines                       7.700%  12/15/05    29
Delta Air Lines                       7.900%  12/15/09    33
Delta Air Lines                       8.000%  06/03/23    31
Delta Air Lines                       8.300%  12/15/29    32
Delta Air Lines                       9.250%  03/15/22    29
Delta Air Lines                       9.250%  12/27/07    29
Delta Air Lines                       9.750%  05/15/21    30
Delta Air Lines                      10.000%  06/01/08    56
Delta Air Lines                      10.000%  06/05/13    74
Delta Air Lines                      10.000%  08/15/08    32
Delta Air Lines                      10.060%  01/02/16    73
Delta Air Lines                      10.080%  06/16/07    65
Delta Air Lines                      10.125%  05/15/10    29
Delta Air Lines                      10.375%  02/01/11    30
Delta Air Lines                      10.375%  12/15/22    30
Delta Mills Inc                       9.625%  09/01/07    23
Deutsche Bank NY                      8.500%  11/15/16    70
Diamond Triumph                       9.250%  04/01/08    71
Diva Systems                         12.625%  03/01/08     1
Dov Pharmaceutic                      2.500%  01/15/25    48
Dura Operating                        8.625%  04/15/12    39
Dura Operating                        9.000%  05/01/09     5
Duty Free Int'l                       7.000%  01/15/04     0
DVI Inc                               9.875%  02/01/04     8
Dyersburg Corp                        9.750%  09/01/07     0
Eagle-Picher Inc                      9.750%  09/01/13    74
Empire Gas Corp                       9.000%  12/31/07     1
Encysive Pharmac                      2.500%  03/15/12    73
Exodus Comm Inc                      10.750%  12/12/09     0
Exodus Comm Inc                      11.625%  07/15/10     0
Fedders North AM                      9.875%  03/01/14    67
Federal-Mogul Co.                     7.375%  01/15/06    59
Federal-Mogul Co.                     7.500%  01/15/09    61
Federal-Mogul Co.                     8.160%  03/06/03    51
Federal-Mogul Co.                     8.330%  11/15/01    59
Federal-Mogul Co.                     8.370%  11/15/01    53
Federal-Mogul Co.                     8.370%  11/15/01    59
Federal-Mogul Co.                     8.800%  04/15/07    60
Finova Group                          7.500%  11/15/09    30
Ford Motor Co                         6.500%  08/01/18    75
Ford Motor Co                         6.625%  02/15/28    74
Ford Motor Co                         7.125%  11/15/25    75
Ford Motor Co                         7.400%  11/01/46    74
Ford Motor Co                         7.700%  05/15/97    73
Ford Motor Co                         7.750%  06/15/43    74
GB Property Fndg                     11.000%  09/29/05    53
Golden Books Pub                     10.750%  12/31/04     0
Graftech Intl                         1.625%  01/15/24    74
Graftech Intl                         1.625%  01/15/24    74
GST Network Fndg                     10.500%  05/01/08     0
Gulf Mobile Ohio                      5.000%  12/01/56    75
HNG Internorth                        9.625%  03/15/06    38
Home Prod Intl                        9.625%  05/15/08    60
Inland Fiber                          9.625%  11/15/07    64
Insight Health                        9.875%  11/01/11    24
Iridium LLC/CAP                      10.875%  07/15/05    29
Iridium LLC/CAP                      11.250%  07/15/05    30
Iridium LLC/CAP                      13.000%  07/15/05    30
Iridium LLC/CAP                      14.000%  07/15/05    31
Isolagen Inc.                         3.500%  11/01/24    74
IT Group Inc                         11.250%  04/01/09     0
JTS Corp                              5.250%  04/29/02     0
Kaiser Aluminum                       9.875%  02/15/02    33
Kaiser Aluminum                      12.750%  02/01/03     9
Kellstrom Inds                        5.500%  06/15/03     0
Kmart Corp                            8.540%  01/02/15    28
Kmart Corp                            8.990%  07/05/10     4
Kmart Corp                            9.350%  01/02/20    10
Kmart Funding                         9.440%  07/01/18    23
Liberty Media                         3.750%  02/15/30    62
Liberty Media                         4.000%  11/15/29    67
Lifecare Holding                      9.250%  08/15/13    69
Macsaver Financl                      7.400%  02/15/02     4
Macsaver Financl                      7.600%  08/01/07     1
Macsaver Financl                      7.875%  08/01/03     0
Merisant Co                           9.500%  07/15/13    65
Movie Gallery                        11.000%  05/01/12    64
MSX Int'l Inc.                       11.375%  01/15/08    70
Muzak LLC                             9.875%  03/15/09    68
New Orl Grt N RR                      5.000%  07/01/32    69
Northern Pacific RY                   3.000%  01/01/47    56
Northern Pacific RY                   3.000%  01/01/47    56
Northwest Airlines                    6.625%  05/15/23    57
Northwest Airlines                    7.248%  01/02/12    20
Northwest Airlines                    7.625%  11/15/23    57
Northwest Airlines                    7.875%  03/15/08    58
Northwest Airlines                    8.700%  03/15/07    59
Northwest Airlines                    8.875%  06/01/06    56
Northwest Airlines                    9.152%  04/01/10     7
Northwest Airlines                    9.179%  04/01/10    23
Northwest Airlines                    9.875%  03/15/07    60
Northwest Airlines                   10.000%  02/01/09    58
NTK Holdings Inc                     10.750%  03/01/14    70
Nutritional Src                      10.125%  08/01/09    66
Oakwood Homes                         7.875%  03/01/04     9
Oakwood Homes                         8.125%  03/01/09     6
Oscient Pharm                         3.500%  04/15/11    67
OSU-DFLT10/05                        13.375%  10/15/09     0
Outboard Marine                       9.125%  04/15/17     0
Outboard Marine                      10.750%  06/01/08     4
Overstock.com                         3.750%  12/01/11    74
Owens Corning                         7.000%  03/15/09    56
Owens Corning                         7.500%  05/01/05    56
Owens Corning                         7.500%  08/01/18    57
Owens Corning                         7.700%  05/01/08    57
Owens-Corning Fiber                   8.875%  06/01/02    48
Pac-West-Tender                      13.500%  02/01/09    60
PCA LLC/PCA Fin                      11.875%  08/01/09    25
Pegasus Satellite                     9.625%  10/15/49    11
Pegasus Satellite                     9.750%  12/01/06    11
Pegasus Satellite                    12.375%  08/01/06    11
Pegasus Satellite                    13.500%  03/01/07     0
Phar-mor Inc                         11.720%  09/11/02     0
Piedmont Aviat                       10.250%  01/15/49     1
Piedmont Aviat                       10.250%  01/15/49     3
Pixelworks Inc                        1.750%  05/15/24    71
Plainwell Inc                        11.000%  03/01/08     2
Pliant Corp                          13.000%  07/15/10    45
Polaroid Corp                         6.750%  01/15/02     0
Primus Telecom                        3.750%  09/15/10    46
Primus Telecom                        8.000%  01/15/14    62
PSINET Inc                           10.500%  12/01/06     0
PSINET Inc                           11.000%  08/01/09     0
Radnor Holdings                      11.000%  03/15/10    20
Railworks Corp                       11.500%  04/15/09     1
Read-Rite Corp.                       6.500%  09/01/04     6
Rite Aid Corp                         6.875%  12/15/28    73
RJ Tower Corp.                       12.000%  06/01/13    22
Rotech HealthCare                     9.500%  04/01/12    70
Salton Inc                           12.250%  04/15/08    72
Solectron Corp                        0.500%  02/15/34    73
Spinnaker Inds                       10.750%  10/15/06     0
Telcordia Tech                       10.000%  03/15/13    71
Toys R Us                             7.375%  10/15/18    73
Tribune Co                            2.000%  05/15/29    66
United Air Lines                      7.870%  01/30/19    54
United Air Lines                      8.700%  10/07/08    39
United Air Lines                      9.020%  04/19/12    56
United Air Lines                      9.200%  03/22/08    49
United Air Lines                      9.350%  04/07/16    33
United Air Lines                      9.560%  10/19/18    61
United Air Lines                     10.020%  03/22/14    49
United Air Lines                     10.110%  01/05/06     3
United Air Lines                     10.110%  02/19/49    41
US Air Inc.                          10.750%  01/01/49     0
US Air Inc.                          10.750%  01/15/49    24
USAutos Trust                         5.100%  03/03/11    75
Venture Holdings                     11.000%  06/01/07     0
Venture Holdings                     12.000%  06/01/09     0
Vesta Insurance Group                 8.750%  07/15/25     9
Werner Holdings                      10.000%  11/15/07    13
Wheeling-Pitt St                      6.000%  08/01/10    70
Winn-Dixie Store                      8.875%  04/01/08    66
Winstar Comm Inc                     12.750%  04/15/10     0


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

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

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

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

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

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


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