TCRLA_Public/061108.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                    L A T I N   A M E R I C A

          Wednesday, November 8, 2006, Vol. 7, Issue 222

                          Headlines

A R G E N T I N A

CARLETTO HNOS: Deadline for Verification of Claims Is on Dec. 29
CLINICA PRIVADA: Claims Verification Deadline Is Set for Nov. 29
DARRIAN SA: Verification of Proofs of Claim Is Until Dec. 5
FREESCALE SEMICONDUCTOR: Gets Requisite Consents on 6.875% Notes
INSTITUTO PRIVADO: Claims Verification Deadline Is on Dec. 1

PETROBRAS ENERGIA: Posts ARS187MM Third Quarter 2006 Net Profit
PISCIS PRODUCCIONES: Trustee Verifies Claims Until Dec. 22

* ARGENTINA: Accuses World Bank of Worsening Spat with Uruguay
* ARGENTINA: Buenos Aires Issuing US$200,000,000 in Bonds
* ARGENTINA: Neuquen Issues Bonds for US$125,000,000

B A H A M A S

COMPLETE RETREATS: Gets Interim Okay on CIT Capital's Retention
COMPLETE RETREATS: U.S. Trustee Argues O'Connor Are Accountants
WINN-DIXIE: Posts US$24MM Net Loss in 1st Quarter Ended Sept. 20

B E R M U D A

BERMUDA COMMERCIAL: Butterfield Bank Withdraws from Buy Talks
SCOTTISH RE: Approves Paul Goldean's Amended Employment Contract
SEA CONTAINERS: Trustee Sets First Creditor Meeting on Nov. 21

B O L I V I A

COEUR D'ALENE: Earns US$18.4MM in Quarter Ended Sept. 30, 2006

* BOLIVIA: Completes Nationalization of Hydrocarbons Sector

B R A Z I L

BANCO BRADESCO: Earns BRL5.03 Billion in Third Quarter 2006
BANCO DAYCOVAL: S&P Rates US$120 Mil. Sr. Unsecured Notes at B+
BANCO ITAU: Eyes 25% Loan Portfolio Growth in 2006
BLOUNT INT: Equity Deficit Narrows to US$106.7MM at Sept. 30
BUCKEYE TECHNOLOGIES: Earns US$3.8 Million in First Quarter

CENTRAIS ELECTRICAS: Investing BRL3 Billion in Power Generation
COMPANHIA SIDERURGICA: Enhances Pact with Wheeling-Pittsburgh
COMPANHIA SIDERURGICA: Esmark Comments on Revised Offer for WP
DRESSER-RAND: Secures US$63.2MM Order from Marathon Petroleum
ELETROPAULO: S&P Raises Rating on BRL474MM Bonds to BB- from B+

EMI GROUP: Moody's Cuts Rating on Weak Debt Protection Measures
EMI GROUP: S&P Lowers Long-Term Corporate Rating to BB from BB+
NET SERVICOS: S&P Rates US$150MM Proposed Perpetual Bonds at BB-
NRG ENERGY: Hedge Reset Transaction Cues Fitch to Hold Ratings
NRG ENERGY: Moody's Rates Planned US$1.1 Bil. Unsec. Notes at B1

PETROLEO BRASILEIRO: Launching Pipeline Repair Works on Nov. 11
TAM SA: Begins Second Daily Flight to Santiago, Chile in January
TELE NORTE: Anatel Postpones Decision on Proposed Acquisitions
USINAS SIDERURGICAS: Companhia Vale Taking 7% Stake in Firm
USINAS SIDERURGICAS: May Report Strongest Third Quarter Results

USINAS SIDERURGICAS: Nippon Steel Buys 1.7% Stake in Firm

* BRAZIL: Selling Dollar-Denominated Bonds Due 2017

C A Y M A N   I S L A N D S

ANTHRACITE BALANCED (JR-16): Claims Must Be Filed by Nov. 15
AVENIR FUND: Calls Shareholders for Final Meeting on Nov. 16
CITIGROUP CREDIT: Creditors Must File Proofs of Claim by Nov. 14
CTMP II: Creditors Have until Nov. 14 to File Proofs of Claim
EMOSYN LIMITED: Shareholders Gather for Final Meeting on Nov. 16

FONTE DE PEDRA: Liquidator Presents Wind Up Accounts on Nov. 16
GLADIATOR OFFSHORE: Proofs of Claim Filing Deadline Is Nov. 13
GLOBAL VISION: Shareholders Gather for Final Meeting on Nov. 16
HEXAGON TRUST: Last Day to File Proofs of Claim Is on Nov. 16
HILLVIEW LTD: Shareholders Convene for Final Meeting on Nov. 16

HSBC REPUBLIC: Creditors Must Submit Proofs of Claim by Nov. 14
JUMBO HOLDINGS: Shareholders Convene for Last Meeting on Nov. 16
MASTER FINANCE: Last Day for Proofs of Claim Filing Is Nov. 14
MONAS INVESTMENTS: Sets Final Shareholders Meeting on Nov. 16
PACIFIC RE: Last Day for Proofs of Claim Filing Is on Nov. 16

QUINTERO HOLDINGS: Last Shareholders Meeting Is Set for Nov. 16
ST!NGRAY CAPITAL: Final Shareholders Meeting Is Set for Nov. 16
WEISSHORN FINANCE: Claims Filing Deadline Is Set for Nov. 16

C H I L E

AES CORP: Posts US$3.15 Billion Revenue for Third Quarter 2006

C O L O M B I A

BANCO DEL CAFE: Banco Davivienda Gets Help on Firm's Acquisition
CA INC: Joins Community Patent Review Project
DOLE FOOD: Inaugurates US$8MM Organic Banana Farm in Colombia

* COLOMBIA: Expands Bilateral Trade Relations with Cuba
* COLOMBIA: Venezuela Renews Gasoline Delivery

C O S T A   R I C A

GENERAL NUTRITION: S&P Places B Rating on CreditWatch Developing
GNC CORP: S&P Rates US$325-Million PIK Notes Due 2011 at CCC+

C U B A

* CUBA: Expands Bilateral Trade Relations with Colombia

C U R A C A O

ORTHOFIX INT: Names Oliver Burckhardt Internal Division Pres.
ORTHOFIX INT: Third Quarter 2006 Sales Up 10% to US$83.4 Million

D O M I N I C A

PETROLEOS DE VENEZUELA: PDV Caribe Launches Dominica Project

D O M I N I C A N   R E P U B L I C

FALCONBRIDGE LTD: Parent Launches Debut Global Bond Offering

E L   S A L V A D O R

BANCO CUSCATLAN: Inks Syndicated Credit with Hidroelectrica

H O N D U R A S

WARNACO GROUP: Completes US$54MM Sale of Ocean Pacific to Iconix

* HONDURAS: Pres. Asserts Nation Is Ideal Pemex Plants' Location

J A M A I C A

AIR JAMAICA: Mulls Replacement of Modern Fleet with Old Planes
AIR JAMAICA: National Workers Union Fears Layoffs

M E X I C O

AXTEL: Files Joint Claim with Telephony Cos. Against Operators
AXTEL SA: Avantel Acquisition Prompts S&P to Affirm BB- Rating
CHEMTURA CORP: Moody's Assigns Loss-Given-Default Rating
GLOBAL POWER: Selects Alvarez & Marsal as Restructuring Advisor
GREENBRIER COS: Elects Graeme Jack to Board of Directors

GRUPO IUSACELL: In Talks with Movistar on Spectrum Swap
KANSAS CITY: Gets Tenders from 97% of 10.25% Sr. Notes Holders
KENDLE INTERNATIONAL: Moody's Assigns Loss-Given-Default Ratings
NORTEL NETWORKS: Declares Dividends on Class A Preferred Shares
RADIOSHACK CORP: Declares US$0.25 Per Share Annual Dividend

VITRO SA: Completes Rights Offering on Capital Stock Increase

N I C A R A G U A

XEROX CORP: Moody's Places Ratings Under Review & May Upgrade

P A N A M A

CHIQUITA BRANDS: Third Quarter Loss Cues Moody's to Lower Rating

* NICARAGUA: Recipient of Overseas Private's Investments

P A R A G U A Y

* PARAGUAY: Postpones Opening of Bids for Ethanol Plant

P U E R T O   R I C O

CENTENNIAL COMM: Starts Unlimited Mobile Service in Puerto Rico
CONSOLIDATED CONTAINER: Completes Buy of Quintex Corp.'s Assets
ORIENTAL FINANCIAL: Jose E. Fernandez Retires as Board Chairman

U R U G U A Y

SANTANDER URUGUAY: Will Launch Six New Branches in 2007

V E N E Z U E L A

CITGO PETROLEUM: Wins US$387.4 Suit Against The Babcock & Wilcox

* VENEZUELA: Moody's Says Ratings Backed by External Liquidity
* VENEZUELA: Renews Gasoline Delivery to Colombia
* Fitch Says Emerging Markets Are Pushing Global Wireless Growth
* IFC Says LatAm Must Make Industries Work for Local Communities


                          - - - - -


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


CARLETTO HNOS: Deadline for Verification of Claims Is on Dec. 29
----------------------------------------------------------------
Maria Cristina Barberis, the court-appointed trustee for
Carletto Hermanos SRL's bankruptcy proceeding, will verify
creditors' proofs of claim until Dec. 29, 2006.

Ms. Barberis will present the validated claims in court as
individual reports on March 20, 2007.  A court in Junin, Buenos
Aires will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Carletto Hnos. 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 Carletto Hnos'
accounting and banking records will follow on May 4, 2007.

The debtor can be reached at:

          Carletto Hermanos S.R.L.
          Derqui 125, Junin
          Buenos Aires, Argentina

The trustee can be reached at:

          Maria Cristina Barberis
          Saavedra 226, Junin
          Buenos Aires, Argentina


CLINICA PRIVADA: Claims Verification Deadline Is Set for Nov. 29
----------------------------------------------------------------
Jorge Zabaleta, the court-appointed trustee for Clinica Privada
Moderna SA's reorganization proceeding, will verify creditors'
proofs of claim until Nov. 29, 2006.

Mr. Zabaleta will present the validated claims in court as
individual reports on Feb. 21, 2007.  A court in Zarate-Campana,
Buenos Aires will determine if the verified claims are
admissible, taking into account the trustee's opinion and the
objections and challenges raised by Clinica Privada 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 Clinica Privada's
accounting and banking records will follow on Apr. 6, 2007.

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

The trustee can be reached at:

          Jorge Zabaleta
          Belgrano 156 Campana
          Buenos Aires, Argentina


DARRIAN SA: Verification of Proofs of Claim Is Until Dec. 5
-----------------------------------------------------------
Roberto Oscar Hermida, the court-appointed trustee for Darrian
SA's bankruptcy case, will verify creditors' proofs of claim
until Dec. 5, 2006.

Under the Argentine bankruptcy law, Mr. Hermida is required to
present the validated claims in court as individual reports.  A
court in La Plata, Buenos Aires, will determine if the verified
claims are admissible, taking into account the trustee's opinion
and the objections and challenges raised by Darrian and its
creditors.

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

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

The trustee can be reached at:

          Roberto Oscar Hermida
          Tucuman 1668
          Buenos Aires, Argentina


FREESCALE SEMICONDUCTOR: Gets Requisite Consents on 6.875% Notes
----------------------------------------------------------------
Freescale Semiconductor, Inc., disclosed that, as of 5:00 p.m.,
prevailing eastern time, on Nov. 3, 2006, it had received
tenders and consents from holders of US$349,829,000 in aggregate
principal amount of its 6.875% senior notes due 2011,
representing 99.951% of the outstanding 2011 notes, and from
holders of US$499,875,000 in aggregate principal amount of the
its 7.125% senior notes due 2014, representing 99.975% of the
outstanding 2014 notes.

As a result of the receipt of the requisite consents, Freescale
intends to enter into a supplemental indenture with the trustee
effecting the proposed amendments to the indenture governing the
notes on Nov. 6, 2006.  The proposed amendments, however, will
become operative only when the validly tendered notes are
accepted for payment by Freescale pursuant to the terms of the
tender offers and consent solicitations. In accordance with the
terms of the tender offers and consent solicitations, tendered
notes may no longer be withdrawn and delivered consents may not
be revoked, unless Freescale makes a material change to the
terms of the tender offers or is otherwise required by law to
permit withdrawal or revocation.

Holders who have not yet tendered their notes may tender until
5:00 p.m., prevailing Eastern Time, on Nov. 21, 2006, unless
extended or earlier terminated by Freescale.  The tender offers
are subject to the satisfaction of certain conditions, including
the receipt of specified financing, the consummation of the
merger pursuant to the previously announced Agreement and Plan
of Merger, dated as of Sept. 15, 2006, by and among Freescale,
Firestone Holdings LLC and Firestone Acquisition Corporation and
certain other customary conditions.

Freescale has engaged Credit Suisse Securities (USA) LLC and
Citigroup Corporate and Investment Banking to act as dealer
managers in connection with the tender offers and solicitation
agents in connection with the consent solicitations.

Any questions or requests for assistance may be directed to:

          Credit Suisse Securities (USA) LLC
          Tel: (800) 820-1653 (U.S. toll-free)
               (212) 325-7596 (collect)

                   -- or --

          Citigroup Corporate and Investment Banking
          Tel: (800) 558-3745 (U.S. toll-free)
               (212) 723-6106 (collect)

D.F. King & Co., Inc. has been retained as Tender Agent and as
Information Agent in connection with the tender offers and
consent solicitations.

Requests for additional copies of the Statement or any other
document may be directed to:

           D.F. King & Co., Inc.
           48 Wall Street, New York
           New York 10005
           Tel: (800) 714-3312 (U.S. toll-free)

Based in Austin, Texas, Freescale Semiconductor, Inc. (NYSE:FSL)
(NYSE:FSL.B) -- http://www.freescale.com/-- designs and
manufactures embedded semiconductors for the automotive,
consumer, industrial, networking and wireless markets.
Freescale Semiconductor became a publicly traded company in July
2004.  The company has design, research and development,
manufacturing or sales operations in more than 30 countries.  In
Latin America, Freescale Semiconductor has operations in
Argentina, Brazil and Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 7, 2006,
Standard & Poor's Ratings Services said that it has kept its
ratings, including the 'BB+' corporate credit rating, on Austin,
Texas-based Freescale Semiconductor Inc. on CreditWatch with
negative implications, where they were placed on Sept. 11, 2006,
following the company's announcement that it was considering a
business transaction, later confirmed as a leveraged buyout.

At the same time, Moody's Investors Service has assigned
Freescale Semiconductor a corporate family rating of Ba3 and a
speculative grade liquidity rating of SGL-1.


INSTITUTO PRIVADO: Claims Verification Deadline Is on Dec. 1
------------------------------------------------------------
Ema Luisa Boelter, the court-appointed trustee for Instituto
Privado Clinica y Cirugia City Bell SA's bankruptcy proceeding,
will verify creditors' proofs of claim until Dec. 1, 2006.

Under the Argentine bankruptcy law, Ms. Boelter is required to
present the validated claims in court as individual reports.  A
court in La Plata, Buenos Aires will determine if the verified
claims are admissible, taking into account the trustee's opinion
and the objections and challenges raised by Instituto Privado
and its creditors.

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

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

The debtor can be reached at:

          Instituto Privado Clinica y Cirugia City Bell SA
          Cantilo y 7, City Bell
          Buenos Aires, Argentina

The trustee can be reached at:

          Ema Luis Boelter
          Calle 48, Numero 726
          Buenos Aires, Argentina


PETROBRAS ENERGIA: Posts ARS187MM Third Quarter 2006 Net Profit
---------------------------------------------------------------
Petrobras Energia Participacoes said in a statement that its net
profit increased 29% to ARS187 million in the third quarter of
2006, compared with the ARS145-million profit reported in the
same period of 2005.

Petrobras Energia told Reuters that the increase was mainly due
to higher energy prices.  However, the profit reported was far
short of forecasts.

In a Reuters' poll, the average forecast for Petrobras Energia
was ARSA259.6 million net profit.

Petrobras Energia told Reuters that its revenue increased 8.6%
to ARS2.964 billion, mainly due to a significant boost in prices
for:

          -- crude,
          -- natural gas,
          -- electricity,
          -- petrochemical products, and
          -- some refined products.

Petrobras Energia's operating profit dropped 11.8% to ARS435
million this year, compared with last year, partly because of a
decrease in income in operations in Venezuela, Reuters states.

Petrobras Energia Participaciones S.A., through its subsidiary,
explores, produces, and refines oil and gas, as well as
generates, transmits, and distributes electricity. It also
offers petrochemicals, as well as markets and transports
hydrocarbons.  The company conducts oil and gas exploration and
production operations in Argentina, Venezuela, Peru, Ecuador,
and Bolivia

                        *    *    *

As reported on Feb. 6, 2006, Standard & Poor's Ratings Services
said that its ratings on Petrobras Energia S.A. (PESA; B/Watch
Neg/--) will not be affected by the company's announced
accounting adjustment that will be reflected in the financial
statements as of Dec. 31, 2005.  Net worth will decrease by
approximately US$60 million as a result of a provision of US$140
million against its Venezuelan assets to adjust their expected
recovery value, and the reversal of certain allowances for tax
credits for about US$83 million.

Since the accounting adjustments do not imply cash movements,
they do not have an impact on the ratings on PESA at this point.
Nevertheless, in line with S&P's concerns, the adjustments
reflect lower than previously expected future cash generation
due to changing business conditions in Venezuela.  The ratings
will remain on CreditWatch Negative, reflecting the
uncertainties of oil and gas concessions' renegotiation in
Venezuela.


PISCIS PRODUCCIONES: Trustee Verifies Claims Until Dec. 22
----------------------------------------------------------
Carlos Daniel Brezinski, the court-appointed trustee for Piscis
Producciones SA's bankruptcy proceeding, will verify creditors'
proofs of claim until Dec. 22, 2006.

Ms. Nadales will present the validated claims in court as
individual reports on March 21, 2007.  Court No. 22 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 Piscis Producciones 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 Piscis Producciones'
accounting and banking records will follow on May 3, 2007.

Piscis Producciones was forced into bankruptcy at the behest of
ATC SA en Liquidacion, which it owes US$47,920.68.

Clerk No. 44 was forced into bankruptcy.

The debtor can be reached at:

          Piscis Producciones SA
          Rodriguez Pena 1158
          Buenos Aires, Argentina

The trustee can be reached at:

          Carlos Daniel Brezinski
          Lambare 1140
          Buenos Aires, Argentina


* ARGENTINA: Accuses World Bank of Worsening Spat with Uruguay
--------------------------------------------------------------
Romina Picolotti, Argentina's environment secretary, accused the
World Bank's private sector arm, International Finance Corp., of
fuelling a disagreement with its neighbor Uruguay, The Financial
Times reports.

The two nations are in conflict over the construction of two
pulp mills along their river border.  Argentine officials and
environmentalists argued that the projects would harm the river,
affecting the livelihood of fishermen in the vicinity.  Uruguay
responded that the plants' builders are taking all the necessary
environmental safety hazards.

The FT says the Argentine environment secretary called the IFC
negligent.

"The IFC's negligence has profoundly aggravated Argentina's
conflict with Uruguay," Ms. Picolotti told The FT.

Ms. Picolotti, The FT says, will travel to Washington to
dissuade the IFC board members from lending US$170 million to
Finnish company Metsae-Botnia Oy, to help finance the
construction of one of the pulp mills in the river border.  The
other pulp mill will be constructed by Madrid-based Grupo
Empresarial Ence SA.  Early in September, Ence announced the
relocation of its plant saying it wanted to increase
productivity, which was not believed by many.

"Argentina has a historic relationship with Uruguay which has
been really damaged because of the IFC's behavior," Ms.
Picolotti added.  "It acted as if it was a partner of the
corporations."

Early this year, Argentina brought the dispute to the
International Court of Justice at The Hague in the Netherlands.
The move, Ms. Picoletti told The FT, was partly forced by the
IFC's unwillingness to help find a solution through negotiation.

                        *    *    *

Fitch Ratings assigned these ratings on Argentina:

                     Rating     Rating Date
                     ------     -----------
   Country Ceiling     RD      Dec. 14, 2005
   Long Term IDR       B       Dec. 14, 2005
   Short Term IDR      B-      Jun.  3, 2005
   Local Currency
   Long Term Issuer
   Default Rating      B       Jun.  3, 2005


* ARGENTINA: Buenos Aires Issuing US$200,000,000 in Bonds
---------------------------------------------------------
Buenos Aires, Argentina, is completing the details of its
upcoming bond issuance for US$200,000,000.

The bond is denominated in dollars and the road show in order to
sell it has already started.  The first city where it will be
offered is London, England, followed by American cities such as
New York and Boston.

The interest rates and terms have not been decided yet.

Merrill Lynch will be participating in the road show.  If things
go as planned, Buenos Aires will be offering an additional
US$600,000,000 in bonds.

According to different sources, the term could be for 12 years
and the interests paid every six months.  The rate could be
around 9%.

Together with the US$200 million issuance, Buenos Aires will
also offer US$900,000,000 in debts.

                        *    *    *

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.


* ARGENTINA: Neuquen Issues Bonds for US$125,000,000
----------------------------------------------------
The Argentine province of Neuquen has issued 8.65% bonds
totaling US$125,000,000.  The bonds are due in 2014, and is the
first issuance made by Neuquen after the 2001 crisis.

The bonds were oversubscribed by 2.5 times the original amount,
reaching US$314 millions.  The bonds were issued under New York
laws.

This is the first stage of the issuance.  The province will emit
US$250,000,000.  The second emission is planned for May 2007.

                        *    *    *

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: Gets Interim Okay on CIT Capital's Retention
---------------------------------------------------------------
The United States Bankruptcy Court for the District of
Connecticut partially granted Complete Retreats LLC and its
debtor-affiliates' request to employ CIT Capital USA Inc. as
their exclusive real estate advisor and disposition agent, nunc
pro tunc to Aug. 18, 2006.

The Court permitted the Debtors to:

   -- pay CIT a transaction fee equal to 7% of the gross
      proceeds of the Sale of any property contained in CIT's
      Portfolio; and

   -- reimburse all reasonable out-of-pocket expenses incurred
      by CIT in connection with its retention.

The Court will consider the remaining relief sought by the
Debtors at a later hearing.

Prior to the Court's order on the motion, the Official Committee
of Unsecured Creditors said it does not object to CIT Capital
earning a 7% Transaction Fee on traditional sales of real
property that it assists the Debtors to consummate.

The Committee, however, opposed to the Application to the extent
that the Transaction Fee could be read more broadly to apply to
other types of "Transactions," including mergers, strategic
partnership or sale of the Debtors pursuant to a plan of
reorganization.

Moreover, the Committee complained that the contemplated
Incentive Fee for CIT is not tied to any performance benchmark
and, unlike a typical broker's fee, is not contingent upon any
successful sale of the Debtors' real estate.  The Incentive Fee
is not a "reasonable term" of employment and compensation under
Section 328(a) of the Bankruptcy Code, Jonathan B. Alter, Esq.,
at Bingham McCutchen LLP, in Hartford, Connecticut, argued.

The Committee proposed that the Incentive Fee should be:

   (a) mutually exclusive with the Transaction Fee.  Any
       Transaction Fee earned should be credited toward any
       Incentive Fee on a dollar-for-dollar basis;

   (b) conditioned on CIT using good faith reasonable commercial
       efforts to perform the Phase I through III services with
       respect to the "Sale Properties;" and

   (c) reduced because the Debtors have made no showing whether
       the US$750,000 proposed fee is consistent with ordinary
       market terms for this type of engagement.

Mr. Daman asserted that the fees paid to CIT should not
unreasonably duplicate any similar fees to XRoads Solutions
Group, LLC, as the Debtors' financial advisor.  The Debtors'
estates should not be burdened with duplicative success fees for
two financial professionals related to the same type of
transaction, Mr. Daman said.

The Termination Fee should not be payable if CIT is terminated
for cause, Mr. Daman added.

As reported in the Troubled Company Reporter on Sept. 26, 2006,
the Debtors told the Court that they are exiting certain of
their properties.  In connection with reorganization efforts,
the Debtors hope to sell the Properties in the near future.
Holly Felder Etlin, the Debtors' chief restructuring officer,
said that the Properties are not popular with the Debtors'
members and are often vacant.

Ms. Etlin noted that the Debtors do not have the internal
expertise, infrastructure, or staff necessary to analyze or
market the Properties competently and cost-effectively.

Members of CIT's Commercial Real Estate group have significant
experience in the disposal of real property assets, Ms. Etlin
told the Court.  Moreover, CIT has a good reputation, which will
lend credibility to the contemplated sale process.

The Debtors will employ CIT pursuant to the terms of a Letter
Agreement dated August 18, 2006, between the parties.  The CIT
Letter Agreement is the result of arm's-length negotiations
between the Debtors and CIT.  Ms. Etlin stated that the Debtors
selected CIT only after considering several other candidates
with similar expertise.

Among others, CIT will:

   -- provide an experienced team to value the Properties;

   -- craft appropriate marketing, disposition, and auction
      processes to sell the Properties;

   -- hire local brokers to assist in the sale process and save
      the Debtors from having to employ brokers under Section
      327 of the Bankruptcy Code;

   -- meet and negotiate with parties who are interested in
      acquiring the Properties;

   -- negotiate stalking horse sale contracts, as necessary; and

   -- identify target buyers for the Properties.

CIT will also establish a "fast-track" disposition for the
Properties.  Specifically, for certain properties in Nevis,
Abaco, the Dominican Republic, and the United States, CIT will
complete its due diligence, review the Debtors' objectives, and
market or auction those Properties within 120 days.

Upon the closing of a sale of each of the Properties, the
Debtors will pay CIT a Transaction Fee equal to 7% of the gross
proceeds from that sale.  Any fees for local brokers retained
will be included in the Transaction Fee.

If the Debtors were to enter into a strategic partnership or
merger that does not include the sale of any Property, CIT  will
be entitled to a US$75,000 Incentive Fee for advisory services
performed.

The Debtors will also reimburse CIT for all its out-of-pocket
expenses, including marketing and travel expenses and reasonable
attorneys' fees.

The Debtors asked the Court not to subject the Transaction Fees
to any holdbacks and not to require CIT to file and serve
detailed time reports or timesheets since the firm is not
seeking any monthly fees for its services.

Dennis R. Irvin, CIT's executive vice president, assured the
Court that the firm has no connection with, and holds no
interests adverse to, the Debtors, their creditors, or any other
party-in-interest.  Accordingly, CIT is a "disinterested person"
as referenced in Section 327(a) of the Bankruptcy Code and as
defined by Sections 101(14) and 1107(b) of the Bankruptcy Code.

                  About Complete Retreats

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

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

Complete Retreats and its debtor-affiliates filed for chapter 11
protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245
through 06-50306).  Nicholas H. Mancuso, Esq., Jeffrey K. Daman,
Esq., Joel H. Levitin, Esq., David C. McGrail, Esq., Richard A.
Stieglitz Jr., Esq., at Dechert LLP, are representing the
Debtors in their restructuring efforts.  Xroads Solutions Group,
LLC, is the Debtors financial and restructuring advisor.  When
the Debtors filed for chapter 11 protection, they listed total
debts of US$308,000,000.  (Complete Retreats Bankruptcy News,
Issue No. 13; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


COMPLETE RETREATS: U.S. Trustee Argues O'Connor Are Accountants
---------------------------------------------------------------
B. Amon James, Assistant United States Trustee for the District
of Connecticut, argues that O'Connor Davies Munns & Dobbins,
LLP are accountants, not attorneys.  Therefore, O'Connor Davies
cannot be employed under Section 327(e) of the Bankruptcy Code,
Mr. James asserts.  O'Connor Davies is also not a salaried
employee of Complete Retreats LLC and its debtor-affiliates.
Therefore, it cannot be employed pursuant to Section 327(b).

Mr. James points out that O'Connor Davies may only be employed
pursuant to Section 327(a), which requires that professionals
employed do "not hold or represent an interest adverse to the
estate," and that they are "disinterested persons."

O'Connor Davies, however, holds a US$93,550 prepetition claim as
noted in the Debtors' request.  Thus, O'Connor Davies holds an
interest adverse to the Debtors' estates, Mr. James notes.

The Motion to Employ O'Connor Davies acknowledges that the
Debtors paid O'Connor Davies US$58,550 within 90 days before the
Debtors' bankruptcy filing, and that some of the payments were
for invoices four to six months old.  However, the Motion does
not provide enough information to determine whether the timing
of the payments was generally consistent with the Debtors' prior
payment history with O'Connor Davies, Mr. James notes.
Consequently, the preferential payments that O'Connor Davies
received from the Debtors may also represent an interest adverse
to the Debtors' estates, Mr. James says.

The U.S. Trustee believes that to the extent O'Connor Davies is
ultimately employed, the firm should be required to submit
regular fee applications, subject to the Court's oversight,
pursuant to Sections 330 and 331 of the Bankruptcy Code.

Moreover, Mr. James tells the U.S. Bankruptcy Court for the
District of Connecticut that neither the Motion nor the
accompanying Rule 2014 affidavit state the estimated total
cost of the services that O'Connor Davis proposes to render or
the basis for an estimate.

To the extent the proposed settlement can be considered
separately from the application to employ O'Connor Davies, the
U.S. Trustee does not object a settlement that requires O'Connor
Davies to return the Records over to the Debtors in exchange for
the payment of US$9,335, or 10% of the O'Connor Davies'
prepetition claim.

As reported in the Troubled Company Reporter on Oct. 2, 2006,
the Debtors sought to employ O'Connor Davies as an "ordinary
course" professional pursuant to Sections 105, 327, 328, and 330
of the Bankruptcy Code.

O'Connor Davies was the Debtors' prepetition accountant and tax
advisor.  The Debtors owe the firm approximately US$93,550 for
prepetition services rendered and expenses incurred.

The Debtors informed the Court that O'Connor Davies possesses
information and certain work papers necessary to complete their
2005 financial statements and to allow them to file their 2005
tax returns, and critical to the Debtors' efforts to fully
investigate certain prepetition transactions.

Jeffrey K. Daman, Esq., at Dechert LLP, in Hartford,
Connecticut, said that O'Connor Davies initially refused to turn
over the Records and to provide postpetition services to the
Debtors until its prepetition claims were paid.

While the Debtors believe that they may be able to compel the
firm to turn over the Records through litigation, that
litigation would be costly and time-consuming, Mr. Daman told
the Court.

Moreover, Mr. Daman continued, the Debtors believe that any firm
they retain to replace O'Connor Davies would necessarily be at
an informational disadvantage, especially without access to the
Records, and that the costs of familiarizing a replacement firm
with the Debtors' business and financial affairs would be
substantial.

The Debtors negotiated with O'Connor Davies to try to reach a
consensual resolution and executed an engagement letter with
O'Connor Davies, dated Sept. 8, 2006.

Pursuant to the Engagement Letter, O'Connor Davies would turn
over the Records at the Debtors' request and would provide
postpetition accounting services and prepare federal and state
tax returns on the Debtors' behalf.

Accordingly, the Debtors asked the Court to approve the
settlement agreement.

The firm's hourly rates are:

          Designation               Hourly Rates
          -----------               ------------
          Partners                  US$325 to US$375
          Senior Managers           US$300 to US$325
          Senior Staff              US$200 to US$225
          Junior Staff              US$125 to US$150

If the Court approves the Debtors' request, the Debtors proposed
to pay O'Connor Davies US$9,335, or 10% of its prepetition
claim.  In addition, in the event the Debtors' general unsecured
creditors receive a distribution greater than 10% of their
allowed unsecured claims under a plan of reorganization, the
Debtors proposed to pay the firm an additional amount so that
its total percentage recovery on account of its unsecured claim
is the same as that of other general unsecured creditors of the
same class.  Mr. Daman emphasized that O'Connor Davies would not
be entitled to any additional distributions on account of its
prepetition claim.  Finally, the Debtors have agreed to waive
any preference claims against O'Connor Davies under Section 547
of the Bankruptcy Code.

Mr. Daman reported that the Debtors paid the firm US$58,550
within the 90 days prior to their bankruptcy filing.  The
Debtors believe that O'Connor Davies provided "new value" to
them.  Therefore, the Debtors asserted that the firm would have
a strong defense to any preference action brought against it.

The Debtors proposed to pay O'Connor Davies, without prior
application to the Court, 100% of the fees and expenses incurred
upon the submission to and approval by the Debtors of an
appropriate invoice setting forth the nature of the services
rendered and expenses actually incurred.  The Debtors will file
with the Court statements detailing the amounts of fees and
expenses paid to the firm, and will serve those monthly
statements on the United States Trustee and counsel to the
Official Committee of Unsecured Creditors.

If O'Connor Davies' fees and disbursements exceed US$35,000,
then payments to the firm would be subject to the prior Court
approval.  "This US$35,000 threshold or any other threshold
established for [O'Connor Davies] would be independent of the
US$110,000 aggregate threshold or any other threshold
established by the Court for other 'ordinary course'
professionals," Mr. Daman said.

Although O'Connor Davies has an unsecured claim against the
Debtors on account of prepetition services rendered to the
Debtors in the ordinary course of their business, Mr. Daman
explained, the Debtors do not believe that the firm represents
or holds any interest adverse to the Debtors or to their estates
with respect to the matters on which it is to be employed, and
thus, it meets the special counsel retention requirement of
Section 327(e) of the Bankruptcy Code.

                  About Complete Retreats

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

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

Complete Retreats and its debtor-affiliates filed for chapter 11
protection on July 23, 2006 (Bankr. D. Conn. Case No. 06-50245
through 06-50306).  Nicholas H. Mancuso, Esq., Jeffrey K. Daman,
Esq., Joel H. Levitin, Esq., David C. McGrail, Esq., Richard A.
Stieglitz Jr., Esq., at Dechert LLP, are representing the
Debtors in their restructuring efforts.  Xroads Solutions Group,
LLC, is the Debtors financial and restructuring advisor.  When
the Debtors filed for chapter 11 protection, they listed total
debts of US$308,000,000.  (Complete Retreats Bankruptcy News,
Issue No. 13; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


WINN-DIXIE: Posts US$24MM Net Loss in 1st Quarter Ended Sept. 20
----------------------------------------------------------------
Winn-Dixie Stores Inc. has filed its quarterly report with the
U.S. Securities and Exchange Commission for the 2007 first
fiscal quarter ended Sept. 20, 2006.

Winn-Dixie lost US$24,613,000 for the 12 weeks ended
Sept. 20, 2006, compared with US$552,555,000 during the same
period in the prior fiscal year.  Winn-Dixie reported
US$1,609,826,000 in sales for the quarter, up 2.4% from
US$1,572,003,000 in the same period in 2005.  Gross profit on
sales for the fiscal year 2007 first quarter increased
US$14,600,000 compared with the same prior-year period.

In its SEC filing dated Sept. 26, 2006, the company disclosed
that a number of factors negatively affected its liquidity and
may also affect its ability to continue as a going concern.

These factors include, but are not limited to: (1) past
operating performance and the success of current and future
company initiatives designed to improve sales and gross margin
and to reduce expenses, and (2) the company currently operates
as debtors-in-possession under Chapter 11 of the Bankruptcy
Code.

As of Sept. 20, 2006, Winn-Dixie had US$351,800,000 of available
liquidity, comprised of US$116,800,000 of borrowing availability
under the DIP Credit Facility and US$235,000,000 of certain cash
equivalents.

Management believes the company has sufficient liquidity through
borrowing availability, available cash, trade credit and cash
flows from operating activities to fund its cash requirements
for existing operations and capital expenditures on a more
expanded basis subsequent to emergence through the end of fiscal
2007.

                  Winn-Dixie Stores, Inc., et al.
               Unaudited Consolidated Balance Sheet
                       At September 20, 2006
                           (In Thousands)

                               Assets
Current assets:
Cash and cash equivalents                             US$261,583
Marketable securities                                     14,507
Trade and other receivables, net                         134,945
Insurance claims receivable                               21,386
Income tax receivable                                     42,029
Merchandise inventories, net                             454,359
Prepaid expenses and other current assets                 35,387
Assets held for sale                                           -
                                                      ----------
Total current assets                                     964,196

Property, plant and equipment, net                       487,627
Other assets, net                                         86,587
                                                      ----------
Total assets                                        US$1,538,410
                                                      ==========

               Liabilities and Shareholders' Deficit

Current liabilities:
Current borrowings under DIP Credit Facility           US$40,000
Current portion of long-term debt                            237
Current obligations under capital leases                   3,710
Accounts payable                                         212,115
Reserve for self-insurance liabilities                    76,205
Accrued wages and salaries                                76,956
Accrued rent                                              48,550
Accrued expenses                                          91,967
Liabilities related to assets held for sale                    -
                                                      ----------
Total current liabilities                                549,740

Reserve for self-insurance liabilities                   151,606
Long-term debt                                               103
Obligations under capital leases                           4,653
Other liabilities                                         20,028
                                                      ----------
Total liabilities not subject to compromise              726,130

Liabilities subject to compromise                      1,116,593
                                                      ----------
Total liabilities                                      1,842,723

Shareholders' (deficit) equity:
   Common stock US$1 par value                           141,858
   Additional paid-in-capital                             36,412
   Accumulated deficit                                 (462,628)
   Accumulated other comprehensive loss                 (19,955)
                                                      ----------
Total shareholders' (deficit) equity                   (304,313)
                                                      ----------
Total liabilities and shareholders' equity          US$1,538,410
                                                      ==========

            Winn-Dixie Stores, Inc., and Subsidiaries
              Consolidated Statement of Operations
                For 12-weeks Ended September 20, 2006
                           (In Thousands)

Net sales                                           US$1,609,826
Cost of sales, net                                     1,185,396
                                                      ----------
Gross profit on sales                                    424,430
Other operating and administrative expenses              457,343
Impairment charges                                         2,035
Restructuring charges, net                                   899
                                                      ----------
Operating loss                                          (35,847)
Interest expense, net                                      2,419
                                                      ----------
Loss before reorganization items & income taxes         (38,266)
Reorganization items, net loss                             4,019
Income tax benefit                                       (1,413)
                                                      ----------
Net loss from continuing operations                     (40,872)

Discontinued operations:
Loss from discontinued operations                          (570)
Gain on disposal of discontinued operations               16,829
Income tax expense                                             -
                                                      ----------
Net earnings from discontinued operations                 16,259
                                                      ----------
NET LOSS                                             (US$24,613)
                                                      ==========

            Winn-Dixie Stores, Inc., and Subsidiaries
              Consolidated Statement of Cash Flows
               For 12-Weeks Ended September 20, 2006
                         (In thousands)

Cash flows from operating activities:
   Net loss                                          (US$24,613)
   Adjustments to reconcile net loss to net cash
      (used in) provided by operating activities:
   Gain on sales of assets, net                         (33,635)
   Reorganization items, net loss                          4,019
   Impairment charges                                      2,114
   Depreciation and amortization                          22,076
   Stock compensation plans                                1,538
   Change in operating assets and liabilities:
      Trade, insurance and other receivables              35,757
      Merchandise inventories                             23,526
      Prepaid expenses & other current assets              (133)
      Accounts payable                                  (31,782)
      Lease liability on closed facilities               (5,165)
      Income taxes payable/receivable                    (1,851)
      Defined benefit plan                                 (636)
      Reserve for self-insurance liabilities               1,775
      Other accrued expenses                              13,224
                                                      ----------
Net cash provided by operating activities
   before reorganization items                             6,214
Cash effect of reorganization items                      (8,053)
                                                      ----------
Net cash used in operating activities                    (1,839)

Cash flows from investing activities:
   Purchases of property, plant and equipment           (13,374)
   Decrease in investments and other assets                1,476
   Sales of assets                                        73,096
   Purchases of marketable securities                    (2,157)
   Sales of marketable securities                          1,793
   Other                                                     297
                                                      ----------
Net cash provided by investing activities                 61,131

Cash flows from financing activities:
   Gross borrowings on DIP Credit Facility                 3,876
   Gross payments on DIP Credit Facility                 (3,876)
   Increase in book over-drafts                           15,448
   Principal payments on long-term debt                     (56)
   Debt issuance costs                                     (277)
   Principal payments on capital lease obligations         (367)
   Other                                                       -
                                                      ----------
Net cash provided by financing activities                 14,748

Increase in cash and cash equivalents                     74,040
Cash and cash equivalents at beginning of year           187,543
                                                      ----------
Cash and cash equivalents at end of period            US$261,583

A full-text copy of Winn-Dixie's first fiscal quarter 2007
report is available for free at
http://ResearchArchives.com/t/s?1475

Headquartered in Jacksonville, Florida, Winn-Dixie Stores, Inc.
-- http://www.winn-dixie.com/-- is one of the nation's largest
food retailers.  The Company operates 527 stores in Florida,
Alabama, Louisiana, Georgia, and Mississippi.  The Company,
along with 23 of its U.S. subsidiaries, filed for chapter 11
protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063,
transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos.
05-03817 through 05-03840).  D.J. Baker, Esq., at Skadden
Arps Slate Meagher & Flom LLP, and Sarah Robinson Borders,
Esq., and Brian C. Walsh, Esq., at King & Spalding LLP,
represent the Debtors in their restructuring efforts.
Paul P. Huffard at The Blackstone Group, LP, gives
financial advisory services to the Debtors.  Dennis F. Dunne,
Esq., at Milbank, Tweed, Hadley & McCloy, LLP, and John B.
Macdonald, Esq., at Akerman Senterfitt give legal advice to
the Official Committee of Unsecured Creditors.  Houlihan Lokey &
Zukin Capital gives financial advisory services to the
Committee.  When the Debtors filed for protection from their
creditors, they listed US$2,235,557,000 in total assets and
US$1,870,785,000 in total debts.  (Winn-Dixie Bankruptcy News,
Issue No. 58; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).




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


BERMUDA COMMERCIAL: Butterfield Bank Withdraws from Buy Talks
-------------------------------------------------------------
Butterfield Bank has withdrawn its bid as likely purchaser of
Bermuda Commercial Bank, the Royal Gazette reports.

As previously reported, Butterfield disclosed Oct. 17 its
intention to acquire Bermuda Commercial after the latter's chief
executive officer was arrested for allegedly getting involved in
money laundering.

According to the Royal Gazette, Butterfield did not disclose in
a filing with the Bermuda Stock Exchange why it withdrew from
the transaction.

                        *    *    *

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


SCOTTISH RE: Approves Paul Goldean's Amended Employment Contract
----------------------------------------------------------------
In a filing with the U.S. Securities and Exchange Commission,
Scottish Re Group Ltd. disclosed the approval of an amended
employment agreement, dated July 1, 2002, between Paul Goldean
and the company.

Pursuant to the amendment, Mr. Goldean will serve as President
and Chief Executive Officer of Scottish RE, nunc pro tunc to
Oct. 26, 2006, with an annual base salary of US$550,000.

                   Employee Retention Plan

Also, Scottish RE's board of directors approved a Senior
Executive Success Plan.  The Plan's purpose is to retain
essential personnel through the transition period relating to
the possible sale of Scottish RE.

Participation in the Plan is limited to these executives, each
of whom will receive the guaranteed payout listed below if the
transaction is completed:


     Executive                     Guaranteed Payout

     Paul Goldean                     US$300,000
     Dean Miller                      US$200,000
     Cliff Wagner                     US$200,000
     David Howell                     US$200,000
     Jeff Delle Fave                  US$100,000

In addition to the guaranteed payouts, each of the executives
will receive additional payments to the extent that the sales
price of the company in the transaction exceeds certain
thresholds established by the Board.

If any of the executives leave Scottish RE prior to the
completion of the transaction, that executive will forfeit his
right to any payments under the Plan.  The executives will be
entitled to payments under the Plan 90 days after the completion
of the transaction unless that executive is terminated by the
company for cause or due to resignation without good reason, in
which case the payment will be forfeited.  Payments under the
Plan will be includable in calculations related to Section 280G
of the United States Internal Revenue Code of 1986, as amended.

Scottish Re Group Limited -- http://www.scottishre.com/-- is a
global life reinsurance specialist.  Scottish Re has operating
companies in Bermuda, Charlotte, North Carolina, Dublin,
Ireland, Grand Cayman, and Windsor, England.  At March 31, 2006,
the reinsurer's balance sheet showed US$12.2 billion assets and
US$10.8 billion in liabilities

On Aug. 21, 2006, Standard & Poor's Ratings Services lowered its
counterparty credit rating on Scottish Re Group Ltd. to 'B+'
from 'BB+'.

Moody's Investor Service downgraded Scottish Re's senior
unsecured debt rating to Ba3 from Ba2 due to liquidity issues.

A.M. Best Co. has downgraded on Aug. 22, 2006, the financial
strength rating to B+ from B++ and the issuer credit ratings to
"bbb-" from "bbb+" of the primary operating insurance
subsidiaries of Scottish Re Group Limited (Scottish Re) (Cayman
Islands).  A.M. Best has also downgraded the ICR of Scottish Re
to "bb-" from "bb+".  AM Best put all ratings under review with
negative implications.


SEA CONTAINERS: Trustee Sets First Creditor Meeting on Nov. 21
--------------------------------------------------------------
Kelly Beaudin Stapleton, the United States Trustee for Region 3,
will convene a meeting of Sea Containers, Ltd., Sea Containers
Services, Ltd., and Sea Containers Caribbean, Inc.'s creditors
at 10:00 a.m., on Nov. 21, 2006, at Room 2112, second floor of
the J. Caleb Boggs Federal Building, 844 North King Street, in
Wilmington, Delaware.

This is the first meeting of creditors required under 11 U.S.C.
Sec 341(a) in all bankruptcy cases.  All creditors are invited,
but not required, to attend.  This Meeting of Creditors offers
the opportunity in a bankruptcy proceeding for creditors to
question a responsible office of the Debtor under oath about the
company's financial affairs and operations that would be of
interest to the general body of creditors.

                    About Sea Containers

Headquartered in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing.  Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore.  The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland.  It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor
represents the Debtors in their restructuring efforts.  When the
Debtors filed for protection from their creditors, they reported
US$1.7 billion in total assets and US$1.6 billion in total
debts.  (Sea Containers Bankruptcy News, Issue No. 3; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)




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


COEUR D'ALENE: Earns US$18.4MM in Quarter Ended Sept. 30, 2006
--------------------------------------------------------------
Coeur d'Alene Mines Corp. reported net income of US$18.4
million, or US$0.06 per diluted share, for the third quarter of
2006, compared with net income of US$3.5 million, or US$0.01 per
diluted share, for the year-ago period.  Cash provided by
operations was US$20.8 million, compared with US$3.9 million of
cash provided by operations in the year-ago quarter.

For the first nine months of 2006, the company reported net
income of US$65.3 million, or US$0.23 per diluted share,
compared with net income of US$0.6 million, or US$0.00 per
diluted share, for the same period of 2005.  Results for the
first nine months of 2006 include a pre-tax gain of US$11.1
million from the strategic sale of Coeur Silver Valley, as well
as US$2.0 million of income from Coeur Silver operations at the
Galena mine.

Metal sales in the third quarter of 2006 increased 29% to
US$50.6 million from US$39.3 million in the year-ago quarter.
Metal sales for the first nine months of 2006 increased 42% to
US$149.5 million from US$105.0 million in the year-ago period.

In commenting on the company's performance, Dennis E. Wheeler,
Chairman, President and Chief Executive Officer, said, "Four of
our five mines showed sequential-quarter increases in silver and
gold production in the third quarter of 2006, which is
consistent with our expectation for higher production levels in
the second half of the year.  The strong earnings in the third
quarter of 2006 relative to the year-ago period were
attributable largely to higher realized prices for silver and
gold in combination with a decline in production costs
applicable to sales and lower administrative expense."

Mr. Wheeler added, "We are entering an exciting period in which
we expect to begin realizing the benefits of previous investment
in exploration, particularly at Cerro Bayo and Martha.  At Cerro
Bayo, for example, we recently began development in the first of
two relatively new high-grade vein systems.  At Martha, we have
acquired two new properties near the mine -- and have signed a
letter of intent on two additional properties -- all of which
show great potential for production of high-grade ore.  In
addition, the recently announced reserve increases at Endeavor
and Broken Hill in Australia bode well for the long-term
production profiles of each of these mines."  Mr. Wheeler said,
"We remain bullish on precious metals markets.  A continuation
of recent price levels and demand trends will enable Coeur to
maintain very healthy earnings and cash flows."

Coeur currently expects 2006 silver production to be
approximately 14 million ounces, including production from
discontinued operations at Coeur Silver, with a full-year
consolidated silver cash cost per ounce of approximately
US$3.25.  The company expects full-year gold production to be
approximately 120,000 ounces.

              Highlights by Individual Property

Rochester (Nevada)

Following the heavy precipitation experienced in the first half
of 2006, silver production was up 22% in the third quarter as
compared with the second quarter of 2006 in accordance with the
previously forecasted trend of improving solution grade.  Gold
production also rebounded strongly during the third quarter as
compared with the second quarter of 2006. Silver cash cost per
ounce was 56% below that of the second quarter of 2006 due
mainly to an increased gold by-product credit and improved
recoveries for silver and gold.  Silver cash cost per ounce
declined by 69% relative to the year-ago quarter because higher
gold prices resulted in an increased by-product credit.  Silver
production was below the level of the year-ago quarter due to
the heavy precipitation experienced earlier this year.

Cerro Bayo (Chile)

Silver and gold productions were below year-ago levels due
primarily to lower grades. Lower silver and gold production
caused the cash cost per ounce of silver produced in the third
quarter to be higher than the cost in the year-ago period.
Under its 2006 mine plan, Cerro Bayo has been making a
transition from narrow, lower-grade veins to newly developed,
wider and higher-grade veins as the year progresses.
Specifically, since the recent discovery of two new vein
systems, the Marcela Sur and Cascada systems, Cerro Bayo has
made relatively quick progress to put the veins into production.
In October, Cerro Bayo began development of the Cascada system,
which is expected to make a meaningful contribution to
production in the fourth quarter of 2006 and beyond.  Marcela
Sur production is expected to commence in early 2007. Drilling
is ongoing at both vein systems to expand and define the new
high-grade silver and gold mineralization in these areas.

Martha (Argentina)

Silver production increased 42% relative to the year-ago period
due to a 53% increase in silver grade.  Production also
increased in the third quarter of 2006 relative to the preceding
quarter due to an increase in tons milled.  The higher
production volumes, combined with increased gold by-product
credits, helped reduce silver cash cost per ounce relative to
both the year-ago period and the second quarter of 2006.

Endeavor (Australia)

As compared with the results for the second quarter of 2006,
silver production was up 69% as Endeavor continues to recover
from an October 2005 rock fall.  The company expects Endeavor to
return to a more typical run rate sometime during the fourth
quarter. Endeavor reported a 38% increase in proven and probable
silver mineral reserves to 32.3 million ounces from 23.3 million
ounces in the prior year.

Broken Hill (Australia)

As compared with the results for the second quarter of 2006,
silver production was up 11%.  Comparison to the year-ago period
is not meaningful because Coeur acquired its interest during the
third quarter of 2005.  During the year, Broken Hill has
reported a 20% increase in proven and probable silver mineral
reserves to 18 million ounces from 15 million ounces in the
prior year.

        Balance Sheet and Capital Investment Highlights

The company had US$365.2 million in cash and short-term
investments as of Sept. 30, 2006.  Capital expenditures during
the third quarter of 2006 totaled US$49.0 million, most of which
was spent on the Kensington (Alaska) gold project.

At Kensington, capital expenditures totaled US$41.9 million
during the quarter as the company continued with an aggressive
construction schedule.  The company is aiming to complete the
project and start producing gold near the end of 2007.  Recent
activity has focused on completion of the mill and crusher
buildings. Kensington is expected to produce 100,000 ounces of
gold annually.

At San Bartolome, engineering and procurement activities are
ongoing and, as recently announced, the company has commenced
construction of the tailings facility.  Capital expenditures
totaled US$4.1 million during the quarter.  The company is
aiming to complete construction activities near the end of 2007.
San Bartolome is expected to produce about 8 million ounces of
silver annually.

                         Exploration

The company invested US$2.6 million in exploration activity in
the third quarter of 2006. Highlights of exploration activity
are presented below.

Argentina

The company signed a letter of intent with Mirasol Resources Ltd
to explore the Sascha and Joaquin silver-gold projects in the
Santa Cruz province of Argentina.  This agreement comes on the
heels of the company's acquisition in the second quarter of 2006
of two new silver-gold exploration properties in the province
where Coeur's Martha mine is located.

Cerro Bayo

Drilling is ongoing at the Cascada and Marcela vein systems to
expand and define the new high-grade silver and gold
mineralization in these areas.  Recent Cascada drilling has
targeted the north high-grade ore shoot that was discovered with
exploratory drilling earlier this year. This recent drilling has
returned values up to 124 grams of gold per ton and 1,926 grams
of silver per ton (3.6 troy ounces of gold and 56.2 silver
ounces per short ton).

Kensington

The company has an ongoing program to build upon Kensington's
existing base of 1 million ounces of probable gold mineral
reserves and its resource base of 269,000 indicated gold mineral
ounces and 584,000 inferred gold mineral ounces.  The company
completed more than 4,600 feet of core drilling during the third
quarter, bringing the year-to-date total to more than 32,000
feet.  Surface drilling on the adjacent Jualin property began in
the third quarter and totaled 4,200 feet.

Tanzania

The company completed a rotary air blast drill program on one of
its concessions in the Lake Victoria Goldfields District of
northern Tanzania, where the company holds licenses covering
approximately 731 square kilometers.  Drilling defined numerous
gold anomalies, the largest of which is 1.6 kilometers long by
0.4 kilometers wide.  During the quarter, drilling totaled
approximately 43,000 feet.

Coeur d'Alene Mines Corp. -- http://www.coeur.com/-- is
the world's largest primary silver producer, as well as a
significant, low-cost producer of gold.  The Company has mining
interests in Nevada, Idaho, Alaska, Argentina, Chile, Bolivia
and Australia.

                        *    *    *

Coeur d'Alene Mines Corp.'s US$180 Million notes due
Jan. 15, 2024, carry Standard & Poors' B- rating.


* BOLIVIA: Completes Nationalization of Hydrocarbons Sector
-----------------------------------------------------------
Bolivia has completed its oil and gas nationalization plan, the
Associated Press reports.

As reported in the Troubled Company Reporter-Latin America on
May 3, 2006, Bolivian President Evo Morales declared on May 1
the renationalization of the hydrocarbons industry.  The state
reclaimed control of energy companies privatized in the 1990s.
President Morales ordered the military to seize gas fields and
asked foreign energy companies to send their locally produced
supplies to the state or exit Bolivia within six months.

AP relates that the foreign firms signed renewed contracts,
agreeing to continue operating in Bolivia under state control.
The firms that signed the contracts are:

          -- Petroleo Brasileiro SA,
          -- Repsol YPF,
          -- British Gas Bolivia Corp.,
          -- Andina,
          -- Chaco,
          -- Matpetrol,
          -- Pluspetrol,
          -- Total SA, and
          -- Vintage Petroleum.

Under the terms of the nationalization decree, the state raised
to 82% from 50% its share of the revenues from San Alberto and
San Antonio gas fields, which together produce 70% of Bolivia's
total natural gas output.  The state will also take a 60% share
at the nation's minor deposits, AP states.

Business News Americas states that the terms of the renegotiated
contracts were implemented on Nov. 1, although they won't be
made public until congressional approval is granted.

A legislator told government news agency ABI that the congress
will endorse the contracts.

ABI relates that President Morales has set for Nov. 20 the
deadline for the firms to present the renegotiated contracts to
the Bolivian congress for approval.  The first contracts should
have been submitted to the congress on Nov. 6.

The contracts ensure a US$3.51-billion investment in 2007-10 for
exploration and production projects, ABI says.

President Morales told AP that the petroleum nationalization
would be the first step in his campaign to recover control of
his country's natural resources.

According to AP, President Morales also disclosed plans of
bringing Bolivia's mines under state control.

"Bolivia will not be as it was before, a beggar state with many
social problems.  We will continue in this path of recovering
our natural resources, not only the hydrocarbons but also the
minerals and the non-metallics, and all non-renewable natural
resources that belong to the Bolivian people," AP notes, citing
President Morales.

President Morales also commended the private firms.  He told AP,
"As we have said before, we are looking for good partners.  We
need partners to help us resolve the social problems of our
country."

AP underscores that Brazil's Petroleo Brasileiro, Bolivia's
largest single foreign investor and the largest player in the
country's natural gas sector, had been the key to the
nationalization process.

President Morales told AP, "As Bolivians we recognize that
Brazil is the leader of the region, and that's why its
businesses are so important to our country.  We are obligated to
live with Brazil in a marriage without divorce, because we both
need each other."

President Morales said that the nationalization and the
agreement with Argentina would provide Bolivia about US$1
billion in revenues in 2006, according to AP.

AP emphasizes that President Morales signed a US$17-billion
agreement with Argentina's President Nestor Kirchner to increase
Bolivia's natural gas exports to Argentina over the next 20
years.

In four years time, they could bring in as much as US$4 billion
yearly, AP says, citing President Morales.

                        *    *    *

Fitch Ratings assigned these ratings on Bolivia:

                     Rating     Rating Date

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




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


BANCO BRADESCO: Earns BRL5.03 Billion in Third Quarter 2006
-----------------------------------------------------------
Banco Bradesco posted, in the first nine months of 2006,
excluding extraordinary goodwill amortizations that took place
in the period, net income of BRL5.029 billion.

The reported Net Income, adjusted by goodwill amortization
effects, is:

BRL million

Effects in Net Income             3rd Quarter/06    9 months/06

Reported Net Income ........            219            3,351
(+) Full Goodwill
    Amortization - 3Q06 ....          2,109            2,109
(-) Tax Effect of Full
    Goodwill Amortization...          (717)            (717)

Adjusted Net Income ........          1,611            4,743
(+) Goodwill
    Amortization - 1H06 ....             -               433
(-) Tax Effect of Goodwill
    Amortization............             -             (147)

Net Income without effects
of Goodwill Amortization....          1,611            5,029


                        Highlights:

   -- In this quarter we recorded a supplementary provision for
      labor proceedings, in compliance with CVM Resolution #489,
      of BRL309 million (BRL204 million net of taxes) which was
      totally neutralized by the activation of tax credits of
      previous periods.

   -- The Adjusted Net Income in the nine-month period of 2006
      stood at BRL4.743 billion, 17.1% higher than in the 9M05
      (equivalent to EPS of BRL4.84), while the 3Q06 Adjusted
      Net Income was BRL1.611 billion, 0.6% higher than the
      previous quarter.

   -- In the nine-month period of 2006, the annualized Return on
      Average Stockholders' Equity or ROAE stood at 31.5% (33.6%
      in 9M05), and at 32.7% in the quarter (35.0% in 2Q06).

   -- Total Assets reached BRL243.2 billion, up by 20.4% when
      compared with 9M05 and by 4.4% when compared to 2Q06, of
      which BRL92.0 billion (or the equivalent to 37.8%)
      represented Loan Operations.

   -- Unrealized Net Income, represented by the difference
      between the market values of assets and liabilities and
      their respective book values, stood at BRL2.628 billion
      in September/06 vis-a-vis BRL1.781 billion in June/06,
      a BRL847 million increase.

   -- Net Income Breakdown in the nine-month period of 2006
      was 33% originated by Insurance, Pension Plans and Savings
      Plans, 22% by Loans, 26% by Fees, 11% by Securities and
      Treasury and 8% by Funding results.

   -- Adjusted Net Interest Income of BRL14.793 billion in the
      9M06 was 23.8% higher than 9M05. In the q-o-q analysis
      (3Q06 against 2Q06), there was a 1.7% decrease.

   -- Fee Income grew BRL1.135 billion, or 21.3%, between
      September 2005 and 2006, totaling BRL6.474 billion.
      Compared with the 2Q06, Fees expanded by BRL252 million,
      or 12.1%.

   -- Operating Efficiency Ratio for the accumulated 12-month
      period continues to present consistent improvement,
      standing at 47.0% in September 2005, 43.2% in June 2006
      and, finally, 42.4% in September 2006.

   -- Remuneration to Stockholders' as Interest on Own Capital/
      Dividends paid and provisioned until Oct. 5, 2006
      amounted BRL2.120 billion (compared with BRL1.537 billion
      in the same period of 2005).

   -- As of Sept. 30, Banco Bradesco's Market Capitalization
      reached BRL68.575 billion, corresponding to a 32.8% jump,
      in 12 months, higher than Ibovespa's, which evolved by
      15.4% in the same period.  Based on the most recent stock
      price, of Nov. 3, 2006, Bradesco's Market Cap already
      stands at BRL73.337 billion.

   -- On May 19, Standards & Poor's attributed the credit
      ratings in international scale in foreign currency and
      domestic currency "BB+/B" (long and short term) to
      Bradesco.  These ratings are one notch above the
      sovereign credit rating in foreign currency attributed to
      Brazil.

   -- On Oct. 27, Moody's attributed to Bradesco, by means of
      the Grand Cayman branch, the investment grade
      classification for foreign currency long-term securities.

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

                        *    *    *

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

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

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

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

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

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

   -- Support rating affirmed at '4';

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

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


BANCO DAYCOVAL: S&P Rates US$120 Mil. Sr. Unsecured Notes at B+
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' foreign-
currency long-term senior unsecured debt rating to Banco
Daycoval S.A.'s US$120 million notes issued on Oct. 30, 2006.
The issue matures in three years with semiannual payments of
interest.

The counterparty credit rating on Banco Daycoval S.A.
(B+/Stable/B) incorporates the risk of a midsize bank operating
in a highly competitive and volatile banking industry in Brazil,
and the challenge to maintain its strong profitability in the
medium to long term considering the profile of its credit
portfolio, mainly concentrated in the middle market.  Like other
midsize banks, Banco Daycoval is also challenged to grow and
diversify its funding given the natural concentration risk of
its deposit base.  These risk factors are tempered by the
bank's:

   -- long track record and expertise in the middle-market
      segment;

   -- strong asset quality indicators derived from know-how of
      its niche market;

   -- very strong liquidity to face economic downturns and cover
      unexpected losses; and

   -- historically good profitability.


BANCO ITAU: Eyes 25% Loan Portfolio Growth in 2006
--------------------------------------------------
Silvio de Carvalho, the executive director of Banco Itau Holding
Financeira SA, said in a conference call that the bank expects
that its loan portfolio will increase 25% in 2006.

Banco Itau had said in it financial statements that its third
quarter 2006 lending rose 28.6% year-on-year to BRL79.2 billion
as retail lending increased 27.3% to BRL36.2 billion, excluding
figures from recently acquired BankBoston Brasil.

Business News Americas relates that Banco Itau's loans to
individual borrowers increased 6.6% in the third quarter of
2006, from the second quarter of 2006.  Vehicle financing rose
12.2% to BRL15.8 billion.

Mr. de Carvalho told BNamericas, "Normally, the fourth quarter
is the strongest so we expect to reach our goal."

Rafael Quintanilha, a banking analyst from brokerage Agora
Senior, said that many consumers seek credit during the fourth
quarter due to Christmas and New Year celebrations, which will
likely increase Banco Itau's retail loan portfolio as well as
the loan books of other commercial banks, BNamericas states.

Banco Itau expects to increase its loan portfolio 20% in 2007,
BNamericas says, citing Mr. de Carvalho.

Mr. de Carvalho told BNamericas, "The biggest expansion should
take place among individual borrowers, just like this year."

According to BNamericas, banks in Brazil cash in on high returns
from personal loans as the central bank's 13.75% benchmark
interest rate helps keep spreads high.

Mr. de Carvalho explained to BNamericas that though Banco Itau
is looking to expand its retail loan portfolio, it has also
adopted stricter measures for granting personal loans to keep
its non-performing loan ratio in check.  Banco Itau believes the
non-performing loan ratio will remain stable in the fourth
quarter this year and then improve in 2007.

Mr. de Carvalho told BNamericas, "After stabilizing, the non-
performing loan ratio should fall slightly in 2007."

Banco Itau plans to distribute BRL1 billion in home-building
loans next year, primarily to construction firms.  Increased
demand for home loans in the retail sector will only occur once
interest rates fall, BNamericas reports, citing Mr. de Carvalho.

Banco Itau Holding Financeira SA -- http://www.itau.com.br/--  
is a private bank in Brazil.  The company has four principal
operations: banking -- including retail banking through its
wholly owned subsidiary, Banco Itau SA (Itau), corporate banking
through its wholly owned subsidiary, Banco Itau BBA SA (Itau
BBA) and consumer credit to non-account hold customers through
Itaucred -- credit cards, asset management and insurance,
private retirement plans and capitalization plans, a type of
savings plan.  Itau Holding provides a variety of credit and
non-credit products and services directed towards individuals,
small and middle market companies and large corporations.

                        *    *    *

As reported in the Troubled Company Reporter on March 9, 2006,
Standard & Poor's Ratings Services assigned a 'BB' currency
credit rating on Banco Itau SA.

                        *    *    *

Fitch affirmed on Aug. 28, 2006, the ratings of the Itau Group
of banks and the National Long- and Short-term ratings of
BankBoston Banco Multiplo S.A. and its subsidiary, BankBoston
Leasing SA -- Arrendamento Mercantil (BankBoston Leasing).  This
followed the conclusion of the agreement between Banco Itau
Holding Financeira with Bank of America Corp. to acquire BAC's
Brazilian operations (spearheaded by BKB) and its Latin American
subsidiaries.  Central Bank of Brazil approved the BKB
transaction on Aug. 22, 2006, and the acquisition of the local
subsidiaries of BAC is contingent on approval by the Chilean and
Uruguayan regulatory authorities.

The affected ratings of Banco Itau were:

   Banco Itau Holding Financeira

      -- Foreign currency IDR affirmed at 'BB+', Stable Outlook

      -- Short-term foreign currency rating affirmed at 'B'

      -- Local currency IDR affirmed at 'BBB-' (BBB minus),
         Stable Outlook

      -- Short-term local currency rating affirmed at 'F3'

      -- Individual rating affirmed at 'B/C'

      -- National Long-term rating affirmed at 'AA+(bra)',
         Stable Outlook

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

      -- Support rating affirmed at '4'


BLOUNT INT: Equity Deficit Narrows to US$106.7MM at Sept. 30
------------------------------------------------------------
Blount International, Inc., reported that sales from continuing
operations for quarter ended Sept. 30, 2006, were US$164.1
million compared to US$175.2 million in last year's third
quarter.

Operating income from continuing operations for the third
quarter was US$18.7 million as compared to US$29.6 million in
last year's third quarter.  This year's operating income
includes US$4.8 million in non-recurring charges related to the
redesign of the company's retirement plans and the write-down
and closure of a manufacturing facility.  Income from continuing
operations in this year's third quarter was US$10.1 million
(US$0.21 per diluted share), compared to US$15.6 million
(US$0.33 per diluted share) in the comparable period last year.

Commenting on the third quarter, James S. Osterman, Chairman and
Chief Executive Officer, stated, "Worldwide demand for saw chain
and guide bars was good in the third quarter, enabling our
Outdoor Products segment to achieve sales growth over 2005.
Compared to last year's third quarter, unit volume for saw chain
increased by 7% and guide bars by 17%.  However, weak North
American market conditions within both the timber and lawn care
industries negatively impacted the third quarter sales
performance of the outdoor care line of the Outdoor Products
segment, as well as the Industrial and Power Equipment segment.
We estimate that industry-wide retail unit sales of timber-
harvesting equipment in North America declined by 22% in this
year's third quarter from last year's as customers reduced or
delayed purchases in response to declining demand for wood
products.

"In the fourth quarter, we expect sales for the company to range
between US$155 million and US$160 million as challenging market
conditions for the sale of timber-harvesting equipment are
anticipated to continue into 2007.  Sales of the company's
Outdoor Products segment should remain stable through the fourth
quarter with year-over-year fourth quarter segment sales
estimated to be up slightly from last year. Operating income
from continuing operations is estimated to range between US$22
million and US$24 million in the fourth quarter.  We will
aggressively manage costs in the coming periods to offset some
of the market softness.  During the third quarter, we initiated
actions to lower our cost structure through the consolidation of
manufacturing capacity in the Industrial and Power Equipment
segment and the redesign of the company's retirement plans."

                      Segment Results

The Outdoor Products segment reported third quarter sales of
US$111.5 million compared to US$108.9 million in last year's
third quarter, an increase of 2.4%.  Sales increases in saw
chain, guide bars and concrete cutting equipment were partially
offset by a reduction in outdoor care product sales and an
increase in marketing programs.  Sales order backlog in this
year's third quarter was US$64.8 million compared to US$70.0
million last year.  Segment operating margin improved to 21.1%
of sales in the third quarter from 20.1% in this year's second
quarter.  Segment contribution to operating income was US$23.5
million in this year's third quarter compared to US$25.2 million
in last year's third quarter.  The year-over-year decrease in
segment contribution included an unfavorable foreign exchange
currency rate impact of approximately US$0.7 million and lower
average selling prices of approximately US$2.6 million,
primarily due to stronger sales to original equipment
manufacturers relative to last year's third quarter.

The Industrial and Power Equipment segment's third quarter sales
were US$52.7 million, compared to US$66.7 million in last year's
third quarter.  Segment contribution to operating income was
US$3.9 million compared to US$8.2 million in last year's third
quarter.  Unit shipments of the company's timber-harvesting
equipment declined by 25.8% from the third quarter of last year
as industry weakness within the North American market continued.
Backlog for this segment as of September 30th declined to
US$28.7 million compared to US$37.0 million at June 30th of this
year.  North American equipment dealers have initiated actions
to reduce their inventory levels in response to the softer
market conditions caused by declining trends in housing starts
and lumber prices.

                  Discontinued Operations

Net income from discontinued operations was US$5.0 million
(US$0.11 per diluted share), reflecting the gain on sale of the
company's lawnmower segment on July 27, third quarter operating
results prior to the sale, activities related to the shut down
of a retained facility and income taxes.  Net cash flow
generated from discontinued operations in the third quarter was
US$29.5 million and was utilized to reduce outstanding debt.

                        Other Items

Blount International announced a retirement plan redesign for
existing employees effective Jan. 1, 2007.  Upon implementation,
the redesign will freeze benefits earned under the company's
defined benefit plan and increase contributions paid by the
company to its 401(k) defined contribution plan.  The company
recorded a non-recurring expense of US$3.7 million in
conjunction with the redesign.  In the third quarter, the
company closed its Menominee, Michigan timber-harvesting
equipment factory and recognized a US$1.1 million charge, of
which US$0.8 million represented non-cash charges.

The company recorded an income tax benefit of US$0.6 million in
this year's third quarter.  The benefit reflected the full-year
impact of implemented tax planning initiatives.  Management
estimates that the company's full year effective income tax rate
will approximate 29%.

Blount International, Inc. (NYSE:BLT) -- http://www.blount.com/
-- is a diversified international company operating in three
principal business segments:  Outdoor Products, Industrial and
Power Equipment and Lawnmower.  Blount sells its products in
more than 100 countries around the world.  Blount has one of its
manufacturing locations in Curitiba, Brazil.

As of Sept. 30, 2006, Blount International's equity deficit
narrowed to US$106.652 million from a US$1.18 million deficit
at Dec. 31, 2005.


BUCKEYE TECHNOLOGIES: Earns US$3.8 Million in First Quarter
-----------------------------------------------------------
Buckeye Technologies Inc. filed its quarterly financial
statements for the three months ended Sept. 30, 2006, with the
Securities and Exchange Commission on Oct. 27, 2006.

For the first quarter ended Sept. 30, 2006, the Company reported
US$3.8 million of net income on US$191.4 million of net revenues
compared to a US$289,000 net loss on US$165.4 million of net
revenues from the previous year.

A full-text copy of the Company's quarterly report is available
for free at http://researcharchives.com/t/s?1481

Headquartered in Memphis, Tennessee, Buckeye Technologies, Inc.
(NYSE:BKI) -- http://www.bkitech.com/-- manufactures and
markets specialty fibers and nonwoven materials.  The company
currently operates facilities in the United States, Germany,
Canada, and Brazil.  Its products are sold worldwide to makers
of consumer and industrial goods.

                        *    *    *

As reported in the Troubled Company Reporter on March 9, 2006,
Standard & Poor's Ratings Services revised its outlook on
Buckeye Technologies Inc. to negative from stable.  At the same
time, Standard & Poor's affirmed its ratings, including the
'BB-' corporate credit rating, on the Company.

Moody's Investors Service, in connection with the implementation
of its new Probability-of-Default and Loss-Given-Default rating
methodology for the North American Forest Products sector,
confirmed its B2 Corporate Family Rating for Buckeye
Technologies, Inc.


CENTRAIS ELECTRICAS: Investing BRL3 Billion in Power Generation
---------------------------------------------------------------
Aloisio Vasconcelos, the chief executive officer of Centrais
Eletricas Brasileiras SA, told Valor Economico that the firm
will invest BRL3 billion in power generation projects next year.

Business News Americas relates that the BRL3 billion would
represent 46% of Centrais Eletricas' BRL6.5-billion budget for
2007.  The company will invest about BRL7.6 billion in 2008.

According to BNamericas, the 2007 investments will used in new
hydro projects awarded to Centrais Eletrica's operational
subsidiaries in power auctions, plus construction of the BRL2-
billion, 855-megawatt Foz do Chapeco hydro project.  Centrais
Eletricas' Furnas unit has a 40% stake in the latter project.

Mr. Vasconcelos told Valor Economico that another BRL2 billion
will be channeled to transmission in 2007, reaffirming Centrais
Eletricas' plans to spend BRL5.2 billion this year.

BNamericas underscores that Centrais Eletricas is waiting for
congressional authorization to allow the company to offer
engineering services outside Brazil.  Centrais Eletricas is
considering projects in Africa, El Salvador and Colombia.

Mr. Vasconcelos told Valor Economica that he has met with the
heads of the lower house and the senate to speed up the project
to operate abroad.

Headquartered in Brasilia, Brazil, Centrais Electricas
Brasileiras SA aka Eletrobras -- http://www.eletrobras.gov.br/
-- operates in the electric power sector.  The objective of
Eletrobras is to perform activities involving studies, projects,
construction and operation of electric power plants,
transmission and distribution lines as well as underlying trade
operations.  Eletrobras has also an objective to assist the
Ministry of Mines and Energy in designing Brazil's electric
energy policy.  It engages areas involving granting loans and
financing, providing guarantees, locally or abroad, and
acquiring debentures of companies and holders of public electric
power services under their control; providing loans and
guarantees, locally or abroad, for technical and scientific
research institutions; and promoting and supporting researches
relating to the power sector, linked the generation,
transmission and distribution of electric power, as well as
studies involving the exploitation of hydrographical basins for
various purposes.

                        *    *    *

On Feb. 28, 2006, Standard & Poor's assigned these ratings to
Centrais Electricas Brasileiras SA:

     * Long-Term Foreign Issuer Credit, BB; and
     * Long-Term Local Issuer Credit, BB+.


COMPANHIA SIDERURGICA: Enhances Pact with Wheeling-Pittsburgh
-------------------------------------------------------------
Wheeling-Pittsburgh Corp. reported that its Board of Directors
has endorsed an enhancement by Companhia Siderurgica Nacional to
its existing agreement with Wheeling-Pittsburgh.

"Receipt of this revised proposal is particularly gratifying to
our Board, which continues to evaluate all opportunities for
enhancing shareholder value," said James G. Bradley, Chairman
and Chief Executive Officer.

Under the original Agreement and Plan of Merger disclosed on
Oct. 24, 2006, the parties agreed to merge Wheeling-Pittsburgh
with a subsidiary of Companhia Siderurgica, as a result of which
the Wheeling-Pittsburgh shareholders are to receive 50.5% of the
combined company and Companhia Siderurgica the remaining 49.5%.
Companhia Siderurgica had also agreed to contribute US$225
million in cash through the issuance by the combined company of
a convertible debt security.

Under the enhanced proposal, for each share of Wheeling-
Pittsburgh Corp., shareholders will have the choice of electing
to receive either:

   i) a share of common stock in the new combined company
      ("A Share");

  ii) a Depositary Share that requires Companhia Siderurgica to
      pay US$30 per share in cash four years after the merger
      ("B Share"); or

iii) a combination of A and B Shares.

Each B share will represent the same class of common stock as
the A Share that is deposited with a depositary and will be
subject to a mandatory purchase by Companhia Siderurgica for
US$30 per share on the 4th anniversary of the merger.  The total
number of B Shares will be limited to 50 percent of the total of
A and B shares issued in the merger.  The B shares will be
listed for trading on the NASDAQ.  Companhia Siderurgica and the
Company are in discussions to finalize the enhancement, subject
to an amendment of the existing definitive agreements.

"One of the most positive aspects of the revised proposal is
that a number of financial institutions have volunteered to
monetize the B shares for shareholders, thereby establishing a
market and price for these B shares," said Mr. Bradley.  "This
represents a cash option which was unavailable under the
existing agreement.  In addition, we continue to explore with
Companhia Siderurgica incremental ways in which Companhia
Siderurgica might enable our shareholders to further increase
their participation in the upside of Wheeling-Pittsburgh's
future," Mr. Bradley continued.

"In contrast to Companhia Siderurgica's specific and detailed
merger agreement and subsequent enhancement, our Board of
Directors and, to our knowledge, our shareholders, have seen no
bona fide revised proposal from Esmark to evaluate.  If Esmark
submits specific details and contingencies of its plans to
Wheeling- Pittsburgh, the Board, consistent with its fiduciary
and contractual obligations, will fully evaluate and consider
its proposal," Mr. Bradley said.

Wheeling-Pittsburgh's Board feels that a significant number of
issues surrounding Esmark's original and recent announcements
must be clarified in order for shareholders to meaningfully
evaluate Esmark's proposal, including:

   -- Specific terms of its proposed rights offering;

   -- Viability of its originally proposed stock buyback
      proposal in light of its rights offering;

   -- Details of operational synergies that will be created by
      the merger of Esmark and Wheeling-Pittsburgh and
      supporting analysis;

   -- Details regarding terms and conditions related to
      existing and proposed debt financing facilities;

   -- Details of amendments (if any) to Wheeling-Pittsburgh's
      collective bargaining agreement and its economic impact on
      union represented employees and on shareholders;

   -- Substantive details behind its publicly disclosed slab
      supply agreement, especially related to financing; and

   -- Details on investment in new facilities/infrastructure,
      including implementation schedules and financing
      arrangements.

                 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

Companhia Siderurgica Nacional is one of the lowest-cost steel
producers in the world, which is a result of its access to
proprietary, high-quality iron ore (at the Casa de Pedra mine);
self-sufficiency in energy; streamlined facilities; and
logistics advantages.  This is in addition to the group's strong
market position in the fairly concentrated steel industry in
Brazil.

                        *    *    *

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 after the announcement of
its association with US-based steel maker Wheeling-Pittsburgh
Corp. in the US.  S&P said 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 Corporation 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)'.


COMPANHIA SIDERURGICA: Esmark Comments on Revised Offer for WP
--------------------------------------------------------------
Esmark Inc. released a statement from its Chief Executive
Officer, James P. Bouchard, regarding changes to Companhia
Siderurgica Nacional's proposal for Wheeling-Pittsburgh Corp.:

"With their latest proposal, Companhia Siderurgica and Wheeling-
Pitt management have done nothing more than engage in financial
trickery in order to mislead and confuse shareholders.  This is
a blatant attempt at purchasing an American steel producer with
a mask and a gun.

"When you factor in a more realistic valuation of US$150 million
for the Heartland facility that Companhia Siderurgica is
contributing (a facility that we believe is not profitable) and
assume that shareholders exercise their full allotment of B
Shares, coupled with the US$225 million of convertible debt
fully exercised, Companhia Siderurgica is buying 33.6 million
shares of Wheeling-Pitt and control of the Company for US$16.00
per share.  If you value Heartland at US$74 million that
Companhia Siderurgica actually paid for the bankrupt facility,
Companhia Siderurgica's actual purchase price is US$13.74 per
Wheeling-Pitt share.

"Unlike Esmark's proposal, Companhia Siderurgica's new offer
continues to be highly dilutive to existing shareholders and
does not improve but continues to saddle Wheeling-Pitt with
massive debt.  It is also telling that neither Wheeling-Pitt's
current management team nor Companhia Siderurgica have pledged
to maintain the company's employment levels, in essence opening
the door to further layoffs.

"We don't believe shareholders will be fooled by the fuzzy math
of Companhia Siderurgica and Wheeling-Pitt management and allow
themselves to be robbed of a company that, with a committed
partner such as Esmark, could become one of the best steel
companies in the world."

                        About Esmark

Headquartered in Chicago and founded by the Bouchard Group,
Esmark is a steel services family of companies.  The mission of
Esmark is to establish the benchmark standards for strategic
consolidation, operating efficiency and management excellence in
the steel sector.

                 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

Companhia Siderurgica Nacional is one of the lowest-cost steel
producers in the world, which is a result of its access to
proprietary, high-quality iron ore (at the Casa de Pedra mine);
self-sufficiency in energy; streamlined facilities; and
logistics advantages.  This is in addition to the group's strong
market position in the fairly concentrated steel industry in
Brazil.

                        *    *    *

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 after the announcement of
its association with US-based steel maker Wheeling-Pittsburgh
Corp. in the US.  S&P said 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 Corporation 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)'.


DRESSER-RAND: Secures US$63.2MM Order from Marathon Petroleum
-------------------------------------------------------------
Marathon Petroleum Company LLC, a wholly owned unit of Marathon
Oil Corporation, has selected Dresser-Rand Co. for the supply of
compression equipment for the planned expansion of its
Garyville, La., refinery.

According to Dresser-Rand, the company booked a US$63.2 million
order in October 2006 to supply critical compression equipment,
including six DATUM turbo-compressor trains and eight
reciprocating compressor units along with their drivers.
Additionally, it is expected that installation, commissioning
and start-up services will be added.

The equipment will be used to increase production of ultra-clean
fuels, including gasoline and distillate. It is anticipated that
Marathon's expansion project will increase the Garyville
facility's crude throughput from approximately 245,000 barrels
to about 425,000 barrels a day.  Work is scheduled to begin in
2007.

"We're pleased that Marathon selected Dresser-Rand to supply
these services as part of its continuing capital investment
program to help the growing energy needs of consumers," said
Brad Dickson, Dresser-Rand's executive vice president, New
Equipment Worldwide and executive sponsor for the project.  "The
estimated total order value including the additional services is
expected to approach US$68 million."

                     About Marathon Oil

Marathon Oil Corporation is the fourth-largest U.S.-based fully
integrated international energy company.  It owns and operates
refineries capable of refining approximately 974,000 barrels a
day in its seven-refinery system and a retail marketing network
that supports approximately 5,500 locations in 17 states; nearly
three-quarters are Marathon brand locations.

Dresser-Rand is among the largest suppliers of rotating
equipment solutions to the worldwide oil, gas, petrochemical,
and process industries.  It operates manufacturing facilities in
the United States, France, Germany, Norway, India, and Brazil,
and maintains a network of 24 service and support centers
covering 105 countries.

                        *    *    *

Standard & Poor's Ratings Services raised on Sept. 13, 2006, its
corporate credit rating on rotating equipment maker Dresser-Rand
Group Inc. to 'BB-' from 'B+' and revised the outlook on the
rating to stable from positive.


ELETROPAULO: S&P Raises Rating on BRL474MM Bonds to BB- from B+
---------------------------------------------------------------
Standard & Poor's Ratings Services raised the ratings on
Brazilian electric utility Eletropaulo Metropolitana
Eletricidade de Sao Paulo S.A. and its BRL474 million senior
unsecured and unsubordinated euro bonds to 'BB-' from 'B+'.  On
the Brazil national scale, the 'brBBB+' corporate credit rating
was raised to 'brA-'.

The ratings have been removed from CreditWatch with positive
implications, where they had been placed on Sept. 22, 2006, when
Eletropaulo obtained an extension on its pension fund
obligations and after a full deleveraging occurred at its
holding company, Brasiliana Energia S.A.  The outlook is stable.

"The rating action reflects Eletropaulo's better debt profile
due to the pension fund extension agreement that will reduce
debt amortizations of some BRL650 million through 2008, as well
as the reduced pressure to upstream cash to its holding company
after Brasiliana's debt prepayment with Banco Nacional de
Desenvolvimento Economico e Social aka (BNDES)," said Standard &
Poor's credit analyst Marcelo Costa.  "It also reflects
Eletropaulo's improved financial performance during 2006, which
led to better creditworthiness in line with the rating
category," said Mr. Costa.

The stable outlook reflects Standard & Poor's expectation that
the company will continue to extend the average debt
amortization tenor, consequently reducing the level of short-
term debt, and report adequate performance that results in
fairly favorable credit measures for the rating category, such
as funds from operations to total debt above 20%, FFO interest
coverage higher than 2.5x, free operating cash flow to total
debt above 10%, and total debt to EBITDA around 2.5x. This even
takes into account the significant dividend distribution we
expect to happen from 2007 on and the results of the second
tariff revision.

A positive outlook might be considered if Eletropaulo's
financial performance stays highly secure despite the prospect
of significant future dividend upstream, but is unlikely to
happen before the second tariff revision outcome.

Conversely, the ratings would come under downward pressure (a
negative outlook) if the contribution to upstream dividends to
Brasiliana deteriorates Eletropaulo's cash flow protection
measures and overall financial position, meaning high leverage
and a worse debt amortization profile.  Downward pressure would
also result if the level of past-due accounts continues to
increase or if the company faces soaring deferred regulatory
costs, which would affect free cash flow and ultimately raise
the total debt.


EMI GROUP: Moody's Cuts Rating on Weak Debt Protection Measures
---------------------------------------------------------------
Moody's Investors Service downgraded EMI Group plc's senior debt
and guaranteed debt ratings to Ba2 from Ba1.  At the same time
Moody's assigned a Ba2 Corporate Family Rating to EMI.  The
downgrade is based on Moody's expectation that EMI's debt
protection measurements will not improve near-term to a level
commensurate with the Ba1 rating category.  The rating outlook
is now stable.

Despite a visible improvement in operating performance during
the 2005/6 financial year EMI's cash-flow based measures of
indebtedness have remained relatively weak with Adj. RCF/Adj.
Net Debt at 8.3% while free cash flow (after capital
expenditures and dividends) was negative as it has been in four
out of the last five years.  While Moody's believes that EMI's
second half release schedule will help to compensate for a weak
first half performance (reported revenues -5%) during the
company's 2006/7 financial year, it will be challenging for EMI
to show meaningfully improved revenue and profits for the year
against the backdrop of a still struggling global market for
recorded music.

Current year operating cash flows will also be held back by
significant restructuring spending (GPP60 million) although
Moody's acknowledges that EMI has completed compensatory
property sales to fund these outflows.  In addition, the company
is, in Moody's opinion likely to use any financial flexibility
gained over the medium term to consider add-on acquisitions
(music publishing catalogues, smaller recorded music labels)
given that acquisition activity has been very muted over the
last couple of years.

The Ba2 rating continues to recognize EMI's position as a global
player in the oligopolistic recorded music industry as well as
the company's leading world-wide position in music publishing
with a more stable revenue base compared to recorded music.
EMI Music Publishing is currently the world's largest music
publisher, but is likely to cede its top place to Universal
Music once Universal's acquisition of Bertelsmann Music Group's
music publishing business becomes effective.

The rating further acknowledges the significant restructuring
steps EMI has been taking over the last few years to lower the
company's cost base, including the outsourcing of manufacturing
in the U.S., Europe and Japan and the tight management of the
artist roster.  Current year cost savings are expected to save
GBP30 million on a run-rate basis from 2007/8 onwards.  In
addition, EMI's performance in music publishing remains
relatively resilient with mechanical revenues directly related
to recorded music sales representing no more than 45% (in
2005/6) of EMI's music publishing revenues.

The Ba2 rating and a stable outlook assume that EMI can:

   -- translate its strong release schedule into revenue
      and profit growth for the second half of 2005/6;

   -- deliver consolidated revenue growth thereafter; and

   -- achieve cost reductions as forecast.

Failure to deliver these objectives, near-term debt-financed
acquisitions or failure to move the ratio of Adj. RCF/Adj.  Net
Debt towards 10% over time could result in ratings pressure. The
possible business combination between EMI and Warner Music Group
adds an element of uncertainty to the outlook over time.  While
any such combination would have significant cost saving
potential, the financing of a potential transaction and who
would be in the role of acquirer remain unclear.

However, merger talks have ceased for the time being as the EU
reconsiders the competitive implications of the merger between
Sony Music and Bertelsmann Music Group following the annulment
of the initial approval for this transaction by the European
Court of First Instance.  If after the review process the Sony
BMG merger were to be re-approved Moody's believes that a
resumption of the talks between EMI and Warner would likely
follow.

Moody's notes that the operating environment for recorded music
remains difficult.  The global recorded music markets have been
shrinking since 2001 and total global music sales (on a trade
values basis) fell by a further 4% during the first calendar
half of 2006 (after -1.9 % in 2005) despite continuing strong
digital sales.  Moody's believes that the fall for the first
half of 2006 is aggravated by the phasing of release schedules
with a further increasing bias towards releases during the
second half of the calendar year.

Nevertheless it will remain challenging for the industry to
reverse first half trends and achieve overall growth for the
calendar year.  Notwithstanding the relative success of both the
industry's legitimate download products and concerted legal
action, download and physical music piracy remain a constricting
factor for the global recorded music industry.  In addition, the
very success of the legitimate download product also means that
EMI and the industry as a whole will have to carefully manage
the retail channel as the continuing move towards digital
distribution is likely to take a toll on specialist retailers.

Ratings affected are:

EMI Group plc

    * CFR of Ba2 assigned
    * 8.25% GBP bonds due 2008
    * 8.625% notes due 2013

Capitol Records Inc. (gtd. by EMI Group plc)

    * 8.375% guaranteed notes due 2009

                          About EMI

Headquartered in London, United Kingdom, EMI Group PLC --
http://www.emigroup.com/-- is the world's largest independent
music company, operating directly in 50 countries, including
Brazil, and with licensees in a further 20.  The group employs
over 6,600 people.  Revenues in 2005 were near EUR2 billion and
operating profit generated was over EUR225 million.


EMI GROUP: S&P Lowers Long-Term Corporate Rating to BB from BB+
---------------------------------------------------------------
Standard & Poor's Rating Services lowered to 'BB' from 'BB+' its
long-term corporate and senior unsecured ratings on U.K.-based
music producer and distributor EMI Group PLC, following an
annual review.  The outlook is negative.

"The rating action reflects our concerns about EMI's ability to
rapidly improve debt measures, which remain tight for the rating
category," said Standard & Poor's credit analyst Patrice
Cochelin.

Worldwide recorded music revenues were down by 4% in first-half
2006.  Falling sales of recorded music in physical formats
(notably CDs, which still represent about 80% of industry sales)
and physical and digital piracy remain the industry's main
challenges, despite strong growth in digital music sales (11% of
industry revenues in first-half 2006).

EMI has about 13% of the global recorded music market.  A
comparatively weak release schedule pushed recorded music
revenues down by 4%. Although Standard & Poor's expects the
company's strong second-half release schedule and a less
challenging comparison to support year-on-year revenue growth in
the balance of the financial year, we expect continued weakness
in EMI's full-year discretionary cash flow generation after
restructuring (o60 million) and dividends (about o64 million).

                          About EMI

Headquartered in London, United Kingdom, EMI Group PLC --
http://www.emigroup.com/-- is the world's largest independent
music company, operating directly in 50 countries, including
Brazil, and with licensees in a further 20.  The group employs
over 6,600 people.  Revenues in 2005 were near EUR2 billion and
operating profit generated was over EUR225 million.


NET SERVICOS: S&P Rates US$150MM Proposed Perpetual Bonds at BB-
----------------------------------------------------------------
Standard & Poor's Rating Services assigned its 'BB-' senior
unsecured debt rating to the proposed perpetual bonds (up to
US$150 million) to be issued by Brazil's largest cable pay-TV
operator, Net Servicos de Comunicacao S.A.  The proceeds will be
used primarily to fund additional investments in the company's
network and digital services.  NET's total debt amounted to
BRL650 million (approximately US$300 million) in September 2006.

The notes will be repaid only in the event that the company
redeems them, which could happen upon NET's call option after
three years (2009) from the issuance date, some specific tax
events, or upon debt acceleration in the event of default.  The
perpetual bonds will rank equally with the company's other
unsecured unsubordinated debt.

NET plans to improve its bidirectional capacity (currently 2.8
million homes passed, out of a total 7.2 million), which would
allow the company to expand its triple-play offer.  Capital
expenditures are expected to peak at about BRL700 million in
2007 (considering Vivax's planned investments), and be
maintained at high levels of BRL400 million-BRL500 million
(compared to an average BRL100 million in 2003-2005).


NRG ENERGY: Hedge Reset Transaction Cues Fitch to Hold Ratings
--------------------------------------------------------------
Fitch Ratings has affirmed the issuer default and instrument
ratings of NRG Energy following the company's announced hedge
reset and capital allocation program.  The Rating Outlook is
Stable.

Fitch affirms these ratings with a Stable Outlook:

   -- Senior secured term loan B at 'BB'/'RR1';
   -- Senior secured revolving credit facility at 'BB'/'RR1';
   -- Senior notes to 'B+'/'RR3';
   -- Convertible preferred stock at 'CCC+'/'RR6';
   -- Issuer default rating (IDR) at 'B'.

The hedge reset program entails resetting existing power/gas
hedges that were acquired along with the purchase of Texas Genco
(Legacy Hedges), to reflect the current market prices and
entering into new, longer-dated gas hedges.  Given the high
correlation between natural gas prices and power prices, and the
greater liquidity and depth in the natural gas market, using
natural gas derivatives provides a good hedge to the power
generated from the company's Texas coal and nuclear plants.  The
last of the Legacy Hedges will expire in 2010.  Given the
natural gas prices prevailing at the time the Legacy Hedges were
put into place as compared to prices today, these hedges are
substantially out of the money.

The proposed transaction involves:

     -- borrowing US$1.1 billion of unsecured debt;

     -- using US$1.1 billion of debt proceeds plus US$250
        million of cash on hand to reset the existing hedges to
        market;

     -- adding to hedged positions for years 2010 to 2012, and

     -- increasing share repurchase from US$250 million to
        US$500 million.

The hedge-reset transaction will provide NRG with greater cash
flow certainty by hedging its projected production into the 2012
time frame.  With the existing hedges in place, the company
currently has US$1.7 billion in mark to market exposure under
its second lien collateral structure.  Consequently, existing
counterparties (such as J. Aron) are reluctant to enter into
longer dated hedging transactions as they already have
significant mark to market exposure to NRG.  By resetting the
existing hedges to market, the company would eliminate the
US$1.7 billion of existing second lien exposure freeing the
company to enter into hedges for the 2010 to 2012 time frame.

Resetting the Legacy Hedges at current market prices will
substantially increase the company's cash flow.  As such, this
transaction has the perverse effect of improving cash flow-based
coverage and leverage metrics for 2007-2010 in spite of the
increase in total debt outstanding.  In addition, by permitting
longer dated hedges, the transaction provides greater cash flow
certainty for the medium term.  Offsetting in part these
benefits is that by incurring the incremental debt, the company
is, in effect, taking an obligation that would have amortized to
zero over time (i.e. the mark-to-market position of the Legacy
Hedges) and crystallized it into a bullet maturity.

The proposed transaction will not materially alter the company's
business risk.  The key risk for NRG remains a sustained outage
at one of its large base load plants in Texas (STP, Limestone or
Parrish) and this risk is unaffected as a result of this
transaction.  Although the ability to make interest payments
during such an outage is modestly weakened, the incremental
interest expense is small (US$90 million to US$100 million) as
compared to available liquidity (US$1.2 billion in cash and
US$850 million in unused revolver capacity).

This increase in financial risk is offset by a reduction in
NRG's business risk; by resetting the hedges at a higher price,
the likelihood of having to cover a naked short gas position by
buying higher price spot gas (i.e. because there was an outage
at a baseload plant) is lower than it is currently since the
Legacy Hedges are below market.

A second major business risk for the company is a sustained
period of low natural gas prices.  This risk is also unchanged
as a result of the transaction.  Moreover, with the longer
hedges in place, the company would have greater time to address
a long-term decline in natural gas price by retiring its term
loan B debt.

As part of the proposed transaction, the company is seeking to
increase its 2007 stock buyback plan from US$250 million to
US$500 million.  On August 1, 2006, Fitch affirmed NRG's IDR
following the announcement of a US$500 million stock repurchase
via a non-recourse debt structure.  The company created a
subsidiary, which raised US$334 million in non-recourse debt
from Credit Suisse. The company also injected US$166 million.
The purpose of the structure was to take advantage of the
company's restricted payment basket.  However, the structure was
somewhat inefficient in that Credit Suisse had to take a short
position in NRG's stock to hedge its exposure (i.e. delta hedge
30% to 40% of the stock held by the non-recourse subsidiary).
This shorting activity muted the benefit of the share buyback
from NRG's perspective.  Going forward, the company plans to
seek an amendment to allow greater restricted payments

NRG owns and operates a diverse portfolio of power-generating
facilities, primarily in Texas and the Northeast, South Central
and Western regions of the United States.  Its operations
include baseload, intermediate, peaking, and cogeneration
facilities, thermal energy production and energy resource
recovery facilities.  NRG also has ownership interests in
generating facilities in Australia and Germany.


NRG ENERGY: Moody's Rates Planned US$1.1 Bil. Unsec. Notes at B1
----------------------------------------------------------------
Moody's Investors Service changed the rating outlook to negative
from stable for NRG Energy Inc. after the report that the
company had entered into a series of transactions with
counterparties to reset and extend existing power and gas hedges
at market prices, requiring a payment to counterparties of
around US$1.35 billion.

Moody's also affirmed all existing ratings of NRG and assigned a
B1 rating to the planned issuance of US$1.1 billion of senior
unsecured notes which will be used by NRG to partially fund the
counterparty payment.

"While the rating affirmation incorporates the increase in near-
term cash flow and the reduction in cash flow volatility
following the reset and extension of power and gas hedges, the
negative outlook considers the US$1.1 billion of permanent
indebtedness added to the capital structure, at a time when
share repurchases and future capital requirements have increased
and are expected to stay at an elevated level," said A.J.
Sabatelle, Vice President of Moody's.

The rating affirmation reflects the increase in operating cash
flow and free cash flow anticipated over the next three years
following the reset of existing hedges across NRG's Texas
generation fleet.  Operating cash flow and free cash flow are
expected to increase by US$1.3 billion over the next three years
and the company's operating margin will continue to remain
highly contracted over this timeframe.

Moody's expects that under most reasonable scenarios, the
company's funds from operations to total adjusted debt is
expected to be at least 13% over this timeframe, which remains
consistent with the existing Ba3 Corporate Family Rating.  While
most of the incremental cash flow will surface over the next
three years, the execution of additional gas hedges maturing in
2010 and 2011 should enable NRG to reduce its exposure to future
changes in natural gas prices, an important driver of cash flow
volatility for the company.

The negative outlook incorporates the permanent increase in
leverage that will occur to facilitate completion of this
transaction and factors in the company's previously announced
capital investment program and recent actions to return more
capital to shareholders.  To that end, Moody's also notes that
NRG intends to modify the terms of its secured credit agreement
in a manner that will increase the restricted payments basket,
increase the amount of permitted indebtedness, allow greater
flexibility for the company to make capital investments, and
reduce the existing cash sweep mechanism.

While free cash flow is expected to increase as the result of
the reset of the power hedges over the next three years, Moody's
believes that a substantial portion of this cash may end being
used for share repurchases and for capital investment, thereby
leaving the company with higher permanent debt levels than
originally anticipated.  To the extent that the company's future
margins compress due to lower natural gas prices or lower market
heat rates, the company's credit quality will weaken.

In light of the negative rating outlook as well as the company's
capital investment plan and announced share repurchases, limited
near-term prospects exist for the rating to be upgraded.
However, the rating outlook could be stabilized if the company's
credit if the company makes meaningful progress towards using
free cash flow to permanently reduce debt by more than US$1
billion over the next several years, and if the company finances
its anticipated large capital investment program in a relatively
conservative manner resulting in a adjusted FFO to total
adjusted debt of 16% on a sustainable basis.

The rating could be downgraded if the level of share repurchases
continues to increase materially over the next eighteen months
without meaningful progress towards reducing consolidated debt
or if the company chooses to finance its capital investment
program with higher than anticipated levels of debt.

Additionally, should margins compress across NRG's existing
generation fleet or should additional leverage be incurred to
finance shareholder rewards or capital investments, causing
adjusted FFO to total adjusted debt to approach 10% for an
extended period, the rating could be downgraded.

These are the rating actions:

   -- Corporate family rating at Ba3;

   -- Probability of default rating at Ba3;

   -- Senior secured 1st lien term loan at Ba1 (LGD 2, 22% from
      LGD 2, 25%);

   -- Senior secured 1st lien revolver at Ba1 (LGD 2, 22% from
      LGD 2, 25%);

   -- Senior unsecured notes at B1 (LGD 5, 77% from LGD 5, 80%);

   -- Shelf registration for senior secured debt at (P) Ba1 (LGD
      2, 22% from LGD 2, 25%);

   -- Shelf registration for senior unsecured debt at (P) B1
      (LGD 5, 77% from LGD 5, 80%);

Ratings and assessments affirmed:

   -- Preferred stock at B2, LGD 6, 98%;

   -- Shelf registration for subordinated debt at (P)B2, LGD 6,
      97%;

   -- Shelf registration for preferred stock at (P)B2, LGD 6,
      98%;

Rating assignment:

   -- US$1.1 billion of senior unsecured notes at B1 (LGD 5,
      77%);

Headquartered in Princeton, New Jersey, NRG Energy, Inc. owns
and operates power generating facilities, primarily in Texas and
the northeast, south central and western regions of the United
States.  NRG also owns generating facilities in Australia,
Brazil, and Germany.


PETROLEO BRASILEIRO: Launching Pipeline Repair Works on Nov. 11
---------------------------------------------------------------
Petroleo Brasileiro SA will start repairing the Bolivia-Brazil
pipeline on Nov. 11, Business News Americas reports.

According to BNamericas, the pipeline transports gas to the
3,000-kilometer B2B pipeline from the San Alberto and San
Antonio fields, in which Petroleo Brasileiro owns 35%, with
another 50% owned by Andina.  The remaining 15% is held by
Total.

Petroleo Brasileiro said in a statement that the repair works
would be made on the damages caused by a landslide resulting
from rains in Bolivia in April.

The first stage of repairs will take six days.  The second
phase, which will start on Nov. 23, will run for 11 days,
according to a Petroleo Brasileiro statement.

A spokesperson of Petroleo Brasileiro told BNamericas that the
repair works involve replacing nine sections of pipeline with a
combined length of over 1 kilometer.

BNamericas underscores that production on the San Antonio field
will decline to 3 million cubic meters per day from almost 13
million cubic meters daily due to the repair works.  To
alleviate decreased projection on the field, production on the
San Alberto field will increase.

Gas exports to Brazil in November will drop to an average 23.5
million cubic meters daily from 28 million cubic meters per day
average, BNamericas states.

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
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.


TAM SA: Begins Second Daily Flight to Santiago, Chile in January
----------------------------------------------------------------
TAM S.A. will offer a second daily flight to Santiago, Chile,
beginning Jan. 2, 2007.  The new flight will operate at night
and fly from Galeao Airport (Rio de Janeiro), with one stop in
Guarulhos Airport (Sao Paulo).  The operation of this flight
aims to fulfill increasing demand for the international route.

The new flight to Santiago will be operated with the modern
Airbus A320.  The aircraft will be dual-seat class (Economy and
Business) and will have capacity to transport up to 156
passengers.

TAM S.A. -- http://www.tam.com.br/-- operates regular flights
to 47 destinations throughout Brazil.  It serves 72 different
cities in the domestic market through regional alliances.
Additionally, it maintains code-share agreements with
international airline companies that allow passengers to travel
to a large number of destinations throughout the world. TAM was
the first Brazilian airline company to launch a loyalty program.
Currently, the program has over 3.3 million subscribers and has
awarded more than 3.6 million tickets.

                        *    *    *

Fitch assigned on Aug. 8, 2006, foreign currency and local
currency Issuer Default Ratings of 'BB' to TAM S.A.  Fitch has
also assigned a national scale rating of 'A+' (bra)' to TAM.
Fitch said the Rating Outlook is Stable.


TELE NORTE: Anatel Postpones Decision on Proposed Acquisitions
--------------------------------------------------------------
Anatel, the telecoms regulator of Brazil, has delayed until 2007
a decision regarding the proposed acquisitions of Way Brasil --
a cable television provider -- by Tele Norte Leste Participacoes
SA, Folha de S. Paulo reports.

Alain Riviare, Tele Norte's regulatory affaires director, said
during a conference call for analysts that the firm expected
Anatel to decide by early December whether the company can
acquire Way Brasil.

As reported in the Troubled Company Reporter-Latin America on
Aug. 4, 2006, Tele Norte, through its mobile phone unit Oi,
acquired Way Brasil at an auction for BRL132 million.

Mr. Riviare told BNamericas that if Anatel approves the
acquisition, Tele Norte will offer Way Brasil's cable services
shortly afterwards.   Tele Norte's existing telecoms license
only allows the firm to provide video on demand.

Since Tele Norte was the sole bidder for Way Brasil, Tele Norte
should be allowed to go ahead with the purchase, BNamericas
says, citing BNamericas.

According to Folha S., the acquisition could allow Tele Norte to
enter the pay television market.

Helio Costa, Brazil's communications minister, had told
BNamericas that technical research by Anatel resulted in favor
of the acquisition of Way Brasil by Tele Norte.

However, Plinio Aguiar -- the president of Anatel -- told
BNamericas that although the technical report may be favorable,
the issues are complex from a regulatory point of view.
Anatel's board needs to study the operations involved in these
pay television and telecoms operators in 2007.

"We are going through a transformation period that has to be
thoroughly studied by the regulator...We can't make premature
decisions, we have to do a detailed study," Pedro Jaime Ziller,
an Anatel counselor, told BNamericas.

                       About Way Brasil

Way Brasil, which started operating in 2000, recorded a profit
of BRL110,000 in the first three months of 2006 compared to a
loss of BRL804,000 in the same period IN 2005.

The cable and internet has a license to provide cable TV and
broadband Internet services in the cities of Belo Horizonte,
Pocos de Caldas, Uberlandia and Barbacena in Minas Gerais state.

                   About Tele Norte Leste

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

                        *    *    *

On April 25, 2006, Fitch Ratings upgraded Telemar Norte Leste
S.A.'s rating on its US$150 million, Offering Notes to BB from
BB-, in conjunction with the roll out of Issuer Default Ratings
and Recovery Ratings for Latin America Corporates.

                        *    *    *

Standard & Poor's Ratings Services disclosed on May 24, 2006,
that its 'BB' long-term corporate credit ratings on Brazil-based
integrated telecommunications carrier Telemar Norte Leste S.A.
and its holding company Tele Norte Leste Participacoes S.A.
remain on CreditWatch with positive implications, where they
were placed on Feb. 28, 2006.  The national scale rating
assigned to three local debentures issued by Telemar
Participacoes S.A. (Tele Norte's holding company) also remain on
CreditWatch with positive implications.


USINAS SIDERURGICAS: Companhia Vale Taking 7% Stake in Firm
-----------------------------------------------------------
Companhia Vale do Rio Doce will acquire a 7% stake in the
controlling shareholder block of Usinas Siderurgicas de Minas
Gerais, Valor Economico reports, citing sources close to the
shareholders group.

As reported in the Troubled Company Reporter-Latin America on
Dec. 29, 2005, Companhia Siderurgica had a 23% stake in Usinas
Siderurgicas but was not in the group of controlling
shareholders, which includes:

          -- Nippon Usiminas (18.4%),
          -- Caixa dos Empregados da Usiminas (13.4%),
          -- Camargo Correa (7.3%),
          -- Votorantim (7.3%),
          -- Banco Bradesco (2.6%),
          -- Sudameris (1.9%) and
          -- others (2.3%).

Valor Economico relates that the controlling shareholders
decided at a board meeting to allow Companhia Vale's long-
anticipated entry into the group.

Companhia Vale would sell 5% of its remaining shares to Nippon,
Camargo Correa and Votorantim, Valor Economico notes.

Dow Jones Newswires underscores that the sale of Companhia
Vale's excess shares of Usinas Siderurgicas would allow the
former to generate additional cash to pay off its US$18-billion
bid for Inco Ltd.

According to the report, Companhia Vale will obtain a seat on
Usinas Siderurgica's board.  However, its shares won't hold veto
rights over management decisions.

Dow Jones says that Companhia Vale sees Usinas Siderurgicas as a
firm with the potential to be a player in the global steel
industry, especially in terms of flat steel exports to the US
auto industry.

However, Nippon Steel is not interested in turning Usinas
Siderurgicas into an international firm, Dow Jones relates.

Usinas Siderurgicas has called a press conference with members
of its controlling shareholder group, Dow Jones states.

Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas de
Minas Gerais aka 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 US 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 SA -- 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.  S&P
says the outlook on the corporate credit rating is stable.


USINAS SIDERURGICAS: May Report Strongest Third Quarter Results
---------------------------------------------------------------
Merrill Lynch told Business News Americas that Usinas
Siderurgicas de Minas Gerais SA could report the strongest third
quarter results for 2006 in the local steel sector.

According to BNamericas, Usinas will release its results for the
third quarter of 2006 on Nov. 8.

Merrill Lynch said in a report that Usinas Siderurgicas is
expected to disclose strong sales volume of about 2 million
tons, of which 68% would account for sales at home and the
remainder exports.

Usinas Siderurgicas should benefit from significant boost in
export prices from the second quarter of 2006 and could enjoy
the partial effect of a 17% decline in coal prices, BNamericas
says, citing Merrill Lynch.

Merrill Lynch has a buy recommendation for Usinas Siderurgicas
and a 12-month target price of BRL106 per share, BNamericas
reports.

Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas de
Minas Gerais aka 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 US 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 SA -- 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.  S&P
says the outlook on the corporate credit rating is stable.


USINAS SIDERURGICAS: Nippon Steel Buys 1.7% Stake in Firm
---------------------------------------------------------
Nippon Steel Corp. told Kyodo News International that it has
purchased a 1.7% stake in Usinas Siderurgicas de Minas Gerais
SA.

As reported in the Troubled Company Reporter-Latin America on
Nov. 7, 2006, Usinas Siderurgicas was negotiating with Nippon
Steel to strengthen ties.  Nippon Steel had planned to take a
1.7% stake in Belo Usinas.

Officials of Nippon Steel told Kyodo News that the acquisition
of a stake in Usinas Siderurgicas is intended to increase the
firm's supply capacity for Japanese automakers operating in
South America.

According to Kyodo News, the move is also part of Nippon Steel's
efforts to boost its international competitiveness through
enhanced partnerships with foreign partners amid an accelerating
realignment of the industry worldwide.

Kyodo News relates that Nippon Steel has indirectly invested in
Usinas Siderurgicas through its 14.4% stake in Nippon Usiminas
Co., a major shareholder of Usinas Siderurgicas.

Nippon Usiminas has also increased its stake in Usinas
Siderurgicas to 21.6% from 19.4%, Kyodo News states.

                     About Nippon Steel

Nippon Steel Corp. is a Japanese manufacturer.  It has seven
business segments: Steel Manufacturing, including the
manufacture and sale of steel bars, plates and pipes, special
steels and secondary steel products, and the designing,
construction and maintenance of machinery and electric
equipment; Engineering, such as the construction of steel
manufacturing plants, industrial machinery and furnaces, and
environmental facilities; Urban Development, encompassing the
development of housing complexes and other real estate
properties; Chemical and Nonferrous Metal Material, including
the provision of pitch coke, naphthalene, ammonium sulphate,
fine ceramic products and aluminum products; System Solution,
such as the provision of engineering consultation services for
computer systems; Electric Power, including the supply of
electric power, and Service and Others, like the financial, non-
life insurance and energy businesses, as well as the operation
of nursing care facilities.

          About Usinas Siderurgicas de Minas Gerais

Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas de
Minas Gerais SA aka 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 US 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 SA -- 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.  S&P
says the outlook on the corporate credit rating is stable.


* BRAZIL: Selling Dollar-Denominated Bonds Due 2017
---------------------------------------------------
The Brazilian government plans to sell dollar-denominated bonds
due in 2017 in international markets, Bloomberg News reports,
citing an e-mailed correspondence from Brazil's Treasury.

Bloomberg says the Treasury didn't give other specifics of the
proposed transaction.

                        *    *    *

As reported on Sept. 4, 2006, Brazil's foreign currency country
ceiling was upgraded to Ba1 from Ba2 while the government's
foreign- and local-currency bond ratings were changed to Ba2
from Ba3.




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


ANTHRACITE BALANCED (JR-16): Claims Must Be Filed by Nov. 15
------------------------------------------------------------
Anthracite Balanced Company (JR-16) Ltd.'s creditors are
required to submit proofs of claim by Nov. 15, 2006, to the
company's liquidators:

          Scott Aitken
          Connan Hill
          P.O. Box 1109, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-7755
          Fax: (345) 949-7634

Creditors who are not able to comply with the Nov. 15 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Anthracite Balanced's shareholders agreed on Oct. 10, 2006, for
the company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


AVENIR FUND: Calls Shareholders for Final Meeting on Nov. 16
------------------------------------------------------------
The Avenir Fund Ltd.'s final shareholders meeting will be at
10:00 a.m. on Nov. 16, 2006, at:

          Kinetic Partners Cayman LLP
          Strathvale House, 90 North Church Street
          Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

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

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

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

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

The liquidator can be reached at:

          Geoffrey Varga
          Attn: Bernadette Bailey-Lewis
          Kinetic Partners
          P.O. Box 10387
          Grand Cayman, Cayman Islands
          Tel: (345) 623 9900
          Fax: (345) 623 0007


CITIGROUP CREDIT: Creditors Must File Proofs of Claim by Nov. 14
----------------------------------------------------------------
Citigroup Credit Management Company Ltd.'s creditors are
required to submit proofs of claim by Nov. 14, 2006, to the
company's liquidator:

          Joseph Draper
          17A Regence Royale, 2 Bowen Road
          Mid Levels, Hong Kong S.A.R.

Creditors who are not able to comply with the Nov. 14 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Citigroup Credit's shareholders agreed on Oct. 10, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


CTMP II: Creditors Have until Nov. 14 to File Proofs of Claim
-------------------------------------------------------------
CTMP II Funding Corp. (GCM)'s creditors are required to submit
proofs of claim by Nov. 14, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 14 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

CTMP II's shareholders agreed on Oct. 5, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law
(2004 Revision) of the Cayman Islands.


EMOSYN LIMITED: Shareholders Gather for Final Meeting on Nov. 16
----------------------------------------------------------------
Emosyn Ltd.'s final shareholders meeting will be at 2:00 p.m. on
Nov. 16, 2006, at:

          1171 Sonora Court, Sunnyvale
          California 94086, U.S.A

These agendas will be taken during the meeting:

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

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

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

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

The liquidator can be reached at:

          Arthur O. Whipple
          Campbell Corporate Services Limited
          c/o P.O. Box 268, George Town
          4th Floor, Scotia Centre
          Grand Cayman, Cayman Islands
          Tel: (345) 949 2648
          Fax: (345) 949 8613


FONTE DE PEDRA: Liquidator Presents Wind Up Accounts on Nov. 16
---------------------------------------------------------------
Fonte De Pedra Ltd.'s shareholders will convene for a final
meeting on Nov. 16, 2006, at the company's registered office at:

           Cititrust (Cayman) Limited
           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
           Grand Cayman, Cayman Islands


GLADIATOR OFFSHORE: Proofs of Claim Filing Deadline Is Nov. 13
--------------------------------------------------------------
Gladiator Offshore, Ltd.'s creditors are required to submit
proofs of claim by Nov. 13, 2006, to the company's liquidator:

          Gene Vollendorf
          c/o Savoy Capital International, Ltd.
          Suite 108, 513
          8th Avenue SW, Calgary
          Alberta, Canada, T2P 1G3

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

Gladiator Offshore's shareholders agreed on Oct. 13, 2006, for
the company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.

Parties-in-interest may contact:

          Gene Vollendorf
          c/o Ogier, Queensgate House
          South Church Street
          P.O. Box 1234
          Grand Cayman, Cayman Islands
          Tel: (403) 517 2151
          Fax: (403) 517 2159


GLOBAL VISION: Shareholders Gather for Final Meeting on Nov. 16
---------------------------------------------------------------
Global Vision Ltd.'s shareholders will convene for a final
meeting on Nov. 16, 2006, at the company's registered office at:

          Cititrust (Cayman) Limited
          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
          Grand Cayman, Cayman Islands


HEXAGON TRUST: Last Day to File Proofs of Claim Is on Nov. 16
-------------------------------------------------------------
Hexagon Trust Company (CI) Ltd.'s creditors are required to
submit proofs of claim by Nov. 16, 2006, to the company's
liquidators:

          S.L.C. Whicker
          K.D. Blake
          KPMG Cayman
          P.O. Box 493
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 16 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Dorra Mohammed
          P.O. Box 493
          Grand Cayman, Cayman Islands
          Tel: 345-914-4475
               345-949-4800
          Fax: 345-949-7164


HILLVIEW LTD: Shareholders Convene for Final Meeting on Nov. 16
---------------------------------------------------------------
Hillview Ltd.'s shareholders will convene for a final meeting on
Nov. 16, 2006, at the company's registered office at:

           Cititrust (Cayman) Limited
           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
           Grand Cayman, Cayman Islands


HSBC REPUBLIC: Creditors Must Submit Proofs of Claim by Nov. 14
---------------------------------------------------------------
The HSBC Republic Latin America Short Duration Income Fund,
Ltd.'s creditors are required to submit proofs of claim by
Nov. 14, 2006, to the company's liquidator:

          Richard Fabietti
          452 Fifth Avenue
          New York, NY, 10018

Creditors who are not able to comply with the Nov. 14 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

HSBC Republic's shareholders agreed on Oct. 6, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.

Parties-in-interest may contact:

          Anna Goubault
          c/o Ogier
          P.O. Box 1234
          Grand Cayman, Cayman Islands
          Tel: (345) 949 9876
          Fax: (345) 949 1986


JUMBO HOLDINGS: Shareholders Convene for Last Meeting on Nov. 16
----------------------------------------------------------------
Jumbo Holdings Ltd.'s shareholders will convene for a final
meeting on Nov. 16, 2006, at the company's registered office at:

           Cititrust (Cayman) Limited
           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
           Grand Cayman, Cayman Islands


MASTER FINANCE: Last Day for Proofs of Claim Filing Is Nov. 14
--------------------------------------------------------------
Master Finance (Cayman Islands) Ltd.'s creditors are required to
submit proofs of claim by Nov. 14, 2006, to the company's
liquidators:

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

Creditors who are not able to comply with the Nov. 14 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Master Finance's shareholders agreed on Oct. 17, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


MONAS INVESTMENTS: Sets Final Shareholders Meeting on Nov. 16
-------------------------------------------------------------
Monas Investments Ltd.'s shareholders will convene for a final
meeting on Nov. 16, 2006, at the company's registered office at:

           Smith Barney Private Trust Company (Cayman) Limited
           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
           Grand Cayman, Cayman Islands


PACIFIC RE: Last Day for Proofs of Claim Filing Is on Nov. 16
-------------------------------------------------------------
Pacific Re Ltd.'s creditors are required to submit proofs of
claim by Nov. 16, 2006, to the company's liquidators:

          Linda Haddleton
          Katherine Chiazza
          HSBC Financial Services (Cayman) Limited
          P.O. Box 1109, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-7755
          Fax: (345) 949-6021
               (345) 949-7634

Creditors who are not able to comply with the Nov. 16 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Pacific Re's shareholders agreed on Oct. 2, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


QUINTERO HOLDINGS: Last Shareholders Meeting Is Set for Nov. 16
---------------------------------------------------------------
Quintero Holdings Ltd.'s final shareholders meeting will be on
Nov. 16, 2006, at:

          Coutts (Cayman) Limited
          Coutts House, 1446 West Bay Road
          P.O. Box 707, George Town
          Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

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

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

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

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

The liquidator can be reached at:

          Royhaven Secretaries Limited
          Attn: Lesley Walker
          c/o P.O. Box 707, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 945-4777
          Fax: (345) 945-4799


ST!NGRAY CAPITAL: Final Shareholders Meeting Is Set for Nov. 16
---------------------------------------------------------------
St!ngray Capital Partners Ltd.'s final shareholders meeting will
be at 10:00 a.m. on Nov. 16, 2006, at:

          Deloitte
          Fourth Floor, Citrus Grove
          P.O. Box 1787, George Town
          Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

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

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

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

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

The liquidator can be reached at:

          Stuart Sybersma
          Attn: Joshua Taylor
          Deloitte
          P.O. Box 1787, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949-7500
          Fax: (345) 949-8258


WEISSHORN FINANCE: Claims Filing Deadline Is Set for Nov. 16
------------------------------------------------------------
Weisshorn Finance Ltd.'s creditors are required to submit proofs
of claim by Nov. 16, 2006, to the company's liquidators:

          Phillip Hinds
          Emile Small
          Maples Finance Limited
          P.O. Box 1093, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 16 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Weisshorn Finance's shareholders agreed on Sept. 27, 2006, for
the company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.




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


AES CORP: Posts US$3.15 Billion Revenue for Third Quarter 2006
--------------------------------------------------------------
The AES Corp. reported record revenues and net cash from
operating activities for the third quarter of 2006.  Revenues
increased 14% to US$3.15 billion, compared with US$2.76 billion
in the third quarter of 2005, while net cash from operating
activities increased 35% to US$837 million, compared with US$619
million last year.

During the quarter, the company completed a portion of a broad
financial restructuring of its Brazil businesses by selling part
of its interest in Eletropaulo, a regulated utility.  AES voting
control was unaffected by the sale, and the proceeds were used
in early October to repay in full US$608 million in debt and
accrued interest owed to the Brazilian National Development Bank
aka BNDES.  Refinancing of the remaining holding company debt is
expected to be completed later in the fourth quarter.  The
restructuring resulted in a US$500 million after-tax, non-cash
charge, or US$0.76 diluted loss per share impact, resulting in a
third quarter 2006 GAAP loss and reducing year to date GAAP
earnings.  Included in the non-cash charge is a US$0.07 per
share favorable adjusted earnings per share benefit.  The charge
and estimated impact was previously disclosed on the company's
second quarter 2006 earnings conference call on Aug. 7, 2006.
The loss related primarily to the non-cash realization of
cumulative currency translation losses associated with the
Eletropaulo share sale.

On a GAAP basis, which includes the one-time charge, the third
quarter 2006 net loss was US$340 million, or US$0.52 diluted
loss per share, while the net loss from continuing operations
was US$353 million, or US$0.54 diluted loss per share.  Adjusted
earnings per share (a non-GAAP financial measure) was a positive
US$0.34 per share for the quarter. These results compare to
third quarter 2005 net income of US$244 million, or US$0.37
diluted earnings per share, net income from continuing
operations of US$214 million, or US$0.32 diluted earnings per
share, and adjusted earnings per share of US$0.31.

For the nine months ending Sept. 30, 2006, compared with the
same 2005 period:

   -- Revenues increased 14% to US$9.17 billion from last
      year's US$8.05 billion.

   -- Net cash from operating activities increased 24% to
      US$1.81 billion from last year's US$1.46 billion.

   -- Net income was US$180 million, or US$0.27 diluted earnings
      per share, versus US$453 million, or US$0.68 diluted
      earnings per share.

   -- Net income from continuing operations was US$213 million,
      or US$0.32 diluted earnings per share, compared with
      US$423 million, or US$0.64 diluted earnings per share.

   -- Adjusted earnings per share were US$1.05 compared with
      US$0.59.

"This successful restructuring of our Brazil holding company
allows us to reduce subsidiary debt and to receive future
dividends from these businesses," said Paul Hanrahan, President
and Chief Executive Officer. "During the quarter, we continued
to grow our business.  We signed a long-term power purchase
agreement and began construction in Texas of our largest wind
project to date.  We also signed a new power purchase agreement
for a coal and biomass-fired power plant in Canada and continued
to add quality projects to our business development pipeline."

Prior period results reflect the decision in the second quarter
of this year to dispose of two businesses and account for them
as discontinued operations.

The company reported these highlights for the third quarter of
2006:

   -- The 14% revenue increase (approximately 12% excluding
      estimated foreign currency translation impacts) reflects
      higher prices in all segments, higher demand in Contract
      Generation and Regulated Utilities and consolidation of
      Itabo in Contract Generation.

   -- Gross margin increased 9% over the prior year due to
      higher demand, consolidation of Itabo and favorable
      foreign exchange rates in Brazil.  Gross margin as a
      percent of revenue declined 160 basis points to 30.9%
      driven by higher fuel and maintenance costs in both
      Contract Generation and Competitive Supply.

   -- General and administrative expense increased US$17
      million, largely from higher business development
      spending and increased corporate staffing.  The company
      continues to strengthen its finance function in areas
      such as accounting and tax.

   -- The US$500 million after-tax, non-cash Brazil
      restructuring charge includes US$537 million recorded as
      loss on sale of subsidiary stock, US$18 million of
      foreign currency transaction losses related to a
      transaction-related hedge, US$121 million in favorable
      tax benefits, and US$66 million of minority interest
      expense.

   -- Income tax for the 2006 period includes a US$20 million
      unfavorable adjustment due to the recent identification
      and correction of an error on the 2004 income tax return.

   -- Net income for the third quarter includes US$13 million
      associated with discontinued operations including a US$5
      million gain on the previously announced sale of our
      Indian Queens business in the U.K. and operating earnings
      from the discontinued operations.

   -- Free cash flow (a non-GAAP financial measure) increased to
      US$664 million from US$380 million in the third quarter
      of 2005.

The company also reported these segment highlights for the third
quarter:

   -- Regulated Utilities segment revenues increased 13%, or
      approximately 7% excluding estimated foreign currency
      translation impacts, primarily driven by higher prices and
      demand in Latin America.  Gross margin increased 29%,
      largely resulting from the increased revenues, while gross
      margin as a percent of revenue improved to 28.0% primarily
      due to lower transmission costs in Latin America and a
      favorable business tax settlement in Cameroon.
      Eletropaulo recorded an increase in labor contingencies
      That was offset by a correction to depreciation expense.

   -- Contract Generation segment revenues increased 20%.
      Foreign currency translation was not a significant factor
      in the quarter.  The increase largely relates to
      consolidation of Itabo, a Dominican Republic business
      previously carried as an equity investment, and higher
      demand.  Gross margin was consistent with the prior
      quarter as higher emission allowance sales in Europe were
      offset by higher maintenance costs in Latin America and
      North America.  Gross margin as a percent of revenue fell
      to 36.1% due to higher fuel costs and maintenance
      expenses.

   -- Competitive Supply segment revenues grew 3%, or
      approximately 4% excluding the estimated impacts of
      foreign currency translation, primarily reflecting higher
      prices in Argentina and New York. Gross margin fell 20%
      and gross margin as a percent of revenues declined to
      25.4% largely due to outage related costs in North
      America.

The company revised its guidance for earnings from continuing
operations to US$0.28 per share from US$1.05 per share
previously, largely reflecting the Brazil restructuring charge
impacts in the third and fourth quarters.  It increased its
adjusted earnings per share guidance to US$1.09 per share, which
includes an estimated US$0.05 per share non-recurring benefit
from the Brazil restructuring, from US$1.01 per share
previously.  The updated guidance also includes expected costs
associated with certain fourth quarter debt refinancing
transactions.  The operating scenario underlying this guidance
assumes a number of factors, including effective tax rate,
foreign exchange rates, commodity prices, interest rates, tariff
increases, new investments, and other significant factors, which
could make actual results vary from the guidance.

During the quarter, the company continued to build a strong
business development pipeline that includes projects focusing on
platform expansion and greenfield investments that generally
follow the long-term contract generation business model,
complemented by continued growth in the alternative energy
business.  As of Sept. 30, 2006, the company had almost 2,400 MW
of new generation capacity under construction or in advanced
engineering and design in Bulgaria, Chile, Panama, Spain, and
the U.S. including fossil fuel and renewable energy projects.
During the quarter the company also acquired 73 MW of wind
generation assets in California.

AES Corp. -- http://www.aes.com-- and its subsidiaries engage
in the generation and distribution of electric power.  It
generates power for sale to utilities and other wholesale
customers, as well as operates utilities that distribute power
to retail, commercial, industrial, and governmental customers
through integrated transmission and distribution systems.  The
company operates through three segments: Contract Generation,
Competitive Supply, and Regulated Utilities AES Corp.'s Latin
America business group is comprised of generation plants and
electric utilities in Argentina, Brazil, Chile, Colombia,
Dominican Republic, El Salvador, Panama and Venezuela.  Fuels
include biomass, diesel, coal, gas and hydro.  The group also
pursues business development activities in the region.  AES has
been in the region since May 1993, when it acquired the CTSN
power plant in Argentina.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 16, 2006,
Moody's Investors Service affirmed its B1 Corporate Family
Rating for AES Corp. in connection with the implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology.  Additionally, Moody's revised its probability-of-
default ratings and assigned loss-given-default ratings on the
company's loans and bond debt obligations including the B1
rating on its senior unsecured notes 7.75% due 2014, which was
also given an LGD4 loss-given default rating, suggesting
noteholders will experience a 55% loss in the event of a
default.




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


BANCO DEL CAFE: Banco Davivienda Gets Help on Firm's Acquisition
----------------------------------------------------------------
An official of the International Finance Corp. aka IFC told
Business News Americas that it will help Banco Davivienda in
funding its purchase of Banco del Cafe.

As reported in the Troubled Company Reporter-Latin America on
Oct. 19, 2006, a spokesperson of Banco Davivienda said that the
firm wanted to wrap up the purchase of Banco del Cafe in
November 2007.  As previously reported, Banco Davivienda won the
auction of a 99% stake in Banco del Cafe with a US$927 million
bid.  Banco Davivienda offered almost twice the minimum price
set by the government and about US$139 million more than what
rival Banco de Bogota offered.

BNamericas relates that Banco Davivienda will finance its
acquisition of Banco del Cafe through a US$125-million bond
issue and a US$175-million capital increase.

The IFC will decide before the end of November on the amount it
would contribute for Banco del Cafe, BNamericas says, citing
Matias Eliaschev -- an IFC official responsible for new
businesses in Mexico, Central Americas and the Andean region.

Mr. Eliaschev told BNamericas, "The contribution will be
substantial and it might include increasing our stake in the
bank."

BNamericas underscores that the IFC completed in June its
purchase of 1,331,458 new common shares in Banco Davivienda for
US$25 million.  The shares IFC acquired represent a 4.2% stake
in Banco Davivienda.

The IFC investment included a standby US$35-million subordinated
bond-financing equivalent that would count as tier two capital
for regulatory solvency requirements, marking the first local
currency subordinated funding in Colombia by the IFC, BNamericas
states.

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


CA INC: Joins Community Patent Review Project
---------------------------------------------
CA Inc. has joined with other industry leaders to inaugurate a
new system of peer review for software patents through the
Community Patent Review project.

Selected by the U.S. Patent & Trademark Office or USPTO as one
of its strategic initiatives to improve and streamline the
patent application review process, the Community Patent Review
project is a collaborative effort between USPTO and New York Law
School's Institute for Information Law & Policy.

The project will deploy an online system to allow the scientific
community to provide input into the patent examination process.
This "open review" process is designed to provide the patent
examiner with relevant information for assessing if an invention
is patentable.  The goal is to improve the quality of issued
patents.

"CA has a long history of advancing technology research through
partnerships with external organizations," said Professor Beth
Noveck, director of the Institute for Information Law & Policy
at New York Law School.  "We are very pleased to have them on
board."

As a lead sponsor and active participant in the project, CA has
committed to consent to community peer review of some of its
published patent applications by allowing third parties to
submit commentary explaining the relevance of the prior art they
provide to the patent office.

CA's participation follows its pledge from last year to provide
open access to key innovations covered by 14 of its U.S. patents
- and counterparts of these patents issued in other countries --
for individuals and groups working on open source software.

"CA applauds New York Law School and the USPTO for their vision
of using the Internet to link experts in a more effective and
streamlined patent examination process," said Sam Greenblatt,
senior vice president, Innovation at CA.  "This could be among
the most important patent reform initiatives undertaken in the
last few decades, and we are excited to be involved in it."

Other sponsors and participants in the Community Patent Review
project include GE, HP, IBM, Microsoft and Red Hat.

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

                        *    *    *

As reported in the Troubled Company Reporter on Aug. 7, 2006,
Moody's Investors Service confirmed CA Inc.'s Ba1 senior
unsecured rating and assigned a negative rating outlook,
concluding a review for possible downgrade initiated on
June 30, 2006.  The Ba1 rating confirmation reflects the
company's completed accounting review and reestablishment of
current filing of its 10-K and subsequent 10-Q's, including the
company's filing of its 10-K for its March2006 fiscal year on
July 31, 2006.

Standard & Poor's Rating Services affirmed its 'BB' corporate
credit and senior unsecured debt ratings on CA Inc., and removed
them from CreditWatch where they were placed on July 5, 2006,
with negative implications.  S&P said the outlook is negative.


DOLE FOOD: Inaugurates US$8MM Organic Banana Farm in Colombia
-------------------------------------------------------------
Dole Food Co. Inc. achieved another major milestone toward
expanding its organic operations with the recent inauguration of
the company's new organic banana facility in the La Guajira
region of Colombia.  Named the "Don Pedro" farm, the US$8
million growing, harvesting, packing and shipping facility will
employ more than 1,000 local residents.

A recent ceremony was held to inaugurate the new facility. At
the event, Dole's president and chief operating officer, Richard
Dahl, said, "The Don Pedro banana facility is yet another
example of Dole's commitment to providing the highest quality
products to consumers around the world.  This facility also
exemplifies Dole's commitment to Colombia.  We have invested
significantly in a state-of-the-art facility that will be a
model for organic banana farming for years to come."

Don Pedro is the first banana farm in Colombia with a suspended
cableway harvesting system that transports product from the farm
directly to the packing plants.  The facility also has a state-
of-the-art irrigation system, advanced fruit cleansing
operations and an aerial fruit propping system.

According to Mr. Dahl, these technologies represent just some of
Dole's advanced farming methods aimed at producing highly
nutritious fruit while using limited chemical inputs.

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

                        *    *    *

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

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

   Issuer: Dole Food Company, Inc.

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

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

Gtd. Global Notes
Due 2010                  B3       B3      LGD5       77%

Global Notes Due 2009     B3       B3      LGD5       77%

Gtd. Global Bonds
Due 2011                  B3       B3      LGD5       77%

Debentures Due 2013       B3       B3      LGD5       77%

   Issuer: Solvest Ltd.

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

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


* COLOMBIA: Expands Bilateral Trade Relations with Cuba
-------------------------------------------------------
Jorge Humberto Botero -- the Colombian minister of industry,
commerce and tourism -- has signed an accord with Raul de la
Nuez, the Cuban minister of foreign trade, to expand and
strengthen the bilateral trade relations between Havana and
Bogota, Radio Habana Cuba reports.

Minister Botero pointed out to Prensa Latina the new alliance of
economic complementation established by Cuba and Colombia in the
framework of the Latin American Integration Association.

The agreement is a new opportunity to appreciate Cuba's export
offers, which is highly competitive, Radio Habana says, citing
Minister Botero.

Minister Botero highlighted the Colombia's possibilities within
the Cuban market, particularly in the fields of electrical
appliances, construction materials and the textile industry,
Radio Habana states.

                        *    *    *

On July 25, 2006, Fitch rated the Republic of Colombia's US$1
billion issue of fixed-rate Global Bonds maturing Jan. 27, 2017,
'BB'.  The rating is in line with Fitch's long-term foreign
currency rating on Colombia.  Fitch said the Rating Outlook is
Positive.


* COLOMBIA: Venezuela Renews Gasoline Delivery
----------------------------------------------
Marketing director Gladys Parada at Venezuela's Ministry of
Energy and Petroleum, said in reports, the country has resumed
Thursday exporting gasoline to Colombia by means of cooperatives
of the indigenous wayuu group.

According to El Universal, sales stopped on the border since
August, when 86 trucks were set on fire.

To avoid the same incidents, trucks will not spend the night in
the area and will return from 3:00 in the afternoon.  In
addition, they will deliver only the fuel required by the
department of the Colombian Guajira, the official explained, as
quoted by AFP.

                        *    *    *

On July 25, 2006, Fitch rated the Republic of Colombia's US$1
billion issue of fixed-rate Global Bonds maturing Jan. 27, 2017,
'BB'.  The rating is in line with Fitch's long-term foreign
currency rating on Colombia.  Fitch said the Rating Outlook is
Positive.




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


GENERAL NUTRITION: S&P Places B Rating on CreditWatch Developing
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on General
Nutrition Centers Inc. including the 'B' corporate credit
rating, on CreditWatch with developing implications.

"The placement follows news that GNC is evaluating alternatives
that include a possible sale of the company or an IPO," said
Standard & Poor's credit analyst Jackie Oberoi.

The sale of the company, which could be financed with a
substantial amount of additional debt, may lead to lowered
ratings.  Conversely, the company has an S-1 filing outstanding
with the SEC by parent company GNC Corp. for an IPO of up to
US$400 million of its common stock.  Should proceeds be used to
reduce debt levels, ratings could be raised.

Standard & Poor's also assigned its 'CCC+' rating on Pittsburgh,
Pa.-based GNC Parent Corp.'s (a newly formed holding company
that controls GNC) US$325 million payment-in-kind (PIK) notes,
due 2011.  The rating was placed on CreditWatch Developing.
Given the expected use of proceeds from the PIK notes, the
existing ratings on GNC's senior unsecured notes and bank
facility may be raised.

Proceeds from the notes, along with of cash on hand, will be
used to redeem the company's preferred stock, repay a portion of
its bank debt, and pay a dividend to common equity.  The rating
reflects a resulting capital structure that is highly leveraged,
with total lease-adjusted debt of about US$1.2 billion and
expected debt to EBITDA of about 6.3x.

GNC's operating performance has improved in the current year to
date due to solid comparable-store sales growth and better
margins. Management attributes the turnaround largely to a new
national pricing model and new marketing efforts. U.S.-based
company-owned stores experienced 12.6% comparable-store growth
for the nine months ended Sept. 30, 2006; U.S. franchised stores
posted 6.6% growth.

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

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


GNC CORP: S&P Rates US$325-Million PIK Notes Due 2011 at CCC+
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on General
Nutrition Centers Inc. including the 'B' corporate credit
rating, on CreditWatch with developing implications.

"The placement follows news that GNC is evaluating alternatives
that include a possible sale of the company or an IPO," said
Standard & Poor's credit analyst Jackie Oberoi.

The sale of the company, which could be financed with a
substantial amount of additional debt, may lead to lowered
ratings.  Conversely, the company has an S-1 filing outstanding
with the SEC by parent company GNC Corp. for an IPO of up to
US$400 million of its common stock.  Should proceeds be used to
reduce debt levels, ratings could be raised.

Standard & Poor's also assigned its 'CCC+' rating on Pittsburgh,
Pa.-based GNC Parent Corp.'s (a newly formed holding company
that controls GNC) US$325 million payment-in-kind (PIK) notes,
due 2011.  The rating was placed on CreditWatch Developing.
Given the expected use of proceeds from the PIK notes, the
existing ratings on GNC's senior unsecured notes and bank
facility may be raised.

Proceeds from the notes, along with of cash on hand, will be
used to redeem the company's preferred stock, repay a portion of
its bank debt, and pay a dividend to common equity.  The rating
reflects a resulting capital structure that is highly leveraged,
with total lease-adjusted debt of about US$1.2 billion and
expected debt to EBITDA of about 6.3x.

GNC's operating performance has improved in the current year to
date due to solid comparable-store sales growth and better
margins. Management attributes the turnaround largely to a new
national pricing model and new marketing efforts. U.S.-based
company-owned stores experienced 12.6% comparable-store growth
for the nine months ended Sept. 30, 2006; U.S. franchised stores
posted 6.6% growth.

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

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




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


* CUBA: Expands Bilateral Trade Relations with Colombia
-------------------------------------------------------
Raul de la Nuez, the Cuban minister of foreign trade, has signed
an accord with Jorge Humberto Botero -- the Colombian minister
of industry, commerce and tourism -- to expand and strengthen
the bilateral trade relations between Havana and Bogota, Radio
Habana Cuba reports.

Minister Botero pointed out to Prensa Latina the new alliance of
economic complementation established by Cuba and Colombia in the
framework of the Latin American Integration Association.

The agreement is a new opportunity to appreciate Cuba's export
offers, which is highly competitive, Radio Habana says, citing
Minister Botero.

Minister Botero highlighted the Colombia's possibilities within
the Cuban market, particularly in the fields of electrical
appliances, construction materials and the textile industry,
Radio Habana states.

                        *    *    *

Moody's assigned these ratings on Cuba:

      -- CC LT Foreign Bank Deposit, Caa2
      -- CC LT Foreign Currency Debt, Caa1
      -- CC ST Foreign Bank Deposit, NP
      -- CC ST Foreign Currency Debt, NP
      -- Issuer Rating, Caa1




=============
C U R A C A O
=============


ORTHOFIX INT: Names Oliver Burckhardt Internal Division Pres.
-------------------------------------------------------------
Orthofix International N.V. appointed Oliver Burckhardt as
President of its International Division.  As head of the
company's diverse international operations, Mr. Burckhardt will
lead efforts to coordinate and enhance growth opportunities in
Orthofix's international markets.

Mr. Burckhardt joins Orthofix after almost eight years with
Aesculap, Inc., where he held several management positions, most
recently as Vice President of Spine Sales and Marketing.  In
that capacity he established a new U.S. business unit focused on
the sales and marketing of Aesculap's spine product portfolio.
As part of this process Mr. Burckhardt built a dedicated spine
sales and marketing organization comprised of 60 individuals,
and led the effort to add 10 new products to the spine
portfolio.

While at Aesculap, Mr. Burckhardt held a leadership position on
a global project team responsible for the development of a new
artificial disc, and also played an integral role in a key spine
acquisition. During his tenure with Aesculap he also served as
Director of Global Spine Product Management, where he led the
international product management team and the global product
portfolio for the spine division.

Orthofix's CEO, Alan Milinazzo, stated, "after a very thorough
search we are extremely pleased that Oliver has agreed to join
Orthofix, where he will play a key role in developing and
executing our international strategies.  His international
experience in the spine industry will be extremely valuable in
light of our recent acquisition of Blackstone Medical.
Additionally, his background in the development of global
markets will enhance our prospects of unlocking significant
sales opportunities for the entire Orthofix portfolio around the
world."

Founded in Verona, Italy, but registered in Curacao, in the
Dutch Antilles, Orthofix offers a broad line of minimally
invasive surgical, as well as non-surgical, products for the
spine, reconstruction, and trauma market sectors that address
the lifelong bone-and-joint health needs of patients of all
ages, helping them achieve a more active and mobile lifestyle.
Orthofix's products are widely distributed around the world to
orthopedic surgeons and patients via Orthofix's sales
representatives and its subsidiaries, including Breg, Inc. and
Blackstone Medical, Inc., and via partnerships with other
leading orthopedic product companies, including Kendall
Healthcare.  The company operates primary manufacturing
facilities in the United States, Mexico, and Italy, as well as
sales and marketing subsidiaries in France, Germany,
Switzerland, the United Kingdom, Belgium, and elsewhere.

                        *    *    *

In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the Medical Device sector, the rating agency
confirmed its Ba3 Corporate Family Rating and assigned its B1
probability-of-default rating for Orthofix International N.V..

Moody's also revised its probability-of-default ratings and
assigned loss-given-default ratings on these loans facilities of
Orthofix Holdings, Inc., its subsidiary:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Sr. Sec.
   Revolver
   due 2012               Ba3      Ba3    LGD3        34%

   Sr. Sec.
   Term Loan B
   due 2013               Ba3      Ba3    LGD3        34%


ORTHOFIX INT: Third Quarter 2006 Sales Up 10% to US$83.4 Million
----------------------------------------------------------------
Orthofix International N.V. reported that sales for the third
quarter ended Sept. 30, 2006, totaled US$83.4 million, an
increase of 10% over the US$75.8 million reported during the
same period in 2005.  The impact of foreign currency on sales
for the third quarter of 2006 was a positive US$900,000.

Orthofix completed its acquisition of Blackstone Medical, Inc.
on Sept. 22, 2006, and the company's reported third quarter
results include the impact of purchase accounting and interest
expense associated with the acquisition.  However, Blackstone's
other operating results for the remaining five business days in
the third quarter were not material, and have not been included
in Orthofix's reported third quarter results.

The reported net loss in the third quarter was US$19.0 million,
including the impact of items associated with the Blackstone
acquisition and other items detailed in the reconciliation
below.  Excluding these items, adjusted net income was US$8.6
million.

Net income in the third quarter of 2006 included US$40.3 million
(US$23.8 million, net of tax, or US$1.46 per diluted share) in
non-operating, non-cash purchase accounting charges,
substantially all of which related to purchased in-process
research and development.  Net income in the third quarter also
included US$771,000 (US$501,000 net of tax, or US$0.03 per
diluted share) in interest expense associated with the
acquisition of Blackstone, as well as the impact of a US$4.7
million (US$2.9 million, net of tax, or US$0.18 per diluted
share) accrual for the remaining contractual obligation related
to the termination of a marketing services agreement with
Medtronic Sofamor Danek.  This agreement was mutually terminated
by both parties subsequent to Orthofix's announcement of the
acquisition of Blackstone.  The accrual represents the
accelerated recognition of the reduced monthly marketing fee
Orthofix is contractually obligated to pay Danek through April
of 2007 as part of the termination provisions of the contract.
Additionally, the company recorded a US$330,000 (US$0.02 per
share) tax provision related to the restructuring of its
international operations discussed earlier this year.

Results in the third quarter of this year also included a charge
of US$1.3 million (US$938,000 million after taxes, or US$0.06
cents per share) related to FAS 123R, a new accounting standard
adopted in the first quarter of 2006 that revised the
requirements of accounting for share-based compensation expense
and the treasury method of calculating fully diluted shares
outstanding.

Net income in the third quarter of 2005 was US$46.0 million, or
US$2.81 per diluted share, including a net gain of US$38.2
million, or US$2.33 per diluted share, related to the settlement
of litigation.

"Third quarter Orthofix results demonstrate consistent
improvement in our core business segments," said CEO Alan
Milinazzo.  "It is particularly gratifying to see the
international business begin to accelerate.  Further, in the
third quarter I am pleased to see continued strength in our
stimulation franchise in combination with new product growth
coming in functional bracing and fixation products.  Product
launches and sales initiatives implemented earlier in the year
are having the positive impact we anticipated on our organic
businesses in multiple markets around the world. Additionally,
the initial phase of the Blackstone integration process is
producing encouraging results."

The company indicated that fourth quarter revenues, including
the impact from the Blackstone acquisition, are expected to be
between US$114 and US$118 million.  Reported fourth quarter
earnings are expected to be in the range of US$0.39-US$0.43 per
diluted share.  Additionally, non- GAAP cash earnings per share,
excluding non-cash charges related to the Blackstone
acquisition, are expected to be in the range of US$0.51-US$0.55
per diluted share.

                            Sales

Total third quarter sales in the company's spine sector grew 15%
year-over-year, to US$29.3 million, driven by increased demand
in the U.S. for its lumbar and cervical stimulation products,
which were up 16%.

Revenues from the reconstruction business increased seven
percent, to US$32.1 million, compared with the third quarter in
the prior year.  The growth was primarily the result of a 42%
increase in external fixation sales, and continued significant
market share gains driven by the new Fusion functional bracing
lines at the company's Breg subsidiary.  Also, other deformity
correction devices recently introduced continue to generate
healthy revenue growth in this sector.

Third quarter revenues in the trauma sector rose five percent
year-over-year, to US$15.8 million, due primarily to a 12%
increase in sales of the company's Physio-Stim bone growth
stimulator.  Additionally, sales of recently launched internal
fixation products increased more than 50%, to approximately US$1
million, while revenues from external fixation devices, which
had declined year-over-year in recent quarters, were flat in the
third quarter.

                        Gross Margin

The gross margin percentage in the third quarter of 2006
expanded by 140 basis points year-over-year, to 74.8%, primarily
as the result of the increase in sales of higher margin spine
stimulation products and ongoing operational improvement
initiatives.

                     Operating Expenses

Sales and marketing expenses as a percent of revenue decreased
by 60 basis points to 37.9%, compared with the same period last
year, excluding the impact of the acceleration of the
recognition of the monthly fees associated with the termination
of the Danek marketing agreement.  This decrease was due mainly
to the year-over-year increase in third quarter revenues, and
was offset in part by stock-based compensation expense related
to the adoption of FAS 123R.

General and administrative expenses increased to 14.1% of sales,
compared with 11.1% in 2005, primarily due to higher stock-based
compensation costs related to the adoption of FAS 123R, and an
increase in corporate development and related expenses.

The research and development expense ratio increased by 10 basis
points year-over-year, to 3.4% of total sales in the quarter,
excluding the impact of US$40.0 million in purchase accounting
adjustments made to in-process R&D related to the Blackstone
acquisition.

                 Other Income and Expenses

Orthofix reported net interest expense of US$482,000 in the
third quarter this year, compared with net interest expense of
approximately US$1.2 million last year.  The decrease is a
result of the comparison of a full quarter of interest expense
related to debt on the balance sheet in 2005, versus interest
expense for eight days in 2006 associated with the Blackstone
acquisition.

The company also reported other expenses of US$508,000 in the
third quarter of 2006, compared with other income totaling
US$40.9 million in the previous year.  The expense in 2006 is
primarily related to foreign currency exchange losses, and the
income in 2005 included the proceeds from a legal settlement.

Founded in Verona, Italy, but registered in Curacao, in the
Dutch Antilles, Orthofix offers a broad line of minimally
invasive surgical, as well as non-surgical, products for the
spine, reconstruction, and trauma market sectors that address
the lifelong bone-and-joint health needs of patients of all
ages, helping them achieve a more active and mobile lifestyle.
Orthofix's products are widely distributed around the world to
orthopedic surgeons and patients via Orthofix's sales
representatives and its subsidiaries, including Breg, Inc. and
Blackstone Medical, Inc., and via partnerships with other
leading orthopedic product companies, including Kendall
Healthcare.  The company operates primary manufacturing
facilities in the United States, Mexico, and Italy, as well as
sales and marketing subsidiaries in France, Germany,
Switzerland, the United Kingdom, Belgium, and elsewhere.

                        *    *    *

In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the Medical Device sector, the rating agency
confirmed its Ba3 Corporate Family Rating and assigned its B1
probability-of-default rating for Orthofix International N.V..

Moody's also revised its probability-of-default ratings and
assigned loss-given-default ratings on these loans facilities of
Orthofix Holdings, Inc., its subsidiary:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Sr. Sec.
   Revolver
   due 2012               Ba3      Ba3    LGD3        34%

   Sr. Sec.
   Term Loan B
   due 2013               Ba3      Ba3    LGD3        34%




===============
D O M I N I C A
===============


PETROLEOS DE VENEZUELA: PDV Caribe Launches Dominica Project
------------------------------------------------------------
Petroleos de Venezuela SA, the state-owned oil firm of
Venezuela, said in a statement that PDV Caribe Dominica, its
joint venture with its Dominica counterpart, has launched
construction works on a 39,000-barrel capacity distribution
center in Dominica.

Business News Americas relates that the project is included in
the Petrocaribe energy cooperation scheme Venezuela is promoting
in the Caribbean.  It is the second Petrocaribe project in
progress.

The first project was a liquefied petroleum gas filling plant on
Saint Vincent and the Grenadines, BNamericas notes.  That
project is 55% complete and could be finished by the end of
November.

According to BNamericas, the distribution center will begin
receiving diesel shipments in December.  It will be accepting
gasoline in February 2007 and natural gas in May 2007.

The diesel will help fuel thermoelectric plants in Dominica,
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 in the Troubled Company Reporter-Latin America on
Nov. 3, 2006, Standard & Poor's Ratings Services revised the
CreditWatch implications on its 'B+' long-term foreign currency
corporate credit rating on Petroleos de Venezuela SA to positive
from developing.

The revision of the CreditWatch status on Petroleos de Venezuela
reflects S&P's expectations that downgrade risk has receded, and
the issuer credit rating will either be raised and equalized
with the rating on Petroleos de Venezuela's owner, the
Bolivarian Republic of Venezuela (BB-/Positive/B), or affirmed
at 'B+'.




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


FALCONBRIDGE LTD: Parent Launches Debut Global Bond Offering
------------------------------------------------------------
Xstrata said in a statement that it has launched its debut
global bond offering to raise US$1.5 billion, which will help
cover its acquisition of Falconbridge Ltd.

As reported in the Troubled Company Reporter-Latin America on
Nov. 6, 2006, Xstrata acquired on Nov. 1, 2006, all of the
remaining outstanding common shares of Falconbridge, pursuant to
the statutory compulsory acquisition procedures.  Xstrata now
beneficially owns 100% of the Common Shares.

The bond offering contemplates the sale of dollar-denominated
floating rate notes and fixed rate notes.  The sale is due to
close in the near future, Xstrata said in a statement.

                        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 Ltd.
(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
ore bodies.  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 CAD150 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
=====================


BANCO CUSCATLAN: Inks Syndicated Credit with Hidroelectrica
-----------------------------------------------------------
Banco Cuscatlan de El Salvador has signed a syndicated credit
with Hidroelectrica Cuyamel, a hydroelectric generator in
Honduras, to fund a project in Cuyamel, Business News Americas
reports.

BNamericas relates that other banks that signed a syndicated
credit for up to US$10.6 million with Hidroelectrica Cuyamel
are:

          -- Banco Ficohsa, which structured the credit;
          -- Banco Aliado; and
          -- Banco Interfin de Costa Rica.

According to BNamericas, Hidroelectrica Cuyamel is constructing
the 7.8-megawatt project on the river Cuyamel in Cortes
department.

An official of Banco Ficohsa told BNamericas that the project is
about 70% complete.  It will be launched in February 2007.

A local group is behind the project, which is expected to cost
up to US$15 million.  The project will supply Enee, Honduras'
state power firm, BNamericas says, citing the official.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
July 4, 2006, Standard & Poor's Ratings Services assigned these
ratings on Banco Cuscatlan SA:

   -- credit rating: BB/Stable/B;
   -- counterparty credit rating: BB/Stable/B; and
   -- certificate of deposit: BB/B.

                        *    *    *

Fitch Ratings assigned these ratings on Banco Cuscatlan:

          -- BB long-term issuer default rating;
          -- B short-term rating;
          -- BBB local currency long-term rating;
          -- F3 local currency short-term rating;
          -- NR (SLV) national long-term rating;
          -- NR (SLV) national short-term rating;
          -- Outlook is Stable.




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


WARNACO GROUP: Completes US$54MM Sale of Ocean Pacific to Iconix
----------------------------------------------------------------
The Warnaco Group, Inc., completed the sale of Ocean Pacific to
Iconix Brand Inc. for US$54 million.

The Ocean Pacific brand is a leading global action sports
lifestyle brand that is over 35 years old and currently has 30
license agreements, half of which are international. Primary
licensed categories include footwear, kid's apparel, eyewear,
fragrance, skateboards and surfboards.

                        About Iconix

Iconix Brand Group Inc. owns, licenses and markets a growing
portfolio of consumer brands including CANDIE'S, BONGO, BADGLEY
MISCHKA, JOE BOXER, RAMPAGE, MUDD and LONDON FOG.  The company
has also entered into definitive agreements to purchase the
brands MOSSIMO and OCEAN PACIFIC that is anticipated to close
this month.  The company licenses its brands to a network of
leading retailers and manufacturers that touch every major
segment of retail distribution from the luxury market to the
mass market in both the US and around the world.  Iconix Brand,
through its in-house advertising, promotion and public relations
agency, markets its brands to continually drive greater consumer
awareness and equity.

                        About Warnaco

Headquartered in New York, The Warnaco Group, Inc., is a leading
apparel company engaged in the business of designing, marketing
and selling intimate apparel, men's wear, jeans wear, swimwear,
men's and women's sportswear and accessories under such owned
and licensed brands as Warner's(R), Olga(R), Lejaby(R), Body
Nancy Ganz(tm), Speedo(R), Anne Cole(R), Op(R), Ocean
Pacific(R), Cole of California(R) and Catalina(R) as well as
Chaps(R) sportswear and denim, J. Lo by Jennifer Lopez(R)
lingerie, Nautica(R) swimwear, Michael Kors(R) swimwear and
Calvin Klein(R) men's and women's underwear and sportswear,
men's, women's, junior women's and children's jeans and
accessories and women's and juniors' swimwear.  The company
emerged from bankruptcy protection in 2003.  Its Authentic
Fitness unit is the North American distributor of Speedo
swimwear.  In 2003 the last two US-based manufacturing
facilities were closed and production shifted to
Honduras, Mexico, and Asia.  In 2006 it acquired the license,
wholesale, and retail units for Calvin Klein jeans and
accessories in Europe and Asia.

                        *    *    *

Standard & Poor's Ratings Services revised on Aug. 11, 2006, its
outlook on The Warnaco Group, Inc.'s ratings to stable from
positive.  At the same time, the ratings on Warnaco were
affirmed, including its 'BB-' corporate credit rating.  Total
debt outstanding at April 1, 2006, was about US$431 million.

"The outlook revision follows the company's announcement that it
will restate its financial statements for the fiscal year ended
December 2005 and the first quarter of 2006 ended April 1, 2006,
as a result of certain irregularities and errors related to its
accounting for returns and vendor allowances at its Chaps men's
wear division," said Standard & Poor's credit analyst Susan H.
Ding.


* HONDURAS: Pres. Asserts Nation Is Ideal Pemex Plants' Location
----------------------------------------------------------------
"We consider Honduras to be the most convenient point for the
construction of a refinery," Honduran President Manuel Zelaya
told Mexican diplomat Luis Ernesto Derbez, the Honduran This
Week relates.

Mexico's state petroleum company, Petroleos de Mexico, is
currently scouting for an ideal location to build its
refineries.

President Zelaya underscored that the port towns of Castilla and
Trujillo have the best geographic locations in Central America,
with their easy access to the sea, the same article relates.

Guatemala and Panama are also competing to host the Mexican oil
giant's refineries, which would bring US$7 billion to US$9
billion in investments to the recipient country, Honduras This
Week says.  The refineries, with processing capacity of 360,000
barrels per day would also mean lower gas prices throughout
Latin America.

                        *    *    *

Moody's Investor Service assigned these ratings on Honduras:

                     Rating     Rating Date

   Senior Unsecured    B2       Sept. 29, 1998
   Long Term IDR       B2       Sept. 29, 1998




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


AIR JAMAICA: Mulls Replacement of Modern Fleet with Old Planes
--------------------------------------------------------------
Air Jamaica considered replacing its modern fleet of Airbus
aircraft with old Boeing 737-300s and 757s to reduce costs and
stem its losses, the Jamaica Observer reports.

The Observer relates that Air Jamaica plans to replace A320/321s
with the 22-year-old 737-300 and 757s.  The airline will retain
two A340s, as no 767 replacements are available.

The replacement of aircrafts was part of a plan Air Jamaica
presented to the Cabinet's sub-committee, The Observer notes.
The plan was aimed at reviving financially troubled Air Jamaica.

According to The Observer, the use of the old aircraft indicated
Air Jamaica's intention to focus on shorter routes and compress
its operations.

A senior executive of Air Jamaica told Sunday Finance, "This is
a backward step for us and one that needs thinking through.  The
questions that have to be asked are: Is Boeing going to pick up
the difference in lease costs if the current fleet of aircraft
are not sub-leased in a timely manner or if the rate realized is
less than currently being paid?  Who picks up the training costs
for the 70% of pilots who have never flown this old equipment?
In an age of oil at US$60 a barrel and rising fuel costs why
commission 737s and 757s, both of which burn more fuel than the
A320/321?  Then there is the seating capacity.  The A320 seats
150 passengers while the 737-300 seats 120.  We would therefore
be increasing fuel costs while having to suffer a 30-seat
reduction on these old 737s.  Both the 737-300s and the 757s
have no video systems.  If you want a rough and ready people
carrier, sure, but how can you market the oldest fleet in the
Caribbean having built a reputation on having the youngest
fleet?"

Fuel used by 757s per hour is far greater than the A321s, The
Observer notes, citing the official.  He commented that the A321
is a far more suitable aircraft than the 757 on routes like
Baltimore, Chicago and Philadelphia, which have no baggage
problems.

The cost of retraining and re-certifying maintenance workers
would be huge, not to mention the tremendous increase of Air
Jamaica's pilots' bill, the official told The Observer.

Headquartered in Kingston, Jamaica, Air Jamaica --
http://www.airjamaica.com-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.  Air Jamaica offers vacation packages
through Air Jamaica Vacations.  The company closed its intra-
island services unit, Air Jamaica Express, in October 2005.  The
Jamaican government assumed full ownership of the airline after
an investor group turned over its 75% stake in late 2004.  The
government had owned 25% of the company after it went private in
1994.  The Jamaican government does not plan to own Air Jamaica
permanently.

                        *    *    *

On July 21, 2006, Standard & Poor's Rating Services assigned B
long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, is based on the government's
unconditional guarantee of both principal and interest payments.


AIR JAMAICA: National Workers Union Fears Layoffs
-------------------------------------------------
The National Workers Union has written to Dr. Omar Davies, the
finance minister of Jamaica, asking for a meeting regarding the
possible dismissal of Air Jamaica's employees, Radio Jamaica
reports.

Reports say that Air Jamaica might have to downsize its
operations, hinting possible layoffs.

Radio Jamaica relates that the union wants to discuss with Dr.
Davies the fate of Air Jamaica's over 2,000 workers.

Vincent Morrison, the president of the National Workers, told
Radio Jamaica that the union will be asking that it be allowed
to participate in discussions regarding Air Jamaica's future.

The Jamaica Labor Party was offended at being excluded from
important discussions to decide on the future of Air Jamaica, as
reported in the Troubled Company Reporter-Latin America on
Nov. 3, 2006.

Headquartered in Kingston, Jamaica, Air Jamaica --
http://www.airjamaica.com-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.  Air Jamaica offers vacation packages
through Air Jamaica Vacations.  The company closed its intra-
island services unit, Air Jamaica Express, in October 2005.  The
Jamaican government assumed full ownership of the airline after
an investor group turned over its 75% stake in late 2004.  The
government had owned 25% of the company after it went private in
1994.  The Jamaican government does not plan to own Air Jamaica
permanently.

                        *    *    *

On July 21, 2006, Standard & Poor's Rating Services assigned B
long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, is based on the government's
unconditional guarantee of both principal and interest payments.




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


AXTEL: Files Joint Claim with Telephony Cos. Against Operators
--------------------------------------------------------------
Alestra, Avantel, Axtel, and Maxcom will file a joint claim
against mobile telephony operators Telcel, Telefonica, Iusacell,
and Unefon with the Federal Telecommunications Commission or
COFETEL and with the Mexican consumer protection agency, the
Procuraduria Federal del Consumidor or PROFECO because of the
implementation of measures that have hindered and discouraged
the long distance call traffic originated by their customers,
with the start of operations of the program El que Llama Paga
Nacional, which is also known as "Calling Party Pays" in its
domestic modality.

These actions are a clear violation of the court order issued by
the Federal Court of Tax and Administrative Justice in favor of
the above-mentioned fixed telephony operators.  Through this
violation, Telcel, Telefonica, Iusacell, and Unefon are
additionally committing a non-performance of their obligations
assumed under their respective concession titles, as they fail
to observe the Federal Telecommunications Law and also go
against the provisions of the General Means of Communications
Law (Ley de las Vias Generales de Comunicacion).

Mobile telephony operators failed to complete a considerable
number of long distance calls, the origin of some of which were
mobile phones.

By implementing the "Calling Party Pays" program in their mobile
networks, some mobile telephony companies introduced mechanisms
that prevent the completion of calls coming from users of such
fixed lines as cellular phones; some others used recordings
which, under the pretext of asking for the consent of the
receiver of the call, have discouraged the traffic between fixed
lines and cellular lines.  The result has been telephone chaos.

Although some of the COFETEL officers got in touch with the
operators, the intervention of this authority as such has been
ineffective and insufficient.

In the forthcoming days, the affected companies will request the
competent authorities to apply the corresponding monetary and
administrative penalties, including the suspension of the
respective concessions to operators that have hindered or
refused to complete the interconnection in order to prevent or
discourage long distance communications between cellular phones
and users of fixed telephony, without any existing well-grounded
reasons whatsoever.  Such action involves the interruption of a
general means of communications.

Alestra, Avantel, AXTEL, and Maxcom stated they are not
satisfied with such serious situation and strongly emphasized
their position, "We are considering and assessing other ways of
legal actions that restore the normal telecommunications flow
while protecting our rights and those of our customers.  We will
continue to struggle to achieve equal interconnection conditions
with cellular phone operators that guarantee that our customers
will benefit from the Calling Party Pays program, obviously
under equal parameters and competitive rates."

Axtel, SA de CV provides local and long distance
telecommunications services, data transmission and Internet
services in Mexico, to both residential and business customers.
The company has 600,000 installed lines.  Axtel posted net
profits of MXP306 million (US$29 million) for 2005 compared to a
loss of MXP79.6 million in 2004.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 30, 2006,
Moody's Investors Service has placed Axtel, SA de CV's Ba3
Corporate Family Rating and Ba3 Senior Unsecured rating on
review with uncertain implications following the company's
announcement of its intention to acquire Avantel S. de RL de CV
and Avantel Infrastructura SA de CV, which will double Axtel's
revenues.  The US$500 million acquisition will be financed
entirely with debt.


AXTEL SA: Avantel Acquisition Prompts S&P to Affirm BB- Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' long-term
corporate credit rating assigned to Axtel S.A. de C.V. following
the announcement of a contract to acquire Avantel.  The outlook
was revised to negative from stable.

Avantel is a group of affiliated companies (Avantel
Infraestructura S. de R.L. de C.V. and Avantel S. de R.L. de
C.V.) that represents Mexico's second-largest long-distance
service provider. The current stockholders of Avantel are
Banamex/Citigroup and MCI Telecommunication Corp., owners of 90%
and 10% of these firms, respectively.

"The outlook revision reflects concerns, despite Axtel's
positive deleveraging and execution history, about Avantel's
integration cost and pace.  These concerns are heightened by the
leveraged environment in which Axtel will temporarily operate,"
said Standard & Poor's credit analyst Manuel Guerena.

Indebtedness will grow substantially, and ongoing capital
expenditures and the effort to expand its residential access
outreach (via WiMax or other technologies) to rely less on the
highly competitive commercial market, may put additional
pressure on Axtel's balance sheet and cash flows.

Standard & Poor's currently rates approximately US$162.5 million
of Axtel's debt securities, comprised by its 11% senior notes
due 2013.  In the unlikely case than the transaction does not
take place, we would revisit the outlook assigned to the
company, although Axtel's anticipated role as consolidator and
its disposition to increase its indebtedness significantly would
remain an important rating factor.

The rating affirmation comes after considering the impact that
the transaction referred to above, including its financing, will
have on Axtel's business and financial profile.  Pro-forma for
the transaction, around 45% of revenues and 30% of EBITDA will
come from Avantel's operation, and the rest from Axtel's.  This
transaction consolidates two complementary operations, given
Axtel's main focus on its local access service provision, from
where it obtained more than two-thirds of its sales for the 12
months ended September 2006.

In contrast, more than half of Avantel's revenues come from
domestic and international long distance telephone service,
margin-pressured services, and data-related ones, based on its
Internet-Protocol-based network that provides for versatility in
other growing services such as IP-based virtual private
networks, hosting, and security. This is evidenced by Avantel's
important presence in the corporate, government, and banking
sectors in the country.  The transaction also complements
infrastructures via the combination of Axtel's last-mile hybrid
wireline and fixed-wireless local access solutions with
Avantel's IP-Backbone platform and more than 7,700 route km of
long-haul fiber optic network.  It also practically doubles
Axtel's 17-city coverage, given Avantel's larger facilities-
based presence, thus leveraging growth potential.

The outlook is negative.  Standard & Poor's is concerned about
the pace and synergies achieved during the integration of
Avantel within Axtel, as its increased indebtedness will limit
the financial flexibility for the rating level.  This is
especially so if, in addition to the planned investments, the
company accelerates its local access outreach, further
leveraging itself, and/or if its margins and cash flows fail to
help it to gradually but consistently return to a debt-to-EBITDA
ratio below 2.0x in the next four to five quarters.  The
materialization of these concerns would trigger a downgrade.
Conversely, a successful financing, operational integration, and
relative deleveraging may take the outlook back to stable.


CHEMTURA CORP: Moody's Assigns Loss-Given-Default Rating
--------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the U.S. chemicals and allied products sectors,
the rating agency confirmed its Ba1 Corporate Family Rating for
Chemtura Corp.

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

Issuer: Chemtura Corp.

                                                    Projected
                         Old POD  New POD  LGD      Loss-Given
   Debt Issue            Rating   Rating   Rating   Default
   ----------            -------  -------  ------   ----------
   US$500 Million
   6.875% Guaranteed
   Senior Notes
   due June 2016           Ba1      Ba1     LGD4       53%

   US$150 Million
   6.875% Senior
   Secured Debentures
   due Feb. 2026           Ba1      Ba1     LGD4       53%

Issuer: Great Lakes Chemical Corporation

                                                    Projected
                         Old POD  New POD  LGD      Loss-Given
   Debt Issue            Rating   Rating   Rating   Default
   ----------            -------  -------  ------   ----------
   US$400 Million
   7% Guaranteed
   Senior Notes
   due July 2009          Ba1       Ba1     LGD4        53%

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 Middlebury, Connecticut, Chemtura Corp.
(NYSE: CEM) -- http://www.chemtura.com/-- is a global
manufacturer and marketer of specialty chemicals, crop
protection and pool, spa and home care products.  The Company
has approximately 6,400 employees around the world and sells its
products in more than 100 countries.   In Latin America,
Chemtura has facilities in Brazil and Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on April 21, 2006,
Moody's Investors Service assigned a Ba1 rating to Chemtura
Corp.'s US$400 million of senior notes due 2016 and affirmed the
Ba1 ratings for its other debt and the corporate family rating.

As reported in the Troubled Company Reporter on April 21, 2006,
Standard & Poor's Ratings Services assigned its 'BB+' senior
unsecured debt rating to Chemtura Corp.'s US$400 million notes
due 2016.  Standard & Poor's affirmed Chemtura's 'BB+' long-term
corporate credit rating.  S&P said the outlook remains positive.


GLOBAL POWER: Selects Alvarez & Marsal as Restructuring Advisor
---------------------------------------------------------------
Global Power Equipment Group Inc. and its debtor-affiliates ask
the U.S. Bankruptcy Court for the District of Delaware for
permission to employ Alvarez & Marsal LLC, as their financial
advisor and restructuring advisor, nunc pro tunc to the
Sept. 28, 2006.

The firm will:

     a) assist with the analysis, evaluation and negotiation of
        the financial terms and structure of an amendment to the
        senior credit facility;

     b) assist with finding new sources of funding if necessary;

     c) assist with the evaluation and pursuit of a sales
        transaction;

     d) assist with the evaluation of the Debtors' businesses,
        including a potential sale of certain of the assets of
        the Debtors and its subsidiaries;

     e) assist with the evaluation of the Debtors' current
        business plan an preparation of a revised operating plan
        an cash flow forecast;

     f) assist with the identification of cost reduction and
        operations improvement opportunities;

     g) assist with development of a restructuring and
        reorganization plan for the Debtors;

     h) assist with the preparation of financial related
        disclosures required by the Court, including the monthly
        operating reports;

     i) assist with information and analyses required pursuant
        to any debtor-in-possession financing for the Debtors;

     j) assist with identification and implementation of short-
        term cash management procedures;

     k) assist with the response to and tracking of calls
        received from supplies;

     l) provide advisory assistance in connection with the
        development and implementation of key employee
        compensation and other critical employee benefit
        programs;

     m) assist with the identification of executory contracts
        and leases and performance of cost evaluations with
        respect to the affirmation or rejection of each;

     n) assist with the coordination of resources related to the
        ongoing reorganization effort;

     o) assist with the preparation of financial information for
        distribution to creditors and others, including, but not
        limited to, cash flow projections and budgets, cash
        receipts and disbursements analysis, analysis of various
        assets and liability accounts, and analysis of proposed
        transaction for which Court approval is sought;

     p) attend meetings and assist with discussions with
        potential investors, banks and other secured lenders,
        any official committee appointed in the Debtors' chapter
        11 cases, the U.S. Trustee, other parties in interest
        and professionals hired by the same;

     q) assist with the preparation of information and analysis
        necessary for the confirmation of a plan of
        reorganization in the Debtors' chapter 11 cases,
        including information contained in the disclosure
        statement;

     r) provide litigation advisory services with respect to
        accounting and tax matters, along, with expert witness
        testimony on case related issues as required by the
        Debtors; and

     s) render general business consulting or assistance as the
        Debtors' management or counsel may deem necessary that
        are consistent with the role of a financial advisor and
        not duplicative of services provided by other
        professionals in this proceeding;

The Debtors have agreed to pay the firm through:

     a) payment of an amendment success fee at the closing of an
        amendment to the senior credit facility, and at the
        closing of an amendment to the securities purchase
        agreement;

     b) payment of a senior refinancing success fee at the
        closing of a replacement senior credit facility,
        including DIP financing;

     c) payment of a junior refinancing success fee at the
        closing of a refinancing for junior capital raised;

     d) payment of a sales transaction success fee at the
        closing of any sales transaction, whether within the
        term of the firm engagement, within 12 months of the end
        of the term of the firm engagement if the firm
        meaningfully facilitated and contributed to the
        consummation, or later if within 12 months of the end of
        the term of the firm engagement an agreement is entered
        into that subsequent results in a sales transaction to
        which the firm meaningfully facilitated and contributed;

     e) payment of a restructuring transaction fee at the
        consummation of any restructuring into an agreement to
        effect a plan of reorganization that is also
        consummated.

To the best of the Debtors' knowledge, Alvarez & Marsal does not
hold any interest adverse to their estates or creditors.

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

The Company and 10 of its affiliates filed for chapter 11
protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045).
Attorneys at White & Case LLP and The Bayard Firm, P.A.,
represent the Debtors.  The Official Committee of Unsecured
Creditors appointed in the Debtors' cases has selected Landis
Rath & Cobb LLP as its counsel.  As of Sept. 30, 2005, the
Debtors reported total assets of US$381,131,000 and total debts
of US$123,221,000.  The Debtors' exclusive period to filed a
chapter 11 plan expires on Jan. 26, 2007.


GREENBRIER COS: Elects Graeme Jack to Board of Directors
--------------------------------------------------------
The Greenbrier Companies elected Graeme Jack to the company's
Board of Directors, effective Oct. 31, 2006.  The election of
Mr. Jack increases Greenbrier's Board of Directors to nine
members, six of which are independent directors.

Mr. Jack's credentials include over 33 years of experience with
PricewaterhouseCoopers in Australia and Hong Kong.  He was Audit
partner from 1980-1984, and 1991-2006, when he retired from
PricewaterhouseCoopers.  From 1985-1990, he was lead partner for
PricewaterhouseCoopers' management consulting practice.  Mr.
Jack is an Associate of the Institute of Chartered Accountants
in Australia, and a Fellow of the Hong Kong Institute of
Certified Public Accountants.

"We are pleased to have Graeme join Greenbrier's Board of
Directors and serve on the Audit Committee," said William A.
Furman, president and chief executive officer of Greenbrier.
"He brings significant financial, management, and international
business experience, which will be extremely helpful to the
Company."

Headquartered in Lake Oswego, Ore., The Greenbrier Cos. --
http://www.gbrx.com/-- supplies transportation equipment and
services to the railroad industry.  The Company builds new
railroad freight cars in its manufacturing facilities in the US,
Canada, and Mexico and marine barges at its U.S. facility.  It
also repairs and refurbishes freight cars and provides wheels
and railcar parts at 30 locations (post Meridian acquisition)
across North America.  Greenbrier builds new railroad freight
cars and refurbishes freight cars for the European market
through both its operations in Poland and various subcontractor
facilities throughout Europe.  Greenbrier owns approximately
9,000 railcars, and performs management services for
approximately 136,000 railcars.

                        *    *    *

As reported in the Troubled Company Reporter on May 18, 2006,
Standard & Poor's Ratings Services assigned its 'B+' rating to
The Greenbrier Companies Inc.'s proposed US$85 million
convertible note offering, which will mature in 2026.  At the
same time, Standard & Poor's affirmed its ratings on the Lake
Oswego, Oregon-based railcar manufacturer, including its 'BB-'
corporate credit rating.  S&P said the outlook is stable.


GRUPO IUSACELL: In Talks with Movistar on Spectrum Swap
-------------------------------------------------------
Grupo Iusacell, SA de CV, is negotiating with Movistar to
exchange part of their spectrum so they can cover areas they
have not reached, El Norte says, citing Miguel Menchen -- chief
executive officer of Movistar Mexico.

Mr. Menchen told Business News Americas that Grupo Iusacell and
Movistar have several months of talks behind them.

Movistar, which is owned by Telefonica, has excess 850-megahertz
spectrum in some areas, BNamericas says, citing Mr. Menchen.

BNamericas relates that Unefon -- the sister company of Grupo
Iusacell -- and Telcel, Mexico's largest mobile operator,
previously showed that a spectrum swap is a valid alternative to
waiting for the authorities to auction fresh spectrum.

According to BNamericas, Telcel paid in 2003 a lump sum to lease
8.4 megahertz from Unefon for 16 years.  Unefon ceded in May
2005 full rights to the spectrum, ensuring Telcel had purchased
it outright.

BNamericas underscores that Federal de Competencia, the Mexican
anti-trust agency, called for spectrum swaps to be made easier
as a means to promote competition.

The law forbids concession holders from selling their spectrum
within three years of initial receipt, BNamericas states.

Headquartered in Mexico City, Mexico, Grupo Iusacell, SA de CV
(BMV: CEL) -- http://www.iusacell.com-- is a wireless cellular
and PCS service provider in Mexico with a national footprint.
Independent of the negotiations towards the restructuring of its
debt, Grupo Iusacell reinforces its commitment with customers,
employees and suppliers and guarantees the highest quality
standards in its daily operations offering more and better voice
communication and data services through state-of-the-art
technology, including its new 3G network, throughout all of the
regions in which it operate.

As of Dec. 31, 2005, Grupo Iusacell's stockholders' deficit
widened to MXN2,076,000,000 from a deficit of MXN1,187,000,000
at Dec. 31, 2004.

Grupo Iusacell filed for bankruptcy protection on June 18 under
Mexican Law to prevent creditors from disrupting its debt
restructuring talks.  On July 14, 2006, Gramercy Emerging
Markets Fund, Pallmall LLC and Kapali LLC, owed an aggregate
amount of US$55,878,000 filed an Involuntary Chapter 11 Case
against Grupo Iusacell's operating subsidiary, Grupo Iusacell
Celular, SA de CV (Bankr. S.D.N.Y. Case No. 06-11599).  Alan M.
Field, Esq., at Manatt, Phelps & Phillips, LLP, represents the
petitioners.  Iusacell Celular then filed for bankruptcy
protection under Mexican Law on July 18.


KANSAS CITY: Gets Tenders from 97% of 10.25% Sr. Notes Holders
--------------------------------------------------------------
Kansas City Southern de Mexico, S.A. de. C.V., a wholly owned
subsidiary of Kansas City Southern disclosed that approximately
US$145.7 million principal amount of its 10.25% Senior Notes due
2007 (CUSIP Nos. 872402AC6 and P91415AA0) (ISIN Nos.
US872402AC69 and USP91415AA09) were tendered on or prior to the
Consent Deadline of 5:00 p.m. New York City time, Nov. 3, 2006,
pursuant to the consent solicitation and tender offer for the
Notes.  The terms and conditions of the consent solicitation and
tender offer are stated in the Offer to Purchase and Consent
Solicitation Statement dated Oct. 23, 2006.

The company also disclosed the pricing terms of the offer.  The
total consideration was determined as of 2:00 p.m. NYC time, on
Nov. 3, 2006, by adding

   (i) a fixed spread of 50 basis points to
  (ii) the yield to maturity of the 3-1/2% U.S. Treasury Note
       due May 31, 2007 aka the Reference Security.

The yield of the Reference Security was 5.120%.  The total
consideration is US$1,025.39 per $1,000 principal amount, plus
accrued interest.  This amount includes a consent fee of US$30
per US$1,000 principal amount, payable to those holders who
validly tendered their Notes prior to 5:00 p.m. NYC time, on
Nov. 3, 2006.  For Notes tendered after the Consent Date and
prior to the Expiration Date, the tender offer consideration
will be US$995.39 per US$1,000 principal amount, plus accrued
interest.

The tender offer will expire at midnight, New York City time, on
Nov. 20, 2006, unless extended.

The company has engaged Morgan Stanley & Co. Incorporated as
Dealer Manager and Solicitation Agent for the tender offer and
consent solicitation.

Persons with questions regarding the tender offer or the consent
solicitation may contact:

          Morgan Stanley
          Attn: Francesco Cipollone
          Tel: 800-624-1808 (toll-free)
               212-761-1941 (collect)

Requests for documents should be directed to the Information and
Tender Agent for the tender offer and consent solicitation at:

          D.F. King & Co., Inc.
          Tel: 800-488-8075
               212-269-5550

Headquartered in Kansas City, Mo., KCS is a transportation
holding company that has railroad investments in the U.S.,
Mexico and Panama.  Its primary U.S. holdings include The Kansas
City Southern Railway Company, serving the central and south
central U.S. Its international holdings include Kansas City
Southern de Mexico, S.A. de C.V., serving northeastern and
central Mexico and the port cities of Lazaro Cardenas, Tampico
and Veracruz, and a 50 percent interest in Panama Canal Railway
Company, providing ocean-to-ocean freight and passenger service
along the Panama Canal.  KCS' North American rail holdings and
strategic alliances are primary components of a NAFTA Railway
system, linking the commercial and industrial centers of the
U.S., Mexico and Canada.

                        *    *    *

As reported in the Troubled Company Reporter on May 22, 2006,
Standard & Poor's Ratings Services lowered its preferred stock
ratings on Kansas City Southern to 'D' from 'C' and removed the
ratings from CreditWatch where they were initially placed on
March 23, 2006; ratings were previously lowered on April 4 and
May 1 and maintained on CreditWatch with negative implications.

Standard & Poor's other ratings on Kansas City Southern,
including its 'B' corporate credit rating, remain on CreditWatch
with negative implications, where they were initially placed
April 4, 2006.  Ratings were lowered on April 10 and maintained
on CreditWatch.


KENDLE INTERNATIONAL: 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 healthcare service and distribution sector,
the rating agency changed its B1 Corporate Family Rating to B2
for Kendle International Inc.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   Senior Secured
   Revolver, Due 2011     B1       B1      LGD3       31%

   Senior Secured
   Term Loan B
   Due 2012               B1       B1      LGD3       31%

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%).

Based in Cincinnati, Ohio, Kendle International Inc. --
http://www.kendle.com/-- is a clinical research organization
(CRO) that provides a range of Phase I-IV clinical development
services to the biopharmaceutical industry.  The company offers
clinical research services and information technology to
biopharmaceutical companies.  It delivers integrated clinical
research services, including clinical trial management, clinical
data management, statistical analysis, medical writing,
regulatory consulting and organizational meeting management and
publications services on a contract basis to the
biopharmaceutical industry.  The company has operations in
Mexico, among other countries.


NORTEL NETWORKS: Declares Dividends on Class A Preferred Shares
---------------------------------------------------------------
Nortel Networks Limited' board of directors declared a dividend
on each of the outstanding Cumulative Redeemable Class A
Preferred Shares Series 5 (TSX:NTL.PR.F) and the outstanding
Non-cumulative Redeemable Class A Preferred Shares Series 7
(TSX: NTL.PR.G).

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 January 12, 2007 to shareholders of record of such
series at the close of business on Dec. 29, 2006.

Headquartered in Ontario, Canada, Nortel Networks Limited
(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.
Nortel does business in more than 150 countries including
Mexico.

                          *    *    *

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

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

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

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


RADIOSHACK CORP: Declares US$0.25 Per Share Annual Dividend
-----------------------------------------------------------
RadioShack Corp.'s board of directors declared an annual
dividend of US$0.25 per common share.  The dividend is payable
Dec. 20, 2006, to stockholders of record on Dec. 1, 2006.

"This represents the 20th year in a row RadioShack has paid a
dividend of equal or greater value versus the prior year," said
Julian Day, chairman and chief executive officer of RadioShack.
"RadioShack is committed to driving long term value for its
stockholders through dividends and capital appreciation."

Fort Worth, Texas-based RadioShack Corp. --
http://www.RadioShackCorporation.com/-- is a consumer
electronics specialty retailers and a growing provider of retail
support services.  The company operates a network of sales
channels, including: more than 6,000 company and dealer stores;
more than 100 RadioShack locations in Mexico and Canada; and
nearly 800 wireless kiosks.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 27, 2006,
Standard & Poor's Ratings Services lowered the corporate credit
and senior unsecured ratings on Fort Worth, Texas-based
RadioShack Corp. to 'BB' from 'BBB-'.  At the same time, the
rating agency lowered the short-term rating to 'B-1' from 'A-3'.
The outlook is negative.  Total debt was US$610 million as of
Sept. 30, 2006.


VITRO SA: Completes Rights Offering on Capital Stock Increase
-------------------------------------------------------------
Vitro S.A. de C.V. has completed a rights offering to
shareholders and holders of ADRs for an increase in the
company's capital stock. As a result, the company received funds
totaling MXN550 million.

Approximately 95% of the 62,857,143 total new shares offered
were subscribed by the company's current shareholders and ADR
holders through the exercise of preemptive rights, and the
remaining portion was purchased by IXE Banco, a Mexican
Financial Institution, through a back stop facility that was
arranged for such purpose.  Purchasers of such new shares
included persons that acquired preemptive rights through
assignments that were notified to the company.

The net proceeds from the rights offerings will be used to repay
certain short-term debt at the holding company in order to
strengthen the company's capital structure.

Alvaro Rodriguez, Chief Financial Officer, commented, "We
continue to deliver on the financial plan established in
mid-2005.  This transaction reflects the strong support of our
current shareholders and demonstrates their confidence in our
future."

Headquartered in Nuevo Leon, Mexico, Vitro, SA de CV --
http://www.vitro.com/-- (NYSE: VTO; BMV: VITROA), through its
subsidiary companies, is one of the world's leading glass
producers.  Vitro is a major participant in three principal
businesses: flat glass, glass containers and glassware.  Its
subsidiaries serve multiple product markets, including
construction and automotive glass; food and beverage, wine,
liquor, cosmetics and pharmaceutical glass containers; glassware
for commercial, industrial and retail uses.  Vitro also produces
raw materials and equipment and capital goods for industrial
use, which are vertically integrated in the Glass Containers
business unit.

Founded in 1909, Monterrey, Mexico-based Vitro has joint
ventures with major world-class partners and industry leaders
that provide its subsidiaries with access to international
markets, distribution channels and state-of-the-art technology.
Vitro's subsidiaries have facilities and distribution centers in
eight countries, located in North, Central and South America,
and Europe, and export to more than 70 countries worldwide.

                        *    *    *

As reported in the Troubled Company Reporter on Mar. 27, 2006,
Standard & Poor's Ratings Services lowered its long-term local
and foreign currency corporate credit ratings assigned to glass
manufacturer Vitro SA de CV and its glass containers subsidiary
Vitro Envases Norteamerica SA de CV (Vena) to 'B-' from 'B'.

Standard & Poor's also lowered the long-term national scale
corporate credit rating assigned to Vitro to 'mxBB+' from
'mxBBB-' with negative outlook.

Standard & Poor's also lowered the rating assigned to Vitro's
notes due 2013 and Servicios y Operaciones Financieras Vitro
SA de CV notes due 2007 (which are guaranteed by Vitro) to 'CCC'
from 'CCC+'.  Standard & Poor's also lowered the rating assigned
to Vena's notes due 2011 to 'B-' from 'B'.




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


XEROX CORP: Moody's Places Ratings Under Review & May Upgrade
-------------------------------------------------------------
Moody's Investors Service placed the ratings of Xerox Corp. and
supported subsidiaries under review for possible upgrade.
Overall, Moody's believes that the combination of consistent
business execution, secured debt reduction, and positive
operating trends warrant the consideration of a rating upgrade.

Moody's placed these ratings under review for possible upgrade:

   Xerox Corp.

   -- Corporate Family Rating at Ba1;
   -- Senior unsecured at Ba1, LGD3, 48%;
   -- Senior unsec. shelf registration at (P) Ba1, LGD3, 48%;
   -- Subordinated at Ba2, LGD6, 94%;
   -- Subordinated shelf registration at (P) Ba2, LGD6, 94%; and
   -- Preferred shelf registration at (P) Ba2, LGD6, 97%.

   Xerox Credit Corp.

   -- Senior unsecured at Ba1 (support agreement from Xerox
      Corp.), LGD3, 48%.

The rating review will focus on the prospects for

   (1) continued steady business execution, that includes
       equipment installation growth that provides the basis for
       ongoing post sale revenue streams,

   (2) overall modest revenue growth,

   (3) consistent operating profitability in the 8-9% range,

   (4) ongoing annual cash flow from operations in the US$1.0 to
       US$1.5 billion range,

   (5) continued reduction of secured debt, which reduction
       Moody's expects should approximate US$1 billion annually

   (6) the maintenance of solid liquidity and continued
       discipline with respect to share repurchase activity
       which should funded with free cash flow generation.

Since Moody's changed the ratings outlook to positive in
September 2005, Xerox has continued to demonstrate good
installation growth throughout its product offering and, with a
good product lineup.  At the same time, overall product mix has
shifted slightly downward, which has contributed to slight
pressure on gross margins, although they remain over 40%.
Consistent and well-managed operating expenses have contributed
to operating margins remaining in the 8% to 9% range.
Importantly, the company has continued to consistently reduce
the level of secured debt in its capital structure.  Since June
2005, secured debt has been nearly cut in half to US$2.3 billion
and we expect that this trend should continue.  Liquidity
remains solid, with cash balances of US$1.6 billion at September
2006 plus access to a US$1.25 billion unsecured revolving credit
facility, for which covenant room is expected to remain ample.

Headquartered in Stamford, Connecticut, Xerox Corp. --
http://www.xerox.com/-- develops, manufactures, markets,
services and finances a range of document equipment, software,
solutions and services.  Xerox operates in over 160 countries
worldwide and distributes products in the Western Hemisphere
through divisions, wholly owned subsidiaries and third-party
distributors.  The company has operations in Japan, Italy and
Nicaragua.




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


CHIQUITA BRANDS: Third Quarter Loss Cues Moody's to Lower Rating
----------------------------------------------------------------
Moody's Investors Service today downgraded the ratings for
Chiquita Brands L.L.C. (senior secured to B1 from Ba3), as well
as for its parent Chiquita Brands International, Inc. (corporate
family rating to B3 from B2).  The outlook on all ratings is
stable.

This rating action follows the company's announcement that had
incurred a US$96 million net loss for its 2006 third quarter.
This weaker-than-expected operating performance results from a
number of factors including continuing weak pricing in core
European markets, losses in key secondary European banana
trading markets, unexpected lower demand for bananas in some
European markets and the resulting need to liquidate at a very
low prices excess fruit, as well as a US$43 million non-cash
impairment charge to write-off goodwill related to an
underperforming European subsidiary.

Operations are also continuing to suffer from the impact of
recent e.coli discoveries in US fresh spinach products, which
during September and October had resulted in an FDA advisory and
industry-wide withdrawals of fresh spinach product by most
processors, and lower consumption of some salad products.
Continuing high fuel and other industry costs, as well as
unusually high costs to source fruit during shortages in late
2005/early 2006, have also pressured earnings and cash flow.
Given the company's weak operating performance, it is unlikely
that it will be able to meet the target credit metrics Moody's
had set out in order for it to maintain its prior rating.

The stable rating outlook reflects Moody's expectation that
Chiquita's operating performance will continue to be pressured
by fierce competition and margin pressure in its key European
banana markets as the industry adapts to the new banana
marketing regulations, which took effect in January 2006.  It is
Moody's view that Chiquita's ratings reflect the continuing
uncertainty surrounding how the company's operations will
ultimately be impacted by this new regulatory environment, and
the volatility in earnings and cash flow that is likely to exist
throughout the transition period.  Existing ratings also assume
that Chiquita is successful in negotiating an amendment to its
bank credit facilities in a manner that provides ample financial
flexibility to the company.

Chiquita's existing ratings reflect a company with a good
qualitative profile, but with credit metrics that have been
weakening due to a combination of leveraged acquisitions and
weaker than expected operating performance, resulting in an
overall B3 rating.

The key rating factors currently influencing Chiquita's ratings
and stable outlook are:

   -- The company is one of the largest global producers and
      marketers of fresh fruit and vegetables, with good
      geographic and product market diversity.

   -- Its franchise strength and growth potential are considered
      moderate, with good market share and volume growth in some
      segments, partially offset by the low margin commodity
      nature of much of its business which, at times, can lead
      to earnings and cash flow volatility.

   -- Liquidity under stress has been weak over the past year,
      as evidenced by the need to seek financial covenant
      relief.

   -- Overall credit metrics had been relatively strong for its
      rating category, but have been weakening due to a
      combination of higher debt from leveraged acquisitions and
      weak operating performance.

Chiquita's ratings could be further downgraded if its earnings
and cash flow remain weak -- conceivably due to the impact of
the new EU banana regulations being more negative than
anticipated, the company's inability to successfully pass along
higher energy costs, or its liquidity becomes constrained as it
seeks further amendments to financial covenants from its
lenders.  Specifically, Chiquita's ratings could be downgraded
if three-year average Debt/EBITDA (incorporating Moody's
standard analytic adjustments) rose above 6.0 times and was
likely to rise above 8 times on a lagging 12-month basis in a
downturn, and/or three year average EBIT/Interest fell below 1.4
times and were likely to fall below 0.7 time on a lagging 12-
month basis in a downturn. Given the recent downgrade, a rating
upgrade in the near term is unlikely.

Over the intermediate term, however, upward rating pressure
would start to build if the company successfully adapts to the
new EU banana import regulations, its operating performance
improves, and it successfully negotiates amendments to its bank
facilities which provide it with ample financial flexibility.

A ratings upgrade would also require Chiquita to be able to
sustain three-year average Debt/EBITDA below 5.5 times and
lagging 12-month Debt/EBITDA below 7.0 times in a downturn, and
to maintain three-year average EBIT/Interest above 1.5 times,
with lagging 12-month EBIT/Interest above 1.0 time in a
downturn.

Moody's downgraded these with a stable outlook are as follows:

   Chiquita Brands LLC (operating subsidiary)

   -- US$200 million senior secured revolving credit to B1
      (LGD2, 26%) from Ba3 (LGD2, 26%);

   -- US$24.5 million senior secured term loan B to B1
      (LGD2, 26%) from Ba3 (LGD2, 26%); and

   -- US$372.2 million senior secured term loan C to B1
      (LGD2, 26%) from Ba3 (LGD2, 26%).

   Chiquita Brands International, Inc. (holding company parent)

   -- US$250 million 7.50% senior unsecured notes due 2014 to
      Caa2 (LGD 5, 89%) from Caa1 (LGD 5, 89%); and

   -- US$225 million 8.875% senior unsecured notes due 2015 to
      Caa2 (LGD5, 89%) from (LGD 5, 89%);

   -- Corporate family rating to B3 from B2; and

   -- Probability of default rating to B3 from B2.

With 2005 sales of US$3.9 billion, Cincinnati-based Chiquita is
one of the largest global producers and marketers of fresh fruit
and vegetables.

Cincinnati, Ohio-based Chiquita Brands International, Inc.
(NYSE: CQB) -- http://www.chiquita.com/-- markets and
distributes fresh food products including bananas and nutritious
blends of green salads.  The company markets its products under
the Chiquita(R) and Fresh Express(R) premium brands and other
related trademarks.  Chiquita employs approximately 25,000
people operating in more than 70 countries worldwide including
Panama.


* NICARAGUA: Recipient of Overseas Private's Investments
--------------------------------------------------------
Overseas Private Investment Corp. disclosed its plant to invest
at least US$181 million in four countries in Central America:
Honduras, Nicaragua, El Salvador and Guatemala, Honduras This
Week reports.

Robert Mosbacher Jr., Overseas Private's president and chief
executive officer, made the announcement after his visits to the
four countries.  The company has poured in US$120 million of
investments in the region early this year, the same paper says.

Fund managers in each country will appropriate the funds on
projects involving renewable energy, affordable housing and
microfinance.

"I am being asked repeatedly how much each country will get and
the answer is that you will get more than your fair share if you
set the table properly for investment," Mr. Mosbacher was quoted
by Honduras This Week as saying.

According to the same report, Honduran bank Banco Lafise will
get a US$25-million loan from Overseas Private, which the bank
will use to finance mortgage loans for low- and middle-income
households.

                           Housing

Honduras This Week says that about 40% of the total investment
will be loaned to construction companies to build affordable
housing.

"Housing as a sector to invest in is about as developmentally
beneficial as anything you could imagine," the company's head
said.

The housing loans, Mr. Mosbacher told Honduras This Week, have
15- to 20-year maturity.

"That is the basic requirement to make homes affordable by
stretching out the time you pay for it," Mr. Mosbacher
explained.

                           Energy

The energy sector will get at least US$98 million of the total
investmenst, Mr. Mosbacher told Honduras This Week.

"In nations like Honduras that are growing economically and
where there is not nearly enough electric capacity to serve as
much of the country as they would like there will be demand of
additional energy," the company president said.

                        Microfinance

Recognizing the need to provide funding for small and medium
businesses, Overseas Private allocated US$7.5 million to this
sector.

"Microfinance is the way that you will enable a huge part of the
economy to expand, create more jobs, participate in export
markets..." Mr. Mosbacher told Honduras This Week.

                   About Overseas Private

OPIC is a U.S. government agency whose mission is to help U.S.
businesses to invest abroad while promoting economic development
in emerging market countries.

                        *    *    *

Moody's Investor Service assigned these ratings to Nicaragua:

                     Rating     Rating Date

   Long Term          Caa1     June 30, 2003
   Senior Unsecured
   Debt                B3      June 30, 2003




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


* PARAGUAY: Postpones Opening of Bids for Ethanol Plant
-------------------------------------------------------
A source from Petropar, the state-run oil firm of Paraguay, told
Business News Americas that the company has moved the date of
the opening of bids for the modernization of the Mauricio Jose
Troche ethanol plant to Nov. 8.

BNamericas relates that the project entails the expansion of
plant capacity to 250,000 liters per day from 150,000 liters
daily.

The opening of the bids was initially slated for Nov. 3,
BNamericas says, citing the source.

According to BNamericas, the event has been postponed for the
second time.  At first, the bids were to be opened on Oct. 31.

There were three firms that pre-qualified.  However, only local
firm G A Ingenieria remained in the bidding, BNamericas reports.

                        *    *    *

Moody's assigned these ratings on Paraguay:

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

                        *    *    *

Standard & Poor's assigned these ratings on Paraguay:

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




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


CENTENNIAL COMM: Starts Unlimited Mobile Service in Puerto Rico
---------------------------------------------------------------
Centennial Communications Corp. launched its unlimited wireless
service in Puerto Rico, a bold move that reinforces the
company's leadership on the island by bringing unprecedented
simplicity and value to its customers.  This flagship service
offering builds on Centennial's 10th anniversary marketing
campaign on the island, leveraging the strength of a superior
wireless network and a direct-distribution channel that includes
nearly 90 retail locations.

The US$49.99 plan includes unlimited inbound and outbound local
calling in Puerto Rico for primary customers, with the option of
adding companions with unlimited calling for US$29.99.  In
addition, customers can add comprehensive feature and data
bundles to their wireless service including:

   -- short messaging service (SMS),
   -- multi-media messaging service (MMS),
   -- Brew-based wireless data downloads,
   -- Internet access,
   -- call waiting,
   -- caller ID and
   -- enhanced phone care for between US$4.99 and US$19.99.

"This is a ground-breaking offer for the Puerto Rico market,
introducing the predictability and value that wireless customers
have come to expect from us," said Michael J. Small,
Centennial's chief executive officer.  "A quality network and
leading sales and service organization support this important
step for Centennial, as we continue to attract high-value
wireless customers in the postpaid segment we've historically
led."

"Our customer surveys and market research suggest that customers
simply don't want the hassle of counting minutes," said Carlos
T. Blanco, president of Centennial de Puerto Rico.  "With our
unlimited plan, we're erasing that concern for our Puerto Rico
customers which now use more than 1,500 minutes each month.  We
have brought excitement and innovation to this market for over a
decade, and the launch of our unlimited rate plan is a clear
example of how we tailor our local offering to meet customer
needs."

Headquartered in Wall, New Jersey, Centennial Communications
Corp. -- http://www.centennialwireless.com/-- provides wireless
communications with cellular licenses covering smaller markets
in the central United States.  Centennial Communications also
offers personal communications services in the Caribbean, as
well as wireline and wireless broadband services.  It operates
as a competitive local-exchange carrier in Puerto Rico, offering
traditional and Internet-based phone service.  Centennial
Communications sold its Puerto Rican cable operations in 2004.
Venture capital firm Welsh, Carson, Anderson & Stowe (54%) and a
unit of the Blackstone Group (24%) are Centennial
Communications' controlling shareholders.

                        *    *    *

As reported in the Troubled Company Reporter on Jul. 3, 2006,
Fitch assigned Centennial Communications Corp.'s issuer default
rating at 'B-' and senior unsecured notes rating at 'CCC/RR6'.
Fitch said the rating outlook is stable.


CONSOLIDATED CONTAINER: Completes Buy of Quintex Corp.'s Assets
---------------------------------------------------------------
Consolidated Container Company has completed the purchase of the
assets of Quintex Corporation.  CCC announced in July the
acquisition of the assets of Quintex Corporation.  The Spokane
plant will be the 58th manufacturing site for CCC.

According to Jeffrey M. Greene, President and Chief Executive
Officer of CCC, "The acquisition of the Quintex Spokane assets
provides us a platform that fills a geographic hole in the
Pacific Northwest for CCC and is a great add-on to our company."

Headquartered in Atlanta, Georgia, Consolidated Container
Company LLC -- http://www.cccllc.com/-- which was created in
1999, develops, manufactures and markets rigid plastic
containers for many of the largest branded consumer products and
beverage companies in the world.  CCC has long-term customer
relationships with many blue-chip companies including Dean
Foods, DS Waters of America, The Kroger Company, Nestle Waters
North America, National Dairy Holdings, The Procter & Gamble
Company, Coca-Cola North America, Quaker Oats, Scotts and
Colgate-Palmolive.  CCC serves its customers with a wide range
of manufacturing capabilities and services through a nationwide
network of 61 strategically located manufacturing facilities and
a research, development and engineering center.  Additionally,
the company has 4 international manufacturing facilities in
Canada, Mexico and Puerto Rico.

                         *     *     *

As reported in the Troubled Company Reporter on Nov. 6, 2006,
Standard & Poor's Ratings Services affirmed its ratings on
Consolidated Container and removed all ratings from CreditWatch
with negative implications, where they were placed on
Aug. 23, 2006.  The corporate credit rating on Consolidated
Container is 'B-'.

Deloitte & Touche LLP expressed substantial doubt about
Consolidated Container's ability to continue as a going concern
after it audited the Company's financial statements for the
fiscal year ended Dec 31, 2005.  The auditing firm pointed to
the Company's inability to obtain a waiver for covenant
violations on its Senior Credit Facility.


ORIENTAL FINANCIAL: Jose E. Fernandez Retires as Board Chairman
---------------------------------------------------------------
Oriental Financial Group Inc. disclosed that Jose Enrique
Fernandez, who oversaw the Group's growth over the past 19 years
into a leading financial services company, has retired as
Chairman of the Board of Directors in line with a transition he
started four years ago to put Oriental in the hands of a new
generation of bankers and executives.  He will remain a
Director.

The Board elected Jose J. Gil de Lamadrid, a CPA and former
managing partner in Puerto Rico of an international accounting
firm, as the new non-executive Chairman of the Board.  Mr. Gil
de Lamadrid has been a member of the Board since Dec. 28, 2004
and was the Chairman of its Audit Committee from Feb. 22, 2005,
through Nov. 1, 2006.  The Board also elected Nelson Garcˇa,
CPA, as the new Chairman of the Audit Committee.  Mr. Garcia,
also a former partner of an international accounting firm, has
been a director and member of the Board's Audit Committee since
May 18, 2006.

Mr. Fernandez joined Oriental in 1988 as President, Chief
Executive Officer and Chairman of the Board of Directors of
Oriental Bank.  From 1996 to 2004 he served as President, Chief
Executive Officer and Chairman of the Board of Directors of
Oriental Financial Group. Since January 2005, Mr. Fernandez has
served as Chairman of the Board of Directors of Oriental
Financial Group, when Jos, Rafael Fernandez (no relation) was
named President and Chief Executive Officer.

Jose Enrique Fernandez transformed Oriental Bank from a savings
and loan institution serving the Eastern region of Puerto Rico,
to one of the leading institutions of financial services on the
Island.  He was a pioneer in creating awareness of Individual
Retirement Accounts (IRA) and KEOGH plans, transforming them
into a commercial product within the reach of the Puerto Rican
consumer.

"I retire with the complete satisfaction of having transformed
Oriental Financial Group into a leading institution in the
financial product segment," said Mr. Fernandez.  "Besides
leading Oriental to become part of Puerto Rico's financial
history, we also took upon us the task of promoting and helping
in creating awareness among consumers of the importance and
value of investment and retirement plans, and making these
products significant investment resources for our people."

"I'm convinced that I leave Oriental Financial Group in good
hands, just as it begins a new stage and evolution, headed by a
new generation with the best human and professional talent that
is not only committed with our institution, but also with the
economic development of Puerto Rico," Mr. Fernandez added.
"Given their commitment and experience, I am confident Jose Gil
de Lamadrid and Jose Rafael Fernandez will keep our institution
on the solid and successful trajectory we have achieved in
Puerto Rico."

Jose Enrique Fernandez said that while he plans to remain an
active member of the Group's Board of Directors, he will now
pursue his own private investment interests.

Mr. Gil de Lamadrid had a 27-year career with an international
accounting firm in New York City and San Juan.  As a Managing
Partner from 1993 to 2003, he was responsible for day-to-day
operations of the San Juan office, which had more than 100
employees and 7 partners.  He was also a member of the southeast
region management committee of the international accounting
firm, served as the local office coordinator for the financial
institutions practice, and was the audit and consulting partner
in charge of several large engagements of local entities and
local operations of international entities.

Oriental Financial Group Inc. (NYSE: OFG) --
http://www.OrientalOnline.com/-- is a diversified financial
holding company operating under U.S. and Puerto Rico banking
laws and regulations.  Oriental provides comprehensive financial
services to its clients throughout Puerto Rico and offers third
party pension plan administration through its wholly owned
subsidiary, Caribbean Pension Consultants, Inc.  The Group's
core businesses include a full range of mortgage, commercial and
consumer banking services offered through 24 financial centers
in Puerto Rico, as well as financial planning, trust, insurance,
investment brokerage and investment banking services.

                        *    *    *

As reported in the Troubled Company Reporter on Jan. 13, 2006,
Standard & Poor's Ratings Services assigned its 'BB+' long-term
counterparty credit rating to Oriental Financial Group.  S&P
also assigned its 'BBB-' counterparty rating to Oriental's
principal operating subsidiary, Oriental Bank & Trust.  S&P said
the outlook for both entities is negative.




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


SANTANDER URUGUAY: Will Launch Six New Branches in 2007
-------------------------------------------------------
Francisco Luzon, Grupo Santander Latin American head, reportedly
stated that Banco Santander SA (Uruguay) would launch six new
branches in 2007 for small and medium enterprises and family
segments.

Mr. Luzon told El Pais that Grupo Santander wants to become one
of Uruguay's three largest private sector banks by 2010.

According to Business News Americas, Banco Santander was the
fourth largest private sector bank September 2006.  It reported
UYU752 million worth of assets.

Banco Santander was the most efficient in September 2006, with a
68.6% efficiency ratio.  It was also the second most profitable
bank with a 28.1% return on equity, BNamericas reports.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Sept. 15, 2006, Moody's Investors Service placed these ratings
of Banco Santander SA (Uruguay) for possible upgrade:

   -- Foreign currency deposit rating: Caa1; and
   -- National scale rating for foreign currency deposits:
      Ba2.uy.




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


CITGO PETROLEUM: Wins US$387.4 Suit Against The Babcock & Wilcox
----------------------------------------------------------------
A jury from the Cook County ruled in favor of Citgo Petroleum
Corp. in the latter's lawsuit against The Babcock & Wilcox Co.,
a parts manufacturer, the Chicago Tribune reports.

The Tribune relates that Citgo Petroleum sued The Babcock in
2003, accusing the latter for being responsible for a fire at
Citgo Petroleum's Romeoville plant on Aug. 14, 2001.

The fire in the refinery occurred when 650-degree oil flowed
from a defective pipe fitting, bursting into flame, The Tribune
notes.  A subsequent probe on the fire found that the fitting
from The Babcock was made of the wrong kind of metal to
withstand the corrosive chemicals in petroleum.

According to The Tribune, Citgo Petroleum sought for a US$548-
million payment for cost of repairs and lost profit from the
fire.  However, a jury in Cook County Court Judge James Varga's
courtroom ruled that The Babcock pay US#387.4 million, stating
that the latter was 45% responsible for the accident.  The
jurors ruled that Unocal, the former owner of the refinery, was
40% responsible for the fire.  The jury also said that Citgo
Petroleum was 15% liable for the fire.

Because The Babcock was assigned 25% or more of the blame, they
have to pick up the "whole ticket", The Tribune says, citing
Randy Donato, Citgo Petroleum's legal representative in the
case.

Jeff Rutter, Citgo Petroleum's spokesperson, told The Tribune,
"We appreciate that the judicial system ruled in our favor in
this important case."

It was the largest jury verdict in Cook County history, The
Tribune notes, citing John Kirkton, publisher of the Cook County
Jury Verdict Reporter.  Mr. Kirkton said that while he had not
studied the case, it is common for monster verdicts to be
appealed vigorously and sometimes reduced.

Mr. Kirkton told The Tribune, "With those sorts of huge dollars,
you know it's not done at this point."

John Donley, who represented The Babcock told The Tribune that
the company will make an appeal.  He claimed that The Babcock
told Unocal in 1982 that the fitting was defective and needed
replacement.

However, Unocal had told The Babcock that the fitting had been
inspected and appeared to be working well, The Tribune says,
citing Mr. Donley.

Mr. Donley told The Tribune that when Unocal sold the plant to
Citgo Petroleum in 1997, the sales contract said that Citgo
Petroleum accepted all responsibility for the plant.  The
Babcock believes Citgo Petroleum shoulders not only its 15% but
also the 40% blame assigned to Unocal, according to the sales
accord.

"It's a mixed verdict.  We don't like taking 45% [liability],
but we believe legally, in post-trial motions or on appeal, that
our liability should go to zero because of the principle of
contributory negligence, which basically says if a plaintiff is
more than half responsible, the plaintiff takes nothing," The
Tribune says, citing Mr. Donley.

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 SA, the state-
owned oil company of Venezuela.

Petroleos de Venezuela 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+'.


* VENEZUELA: Moody's Says Ratings Backed by External Liquidity
--------------------------------------------------------------
In its annual report on Venezuela, Moody's Investors Service
says the country's B1 country ceiling and B2 government bond
rating are supported by strong external liquidity and improving
external and governmental debt ratios.  However, the ratings
also incorporate the inherent risks posed by the unorthodox
policy mix used by the government in managing inflation, the
exchange rate, and transfers -- any one of which would threaten
the fiscal position should oil prices drop.

Venezuela's B1 foreign currency country ceiling for bonds is
based on its foreign currency government bond rating of B2 and
Moody's assessment of a medium risk of a payments moratorium
should the government default.

"The current ratings support our view that a sharp and sudden
decline in international reserves is unlikely even in the event
of a fall in oil prices due to foreign exchange controls," said
Moody's Vice President Steven Hess, author of the report.
Despite rapid economic growth and high oil prices, the central
government posted a deficit of VEB1,058 billion in the first
four months of the year."

Offsetting this to some extent, Mr. Hess said, is the likelihood
of a strong financial performance by PDVSA, the state oil
company, although no financial figures have yet been made
available for 2006. Nonetheless, the oil company has made large
transfers to various public funds, indicating healthy surpluses.

The current account posted a surplus of US$7.5 billion in the
first quarter, up from US$4.7 billion last year.  The value of
oil exports was up 42%.  At the same time, there was a capital
and financial account deficit of US$6.3 billion, reflecting a
buildup of government foreign assets as well as government
operations to provide funding to other Latin American countries.

                        *    *    *

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


* VENEZUELA: Renews Gasoline Delivery to Colombia
-------------------------------------------------
Marketing director Gladys Parada at Venezuela's Ministry of
Energy and Petroleum, said in reports, the country has resumed
Thursday exporting gasoline to Colombia by means of cooperatives
of the indigenous wayuu group.

According to El Universal, sales stopped on the border since
August, when 86 trucks were set on fire.

To avoid the same incidents, trucks will not spend the night in
the area and will return from 3:00 in the afternoon.  In
addition, they will deliver only the fuel required by the
department of the Colombian Guajira, the official explained, as
quoted by AFP.

                        *    *    *

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


* Fitch Says Emerging Markets Are Pushing Global Wireless Growth
----------------------------------------------------------------
In Fitch's review of 62 operators from 28 different countries,
total aggregate wireless subscribers reached 1.196 billion at
mid-year 2006, representing a year-over-year growth of 19.4%,
which compares favorably with the 2005 year-end growth rate of
18.7%.  Aggregate growth is being greatly influenced by Latin
American growth of 42.5% for second-quarter 2006.  The growth of
Latin America, along with many other global regions, is being
supported by a strong economy, lower tariffs, and low wireless
and fixed-line penetration.  In comparison, Asia experienced
subscriber growth of 18.5% in second quarter, while the United
States/Canada and Europe achieved growth rates of 13.5% and 8%,
respectively.

Prepaid subscribers are continuing to grow as a percentage of
the total aggregate subscriber base in the world.  In Fitch's
Global Wireless Review special report, prepaid subscribers
reached a total of 688 million or 58% of the total global
subscribers in second-quarter 2006. This level of total prepaid
subscribers represents a growth of 28%.  In fact, reviewing the
mix of total global net subscriber growth shows that prepaid was
150 million compared to 45 million for postpaid in the second
quarter year-over-year comparison.  The prepaid percentage of
total subscriber mix should continue to increase as some of the
faster growing wireless markets, such as India, also have the
highest prepaid mix percentages.  Also, decreases in tariff
rates have spurred prepaid wireless as a substitution for fixed-
line services.

Generally, lower tariffs along with increased promotional
activities from aggressive competition and higher penetration of
lower usage customers are leading to lower average revenue per
user (ARPU) levels. Based on Fitch's report, global ARPU figures
of the 52 operators that supply this data, 35 or 67% reported
lower second-quarter year-over-year data points.  Another six,
or 12% of operators reported unchanged ARPU and the final 11 or
21% reported an increase.  The most widespread ARPU strength
appears to be in Canada, where operators, on average,
experienced a second quarter year-over-year increase of 4.6%.
The Canadian strength is characterized by a three-competitor
market, comparably low market penetration, stable tariff pricing
and relatively low minute usage among subscribers.


* IFC Says LatAm Must Make Industries Work for Local Communities
----------------------------------------------------------------
The International Finance Corp. said that oil, gas, and mining
projects can help to reduce poverty in Latin America if the
projects open up economic opportunities for local communities
and if revenues are spent wisely.

Extractive industries are an important driver of development in
many regions of the world with the sector accounting for more
than 30 percent of exports or government revenues in over 40
countries.  In Peru, mining alone accounts for about half of all
exports and as much as 7 percent of government revenues.

In order to put this money to good use, it is often necessary to
improve management and budget practices at both the national and
local levels.  In addition, projects need to open up business
opportunities for local people.

"Enabling local communities and small and medium-sized companies
to do business with the resource project and other firms is
absolutely critical," said Rashad Kaldany, Director of the
IFC/World Bank Oil, Gas, Mining and Chemicals Department, at a
conference hosted by IFC in Lima, Peru.  "It is then that
extractive industry projects become sustainable and generate
lasting benefits."

IFC finances private sector investments in developing countries,
helps client companies to improve social and environmental
sustainability, and provides technical assistance and advice to
businesses and governments.  For instance, IFC helps local
governments in Cajamarca to enhance their capacity to manage
mining revenues, while also building local civil society ability
to monitor government spending.

IFC's experience has shown that it is in businesses' interest to
ensure local people benefit and environmental damage is
contained.  Attention to social development and environmental
preservation must be at the top of oil, gas, and mining
companies' agendas alongside economic considerations if they
want to be successful in Latin America and elsewhere.

IFC provides financing and technical assistance in Latin America
and the Caribbean.  Its products are:

   -- IFC's Oil, Gas, Mining, and Chemicals Department
      catalyzes private investments by structuring innovative
      transactions and providing project finance, corporate
      loans, and equity/mezzanine support in the oil, gas,
      mining, and chemicals sector.  IFC also provides
      enhancement products for capital market issuances.

   -- IFC's financing for its own account can be complemented by
      third-party mobilization efforts from syndicated loan
      facilities under IFC's B loan umbrella or capital market
      placements supported by dedicated IFC syndication
      specialists.

   -- IFC helps its clients to achieve their environmental and
      social goals, as well as to optimize project insurance
      management, through specialist expertise.  It aims to
      implement policies and make investments that provide
      consumers with clean, affordable energy and chemical
      products that improve people's lives, and foster the
      development of vibrant local industries that contribute to
      sustainable economic development and income growth.

   -- IFC's Technical Assistance Facility for Latin America and
      the Caribbean, headquartered in in Lima assists local
      governments in improving the use of revenues from tax
      royalties from extractive industry operations.

   -- IFC's Facility works with civil society in developing
      tools to monitor the use of tax revenues from extractive
      industries.

   -- The Facility also helps Medium and Small Enterprises to
      develop into credible and market-oriented suppliers that
      can respond to the demand of larger companies,
      strengthening local economies.


                         ***********


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

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

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

This material is copyrighted and any commercial use, resale or
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