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        T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Monday, November 20, 2006, Vol. 7, Issue 230

                          Headlines

A R G E N T I N A

BANCO RIO: Posts ARS67.1 Million Third Quarter 2006 Profits
DIHUEL SA: Verification of Proofs of Claim Is Until Feb. 2
ESTRELLA LACTEA: Claims Verification Deadline Is Set for Feb. 6
FIDEICOMISO (SECUPYME XXI): Moody's Puts B1 Curr. Rating on Debt
FREESCALE: Prices Senior Notes Offering by Firestone Acquisition

IMPSAT FIBER: Gets Requisite Consents from Holders of 6% Notes
IMPSAT FIBER: Posts US$7.1 Mil. Third Quarter 2006 Net Revenues
NADELIMP SRL: Claims Verification Deadline Is Set for Feb. 26
PLAZA SERRANO: Last Day for Verification of Claims Is on Feb. 1
SISTEMA DE ATENCION: Trustee Verifies Claims Until Dec. 21

VALEANT PHARMA: S&P Lowers Corp. Credit Rating to B+ from BB-

B A H A M A S

JETBLUE AIRWAYS: David Neeleman Pleased with Fin'l Performance
JETBLUE AIRWAYS: Federal Aviation Investigating Pilots
PINNACLE: Partners with R. Johnson in Gaming Facility License

B E R M U D A

INTELSAT LTD: Discovery Communications to Use PAS-12 Satellite
REFCO INC: Courts Sets Protocol on Plan Confirmation Discovery
REFCO: GAIN Capital Buys Refco FX's Customer & Marketing List
SCOTTISH RE: Earnings Release Cues Moody's to Review Ratings
SEA CONTAINERS: Taps Kirkland as Special Conflicts Counsel

SEA CONTAINERS: Wants to Employ PWC as Investment Banker

B O L I V I A

INTERMEC: Discloses Restructuring Plan to Streamline Operations

* BOLIVIA: Entrepreneurs Support US Tariff Preferences Extension

B R A Z I L

ALCATEL SA: U.S. Congress Committee Probes Lucent Merger
ALCATEL SA: Inks Deal to Develop Mobile TV Handsets with Samsung
BANCO BRADESCO: Offering Insurance Through Casa Bahia Alliance
BLOUNT: Downturn in Results Prompts S&P to Revise Rating Outlook
CIA SIDERURUGICA: ISS Pushes Better Offer of Wheeling-Pittsburgh

COMPANHIA SIDERURGICA: Seeking Other Mergers If Wheeling Fails
COMPANHIA DE BEBIDAS: Board Oks BRL1 Bil. Share Buyback Program
COREL: Slapped with Copyright Infringement Lawsuit by Entrust
SANMINA-SCI: Issues Non-GAAP Financial Guidance for Fiscal 2006
TELE NORTE: Will Hold Second Extraordinary Shareholders Meeting

C A Y M A N   I S L A N D S

BIT FIRST: Creditors Must Submit Proofs of Claim by Nov. 22
CATYA INVESTMENTS: Last Day for Filing of Claims Is on Nov. 22
EQUITY STATISTICAL: Shareholders Convene for Final Meeting Today
EVERGREEN PRIVATE: Proofs of Claim Must be Submitted by Nov. 22
FERTINITRO FINANCE: Moody's Reviews B3 Rating & May Downgrade

GEM INVESTMENT: Deadline for Submission of Claims Is on Nov. 24
IVY MA HOLDINGS (2): Last Day to File Proofs of Claim Is Nov. 22
IVY MA HOLDINGS (3): Claims Filing Deadline Is Set for Nov. 22
IVY MA HOLDINGS (4): Proofs of Claim Filing Is Until Nov. 22
IVY MA HOLDINGS (6): Proofs of Claim Must be Filed by Nov. 22

IVY MA HOLDINGS (7): Filing of Proofs of Claim Is Until Nov. 22
J.N. INVESTMENT: Last Day to File Proofs of Claim Is on Nov. 22
JOBALI LTD: Shareholders to Convene for Final Meeting Tomorrow
KAL JAPAN: Last Day for Proofs of Claim Filing Is on Nov. 22
MARICO LTD: Calls Shareholders for Final Meeting Tomorrow

NICHOLAS-APPLEGATE: Final Shareholders Meeting Is Tomorrow
RED HILL: Creditors Have Until Nov. 22 to File Proofs of Claim
SAPIC 98 (31): Shareholders Gather for Final Meeting Today
SAPIC 98 (36): Shareholders Convene for Final Meeting Today
TEH INTERNATIONAL: Claims Filing Deadline Is Set for Nov. 23

TERGAON FUND: Deadline for Filing of Proofs of Claim Is Nov. 23
TORNADO FUNDING: Calls Shareholders for Final Meeting Today
TOP SIGHT: Invites Shareholders for Final Meeting on Nov. 23

C H I L E

ARAMARK CORP: Reports Sales of US$11.6 Billion in FY 2006
COEUR D'ALENE: Investing US$55 Million on Cascada Vein Zone
GOODYEAR TIRE: Prices US$1 Billion Senior Notes Offering
GOODYEAR TIRE: Steelworkers Blast US$1 Bil. Senior Notes Offer
GOODYEAR TIRE: Moody's Rates US$1 Billion Unsecured Notes at B2

GOODYEAR TIRE: S&P Assigns B- Rating on US$1 Billion Sr. Notes

C O L O M B I A

ECOPETROL: Investing US$23 Million on Biodiesel Production Plant

C O S T A   R I C A

GNC CORP: Incremental Debt Prompts Moody's to Lower Ratings

E C U A D O R

PETROECUADOR: Block 15 Output Reaches 97,593 Barrels Per Day

* ECUADOR: Investing US$300 Million on Former Occidental Fields

E L   S A L V A D O R

* EL SALVADOR: Wind Power Project Studies Ending in July 2007

H A I T I

AG TEXTILES: Closing Operations Due to Haiti's Weakened Economy

J A M A I C A

AIR JAMAICA: Parliamentary Committee Meeting May be Postponed

* JAMAICA: Sugar Cane Investors Must Have Incentives, Says Study

M E X I C O

ALASKA AIR: Posts US$17.4M Net Loss in 2006 Third Fiscal Quarter
ALERIS INTERNATIONAL: Posts US$24.2MM Net Loss in Third Quarter
DELTA AIR: US Airways Merger May Bring Consequences to Boeing
DELTA AIR: US Airways' Offer May Delay Exit from Bankruptcy
EVERCORE PARTNERS: Fails to File Third Quarter Financial Reports

FISHER SCIENTIFIC: Thermo Merger Prompts S&P to Lift Ratings
FISHER SCIENTIFIC: Thermo Merger Cues Moody's to Lift Ba2 Rating
GMAC LLC: Moody's Expects to Confirm Ba1 Long-Term Ratings
GRUPO ELEKTRA: Inks Money Transfer Services Pact with Orlandi
GRUPO MEXICO: Fighting Anti-Trust Commission's Ruling on Merger

KRISPY KREME: Posts US$135.8MM Net Loss in Year Ended Jan. 2006
PORTRAIT CORP: Inks Premium Financing Pact with First Insurance
PORTRAIT CORP: Has Access to US$45-Million DIP Loan Facility

* ATIZAPAN DE ZARAGOZA: Moody's Releases Joint Default Analysis
* MUNICIPALITY OF DURANGO: Moody's Issues Joint Default Analysis
* MUNICIPALITY OF GUASAVE: Moody's Issues Joint Default Analysis

P A R A G U A Y

INTERPUBLIC GROUP: Closes Exchange of US$400MM Convertible Notes

P E R U

HERTZ CORP: Parent Selects VDM Specialists to Commence IPO
HERTZ CORP: IPO Completion Cues S&P to Affirm BB- Credit Rating

P U E R T O   R I C O

ADELPHIA COMMS: Judge Gerber Overrules Objections to Asset Sale
ADELPHIA: Resolves California & Washington Sales Tax Issues
ALBERTO-CULVER: Completes Business Separation of Assets
CHATTEM INC: Earns US$15.2 Million in Third Quarter 2006
CHATTEM INC: Plans to Offer US$100 Million Convertible Sr. Notes

PILGRIM'S PRIDE: Posts US$7.5MM Net Loss in Qtr. Ended Sept. 30
SALLY BEAUTY: Begins NYSE Trading After Separation from Alberto

U R U G U A Y

* URUGUAY: State Bank Posts BRL1.55B First 10-Month 2006 Profits
* URUGUAY: State Telecom Launching Internet-Based TV Service

V E N E Z U E L A

CITGO PETROLEUM: Starts Accepting Fuelman Card
HARVEST NATURAL: Venezuelan Unit Agrees to Pay Back Taxes
PETROLEOS DE VENEZUELA: Completes Two New Oil Wells in Tomoporo
PETROLEOS DE VENEZUELA: Gets Certification for 45.5B Oil Barrels

* VENEZUELA: Fitch Affirms BB- Long-Term Issuer Default Ratings
* BOOK REVIEW: Crafting Solutions for Troubled Businesses


                            - - - - -


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


BANCO RIO: Posts ARS67.1 Million Third Quarter 2006 Profits
-----------------------------------------------------------
Banco Rio del Plata reported an increase in profits to ARS67.1 million in
the third quarter of 2006, compared with ARS46 million in the third quarter
of 2005.

Banco Rio told Business News Americas that its quarterly profit figure
represents an annualized return on assets of 1.4% and return on equity
of15.8%.

BNamericas relates that Banco Rio's net interest income increased 72.0% to
ARS203 million.  Its net service income rose 43.8% to ARS187 million, more
than doubling the operating profit to ARS209 million.

According to BNamericas, lending to the private sector increased 71% to
ARS7.47 billion in September 2006, compared with September 2005, mainly on
the back of strong small and medium-sized enterprise and consumer demand.

Banco Rio's past-due loan ratio dropped to 0.68% of total loans in September
2006, from 1.31% in September 2005, BNamericas notes.

Santiago Gallo, Fitch Ratings analyst, told BNamericas, "The bank covers
almost all its expenses with commissions, which is quite impressive. Banco
Río has also managed to grow strongly in consumer loans while keeping
healthy asset quality indicators."

BNamericas underscores that Banco Rio's unsecured loan portfolio increased
127% to ARS830 million during the 12 months ending September 2006.
Unsecured loans represent some 60% of the Argentine financial system's total
consumer loan book.

Banco Rio said it expects unsecured loan portfolio to reach ARS1 billion by
the end of 2006, BNamericas says.

Enrique Cristofani, Banco Rio president, said in a statement, "We aim to be
the number one bank in private sector lending next year."

Banco Rio held a 9.7% loan market share in September 2006, according to the
report.

Mr. Gallo told BNamericas, "Banco Rio has outpaced its rivals over the last
few years, and it is very likely it will live up to its promise."

The report says that exposure to government-backed securities decreased to
19.2% of total assets in September 2006, from 28.8% in September 2005.
Banco Rio has attained its goal of decreasing public sector exposure to 20%
of total assets by the end of 2006.

Grupo Santander, the parent firm of Banco Rio, injected fresh funds into the
latter after Argentina's 2001-2002 economic and financial crisis to
strengthen the bank's balance sheet, allowing Banco Rio to return to the
black in the first quarter of 2006 for the first time since the crisis,
BNamericas says.

Banco Rio's assets increased 14.6% to ARS14.9 billion.  Its deposits grew
13.3% to ARS13.6 billion in September 2006, from September 2005, BNamericas
states.

Headquartered in Buenos Aires, Argentina, Banco Rio de la Plata is an
Argentinean private bank providing a range of financial services, including
retail, corporate, and merchant banking, insurance, credit cards and fund
management, to individuals, companies of all sizes, financial institutions
and the public sector (both provincial and national).  The company has a
network of approximately 280 branches and employs over 5,000 serving over 1
million customers.  It is part of the Latin American franchise of Banco
Santander Central Hispano, which holds over 80% of the bank's share capital.

                        *    *    *

On June 29, 2005, Moody's Investor Service assigned Caa1 ratings on Banco
Rio de la Plata's Issuer and Long-Term Bank Deposits Ratings.


DIHUEL SA: Verification of Proofs of Claim Is Until Feb. 2
----------------------------------------------------------
Jose Luis Carriquiry, the court-appointed trustee for Dihuel SA's bankruptcy
proceeding, will verify creditors' proofs of claim until Feb. 2, 2007.

Mr. Carriquiry will present the validated claims in court as individual
reports on March 16, 2007.  A court in Buenos Aires will determine if the
verified claims are admissible, taking into account the trustee's opinion
and the objections and challenges raised by Dihuel 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 Dihuel's accounting and banking
records will follow on May 3, 2007.

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

The trustee can be reached at:

          Jose Luis Carriquiry
          Loyola 660
          Buenos Aires, Argentina


ESTRELLA LACTEA: Claims Verification Deadline Is Set for Feb. 6
---------------------------------------------------------------
Norberto Bonesi, the court-appointed trustee for Estrella Lactea SA's
bankruptcy case, will verify creditors' proofs of claim until Feb. 6, 2007.

Mr. Bonesi will present the validated claims in court as individual reports
on March 22, 2007.  Court No. 12 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 Estrella Lactea 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 Estrella Lactea's accounting and
banking records will follow on May 7, 2007.

Estrella Lactea was forced into bankruptcy at the request of Roberto
Ochonoa, the company's creditor.

Clerk No. 24 assists the court in the case.

The debtor can be reached at:

          Estrella Lactea SA
          Avenida Corrientes 554
          Buenos Aires, Argentina

The trustee can be reached at:

          Norberto Bonesi
          Avenida Juan B. Justo 5096
          Buenos Aires, Argentina


FIDEICOMISO (SECUPYME XXI): Moody's Puts B1 Curr. Rating on Debt
----------------------------------------------------------------
Moody's Latin America has assigned a rating of Aa3.ar (Argentine National
Scale) and of B1 (Global Scale, Local Currency) to the debt securities of
Fideicomiso Financiero SECUPYME XXI issued by Banco de Valores SA -- acting
solely in its capacity as Issuer and Trustee.

The rated securities are backed by a pool of bills of exchange signed by
agricultural producers in Argentina.  The bills of exchange are guaranteed
by Garantizar S.G.R., which is a financial guarantor in Argentina.
Garantizar has a rating of Aa3.ar (Argentine National Scale) and of B1
(Global Scale, Local Currency).

The rating assigned to this transaction is primarily based on the rating of
Garantizar.  Therefore, any future change in the rating of the guarantor may
lead to a change in the rating assigned to this transaction.  The rating
addresses the payment of interest and principal on or before the legal final
maturity date of the securities.

Banco de Valores SA (Issuer and Trustee) issued one class of debt securities
denominated in US dollars.  The rated securities will bear a 6.5% annual
interest rate.

The rated securities will be repaid from cash flow arising from the assets
of the Trust, constituted by a pool of fixed rate bills of exchange
denominated in US dollars signed by agricultural producers and guaranteed by
Garantizar S.G.R.  The bills of exchange will bear the same interest rate as
the rated securities.

Although the rated securities (and the bills of exchange) are denominated in
US dollars, they are payable in Argentine pesos at the exchange rate
published by Banco de la Nacion Argentina as of the day prior to the date
that the funds are initially deposited into the Trust account.  As a result,
the dollar is used as a currency of reference and not as a mean of payment.
For that reason, the transaction is considered to be denominated in local
currency.

If, eight days before the final maturity date, the funds on deposit in the
trust account are not sufficient to make payments to investors, the Trustee
is obligated to request Garantizar to make payment under the bills of
exchange.  Garantizar, in turn, will have five days to make this payment
into the trust account.  Under the terms of the transaction documents, the
trustee has up to two days to distribute interest and principal payments to
investors.  Interest on the securities will accrue up to the date on which
the funds are initially deposited by either Garantizar, the exporter, or the
individual producers into the Trust account.


FREESCALE: Prices Senior Notes Offering by Firestone Acquisition
----------------------------------------------------------------
Freescale Semiconductor, Inc., declared the pricing of the private offering
by Firestone Acquisition Corp. of its senior and senior subordinated notes.
The offering consists of:

   -- US$500 million principal amount of senior floating rate
      notes due 2014 that will bear interest at a rate of
      three-month LIBOR plus 387.5 basis points;

   -- US$1.5 billion principal amount of 9-1/8% / 9-7/8% senior
      PIK-election notes due 2014;

   -- US$2.35 billion principal amount of 8-7/8% senior fixed
      rate notes due 2014; and

   -- US$1.6 billion principal amount of 10-1/8% senior
      subordinated notes due 2016.

Firestone Acquisition Corp. was formed in connection with Freescale's
previously announced agreement to merge with an entity controlled by
affiliates of a private equity consortium led by The Blackstone Group and
including The Carlyle Group, Permira and Texas Pacific Group.  Firestone
Acquisition Corp. will issue the notes.  Freescale will assume all of the
obligations under the notes upon consummation of the merger.  The net
proceeds from the offering of the notes, together with other financing
sources, will be used to consummate the merger and related transactions.
The sale of the notes and the merger are expected to close on Dec. 1, 2006,
subject to certain closing conditions.

The notes will not be registered under the Securities Act of 1933, as
amended, and, unless so registered, may not be offered or sold in the United
States absent registration or an applicable exemption from, or in a
transaction not subject to, the registration requirements of the Securities
Act and other applicable securities laws.

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.


IMPSAT FIBER: Gets Requisite Consents from Holders of 6% Notes
--------------------------------------------------------------
Impsat Fiber Networks, Inc., has received the requisite consents from the
holders of its Series A 6% Senior Guaranteed Convertible Notes due 2011 and
its Series B 6% Senior Guaranteed Convertible Notes due 2011 in connection
with the consent solicitation disclosed by the company on Nov. 2, 2006.

As a result of obtaining the requisite consents, Impsat Fiber executed and
delivered supplemental indentures, which set the amendments to the
indentures governing the Notes.  The supplemental indentures provide that
the amendments will only become operative upon the effectiveness of the
merger contemplated by the Agreement and Plan of Merger, dated as of Oct.
25, 2006, among Impsat, Global Crossing Ltd. and GC Crystal Acquisition,
Inc.

Having received the required consents and executed and delivered the
supplemental indentures, Impsat will promptly make cash payments to all
non-affiliated record holders of the Notes, regardless of whether or not
such record holder validly consented, in the amount of US$2.50 per US$1,000
in aggregate principal amount of Notes held.  Impsat Fiber will not make any
such payments to affiliated record holders in connection with the consent
solicitation.

Impsat Fiber retained Goldman, Sachs & Co. to serve as Solicitation Agent,
Georgeson Inc. to serve as Information Agent and The Bank of New York to
serve as Tabulation Agent for the consent solicitation.

Questions regarding the solicitation of consents may be directed to:

          Goldman, Sachs & Co.
          Attn: Credit Liability Management
          One New York Plaza, 48th Floor
          New York, New York 10004
          Tel: (800) 828-3182 (toll free)
               (212) 357-0775 (collect

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

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


IMPSAT FIBER: Posts US$7.1 Mil. Third Quarter 2006 Net Revenues
---------------------------------------------------------------
Impsat Fiber Networks, Inc., reported results for the third quarter of 2006.

                Third Quarter 2006 Highlights

   -- Net Revenues increased for the eleventh consecutive
      quarter.  For the third quarter of 2006, net revenues
      increased 8.7%, or US$5.7 million, to US$71.1 million,
      compared with the third quarter of 2005.

   -- EBITDA totaled US$13.2 million, or 18.5% of net revenues,
      for the third quarter of 2006.

   -- Capital Expenditures for the third quarter of 2006 totaled
      US$9.2 million.

   -- Impsat Brazil's revenues and EBITDA for the third quarter
      of 2006 as compared with the third quarter of 2005 rose
      by US$3.7 million, or 29.9%, and US$1.0 million, or 42.5%,
      respectively.

                 Third Quarter 2006 Results

Ricardo Verdaguer, Impsat Fiber chief executive officer, stated, "I am proud
to announce that during the third quarter of 2006 we continued to improve
our revenue performance, making it our eleventh consecutive quarter of
revenue growth.  Such accomplishments are directly related to our strategic
focus in IP and value added services.  A couple of weeks ago, we announced
Global Crossing's proposal to acquire Impsat, which demonstrates the value
that we have created within the telecommunications industry in Latin
America. Meanwhile, we continued expanding our Brazilian operations, where
revenues and EBITDA grew by 29.9% and 42.5%, respectively."

Net revenues during the third quarter of 2006 totaled US$71.1 million, an
increase of US$5.7 million, or 8.7% compared with the third quarter of 2005.
All product lines experienced increased revenues period over period.

   -- Broadband and Satellite revenues increased US$1.3 million,
      or 2.9%, period-over-period, driven by growth of Internet
      Protocol solutions in Brazil and Peru.

   -- Internet revenues increased 16.0% period over period due
      to higher managed security services and the expansion of
      Internet access to corporate customers.  Subsidiaries in
      Brazil, Colombia, and Venezuela realized the highest
      growth for the quarter.

   -- Value Added Services revenues increased by 47.0% as
      compared with the third quarter of 2005.  Growth was led
      by housing, hosting, and managed services in our data
      centers, particularly in Brazil, Colombia and Chile.

   -- Telephony revenues grew by 5.3% compared with the third
      quarter of 2005, due to higher sales to corporate
      customers in Peru and Brazil.

For the nine months ended Sept. 30, 2006, net revenues totaled US$209.1
million, an increase of US$22.3 million, or 12.0% compared with the same
period in 2005.  All product lines benefited from crossselling and
upselling, as well as an increased customer base and improved macroeconomic
conditions throughout Latin America.

Operating Expenses for the three months ended Sept. 30, 2006, totaled
US$74.1 million, an increase of US$9.5 million, or 14.7% compared with the
third quarter of 2005.  This increase is related to a US$2.1 million
increase in direct costs, a US$4.7 million increase in salaries and wages, a
US$0.5 million increase in selling, general and administrative expenses, and
a US$2.2 million increase in depreciation and amortization charges.

Direct Costs for the third quarter of 2006 totaled US$34.8 million, an
increase of US$2.1 million, or 6.3% compared with the third quarter of 2005.
The principal components of direct costs were:

Contracted Services remained relatively flat compared with the third quarter
of 2005.  Contracted services include installation and maintenance services.

Other Direct Costs principally include provisions for doubtful accounts,
licenses and other fees, sales commissions paid to our salaried work force
and to third-party sales representatives, and node expenses.  Other Direct
Costs for the third quarter of 2006 increased by US$1.7 million compared
with the third quarter of 2005.  The increase is primarily due to higher
services delivered to customers, an increase in energy costs related to
higher data center services, doubtful accounts recoveries during 2005, and
the appreciation of the local currency in Brazil.

Leased Capacity Costs increased by US$0.4 million compared with the third
quarter of 2005, driven by higher broadband services delivered during the
period.

Salaries and Wages for the third quarter of 2006 totaled US$16.8 million, a
US$4.7 million increase as compared with the third quarter of 2005.  The
increase is driven by charges related to the management incentive plan
approved in December 2005, the effect of currency revaluation in Brazil, and
salary adjustments related to higher cost of living in most of our
subsidiaries.  The charges related to the management incentive plan
accounted for US$3.8 million and are triggered by Global Crossing's
acquisition proposal.
Selling, General and Administrative expenses totaled US$6.3 million for the
third quarter of 2006, an increase of 9.3% compared with the US$5.8 million
of the third quarter of 2005.  This increase is primarily related to higher
legal advisory fees.

EBITDA for the three months ended Sept. 30, 2006, totaled US$13.2 million,
compared with US$14.8 million in the third quarter of 2005.  The US$1.6
million, or 11.0%, decrease in EBITDA was driven by higher salaries and
wages, which include a charge of US$3.8 million related to the management
incentive plan approved on December 2005.

For the first three quarters of 2006 EBITDA totaled US$44.9 million,
compared with US$37.1 million during the same period of 2005.

Net interest expense for the three months ended Sept. 30, 2006, totaled
US$7.1 million, which is in line with net interest expense reported in the
same quarter of 2005.

Impsat Fiber recorded a net loss on foreign exchange for the third quarter
of 2006 of US$2.6 million, principally due to the impact of the appreciation
of the Brazilian Real on the book value of monetary assets and liabilities
in Brazil.  This compares to a net gain on foreign exchange of US$4.3
million for the same period of 2005.

For the three months ended Sept. 30, 2006, Impsat Fiber recorded a net loss
of US$17.5 million, compared with a net loss of US$5.1 million during the
third quarter of 2005.

Cash and cash equivalents at Sept. 30, 2006, were US$18.7 million.  This
compares to cash and cash equivalents of US$24.1 million at Dec. 31, 2005.
Total indebtedness as of
Sept. 30, 2006, was US$240.9 million compared with US$248.1 million at Dec.
31, 2005.

Of the total indebtedness at Sept. 30, 2006, US$34.6 million represented
short-term debt and the current portion of long-term debt, with the balance
of US$206.3 million representing long-term debt.

On Oct. 26, 2006, Impsat Fiber disclosed that it entered into a definitive
agreement to be acquired by Global Crossing.  The acquisition has been
unanimously approved by Impsat Fiber's Board of Directors.  Shareholders
representing approximately 28% of the common stock of Impsat Fiber have
signed support agreements in favor of the transaction.  The all cash
transaction values Impsat Fiber's equity at approximately US$95 million,
while Global Crossing will assume, refinance and/or repay approximately
US$241 million of Impsat Fiber's debt.

In connection with the proposed acquisition, Impsat Fiber disclosed on Nov.
2, 2006, that it is soliciting consents from the holders of its Series A 6%
Senior Guaranteed Convertible Notes due in 2011 and its Series B 6% Senior
Guaranteed Convertible Notes also due in 2011.

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

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


NADELIMP SRL: Claims Verification Deadline Is Set for Feb. 26
-------------------------------------------------------------
Miguel Angel Troisi, the court-appointed trustee for Nadelimp SRL's
bankruptcy proceeding, will verify creditors' proofs of claim until Feb. 26,
2007.

Mr. Troisi will present the validated claims in court as individual reports
on Apr. 26, 2007.  A court in Buenos Aires will determine if the verified
claims are admissible, taking into account the trustee's opinion and the
objections and challenges raised by Nadelimp 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 Nadelimp's accounting and banking
records will follow on June 18, 2007.

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

The trustee can be reached at:

          Miguel Angel Troisi
          Cerrito 146
          Buenos Aires, Argentina


PLAZA SERRANO: Last Day for Verification of Claims Is on Feb. 1
---------------------------------------------------------------
Roberto Leibovicius, the court-appointed trustee for Plaza Serrano SA's
bankruptcy proceeding, will verify creditors' proofs of claim until Feb. 1,
2007.

Under the Argentine bankruptcy law, Mr. Leibovicius is required to present
the validated claims in court as individual reports.  Court No. 23 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
Plaza Serrano and its creditors.

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

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

Plaza Serrano was forced into bankruptcy at the behest of Club Deportivo y
Biblioteca Popular Infantil Almafuerte Mutual y Social, whom it owes
US$61,388.

Clerk No. 46 assists the court in the proceeding.

The debtor can be reached at:

          Plaza Serrano SA
          Garcia del Rio 3865
          Buenos Aires, Argentina

The trustee can be reached at:

          Roberto Lebovicius
          Tucuman 1585
          Buenos Aires, Argentina


SISTEMA DE ATENCION: Trustee Verifies Claims Until Dec. 21
----------------------------------------------------------
Roberto Leibovicius, the court-appointed trustee for Sistema de Atencion
Medica Solidaria SAMS SA's bankruptcy case, will verify creditors' proofs of
claim until Dec. 21, 2006.

Under the Argentine bankruptcy law, Mr. Leibovicius is required to present
the validated claims in court as individual reports.  Court No. 23 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
Sistema de Atencion and its creditors.

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

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

Sisstema de Atencion was forced into bankruptcy at the behest of Liliana
Cardigonde, whom it owes US$9,502.85.

Clerk No. 46 assists the court in the proceeding.

The debtor can be reached at:

          Sistema de Atencion Medica Solidaria SAMS SA
          Belgrano 748
          Buenos Aires, Argentina

The trustee can be reached at:

          Roberto Lebovicius
          Tucuman 1585
          Buenos Aires, Argentina


VALEANT PHARMA: S&P Lowers Corp. Credit Rating to B+ from BB-
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on Costa Mesa,
California-based Valeant Pharmaceuticals International.  The corporate
credit rating was lowered to 'B+' from 'BB-'.  The ratings remain on
CreditWatch with negative implications, where they were placed Oct. 24,
2006, to reflect the ongoing uncertainty regarding the company's inability
to file its Form 10-Q for the third quarter and the consequences if the
company is not able to resolve the situation in 60 days.

Arthur Wong, Standard & Poor's credit analyst, explained, "The ratings
downgrade reflects our concern regarding specialty pharmaceutical company
Valeant's continued struggles to generate earnings and cash flow growth."

Sales growth of the Valeant Pharmaceuticals' core product portfolio has been
tepid.  The company is highly reliant on product acquisitions for growth.
Compelling product acquisition opportunities, however, are few, and those
that do exist are expensive for Valeant Pharmaceuticals.  The company also
faces increasing research and development funding needs and, with the major
setback in the development of its lead product prospect (viramidine), no new
product launches are expected soon from the company's internal pipeline.

The third-quarter 10-Q filing delay was attributed to Valeant
Pharmaceuticals' need to restate its financials, possibly as far back as
1997, due to errors in accounting for stock option grants.  This failure to
file on time constitutes a default of reporting requirements under the
company's convertible and high-yield note agreements, which, if not cured
within 60 days, could result in an acceleration of the amounts outstanding
under those notes.  Standard & Poor's will monitor the cost and ability of
Valeant to cope with this situation before resolving the CreditWatch
listing.

Headquartered in Costa Mesa, California, Valeant Pharmaceuticals
International (NYSE:VRX) -- http://www.valeant.com/is a
research-based specialty pharmaceutical company that discovers,
develops, manufactures and markets products primarily in the
areas of neurology, infectious disease and dermatology.  The
company has offices in Argentina.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 26, 2006,
Standard & Poor's Ratings Services placed its ratings on Costa
Mesa, California-based Valeant Pharmaceuticals International,
including Valeant's 'BB-' corporate credit rating, on Credit
Watch with negative implications.




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


JETBLUE AIRWAYS: David Neeleman Pleased with Fin'l Performance
--------------------------------------------------------------
David Neeleman, JetBlue Airwasy Corp.'s chief executive, told the Associated
Press that he's satisfied with the firm's progress toward returning to
profitability.

Mr. Neeleman saw the possible merger between Delta Air Lines and US Airways
as a benefit, AP notes.

Mr. Neeleman said in a conference, "I can't tell you what a difference a
year makes in how we feel about our company and our financial performance.
I feel 1,000 percent better."

AP relates that a Thomson Financial poll indicated that after the company
suffered some difficulties in integrating the Embraer 190 jet into its fleet
and struggled with high fuel prices earlier in 2006, analysts expecting
JetBlue Airways to report a fourth-quarter profit.

Mr. Neeleman told AP that additional business won by making its fares
available on distribution systems offering more coverage to corporate travel
managers.

Meanwhile, JetBlue Airways is limiting overhead, fuel, supply chain and
other expenses, which should bring in US$120 million in yearly savings, AP
says.

AP underscores that Mr. Neeleman disclosed his return-to-profitability plan
earlier in 2006, after JetBlue Airways reported two consecutive quarters of
losses.  He augmented it with a plan for slower growth.

Mr. Neeleman told AP that US Airways' unsolicited US$8 billion bid for Delta
Air could help JetBlue Airways.

According to AP, Delta Air has large operations at the John F. Kennedy
International Airport, JetBlue Airways' home airport in New York.  A merger
could mean capacity decreases for Delta Air at the airport.

AP emphasizes that Bear Stearns upgraded JetBlue Airways to "Outperform"
from "Peer Perform" on expectations of decreased Delta operations at John F.
Kennedy.

The report says that analysts have long discussed about the industry's
ripeness for consolidation, as it would help limit seat capacity.  That
would provide more pricing power to an industry that recently returned to
profitability.

"It's probably something whose time has come.  There's still a lot of
capacity in the market that maybe shouldn't be, particularly in some of our
markets," Mr. Neeleman told AP.

Meanwhile, JetBlue Airways' chief executive described the service passengers
in Charlotte, North Carolina, had been getting as substandard, AP states.

AP relates that Charlotte is a major hub city for US Airways.

JetBlue Airways disclosed in April that it was launching flights to the
city, AP notes.

AP underscores that Doug Parker, US Airways' chief executive, sent a letter
to his workers, saying, "US Airways is going to be here long after JetBlue."

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

                        *    *    *

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

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

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


JETBLUE AIRWAYS: Federal Aviation Investigating Pilots
------------------------------------------------------
The U.S. Federal Aviation Administration is probing JetBlue Airways Corp.'s
pilots on whether they were working past the eight-hour limit, which pushes
the level of fatigue, WSTM-TV NBC3 reports.

NBC3 relates that JetBlue Airways, however, did not inform passengers that
the pilots were being tested for fatigue with them on board.

The Federal Aviation in Washington told NBC3 that it knew nothing about the
data collection for the test.

According to NBC3, JetBlue Airways received approval from the Federal
Aviation in New York to conduct the test.  But the Washington office said
that was not enough.

The information that JetBlue Airways collected about pilot fatigue is being
analyzed.  Publication of the results is expected in December, NBC3 states.

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

                        *    *    *

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

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

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


PINNACLE: Partners with R. Johnson in Gaming Facility License
-------------------------------------------------------------
Pinnacle Entertainment, Inc., has joined with entrepreneur Robert L. Johnson
as an equity partner in its pursuit of a license for a gaming facility in
Philadelphia.  The agreement formalizes a letter of intent that the partners
signed in July.

Mr. Johnson is the founder of Black Entertainment Television aka BET, the
first African American-owned company listed on the New York Stock Exchange.
He is believed to be the country's first African American billionaire
following the sale of his media holdings to Viacom Inc. in 2000.  He is now
the nation's largest African American hotelier and has interests in a
spectrum of industries, including gaming interests in the Caribbean.  The
RLJ Companies, Johnson's holding company, owns businesses in the media and
entertainment and financial services industries, including Caribbean Gaming
and Entertainment, several private equity funds, a hedge fund of funds,
Urban Trust Bank, Our Stories Films, and an NBA franchise, the Charlotte
Bobcats.

Daniel R. Lee, Pinnacle Entertainment's Chairman and Chief Executive
Officer, said, "We're excited about our partnership with Mr. Johnson, one of
the country's leading businessmen and a legend in the entertainment
industry.  His expertise in communications, hospitality and entertainment
will bring significant additional experience to our project.  Our
discussions began several months ago, and we are pleased to make our
alliance official."

If approved by the Pennsylvania Gaming Control Board, Mr. Johnson would own
approximately one-third of the proposed casino.

Mr. Johnson commented, "Our interests in the hospitality and gaming
industries are an excellent fit with Pinnacle's goals for this project as an
urban entertainment destination.  We bring additional financial strength and
management expertise to the table.  We view Pinnacle as the right partner
based on their experience in both the development and operations of casinos
and their commitment to minority participation.  The Philadelphia market
presents a remarkable investment and a chance to be a key part of the
renaissance of one of America's great cities.  We want to help Pinnacle
create quality entertainment and a focal point that the city richly
deserves."

Pinnacle Entertainment has applied for a license to operate a casino along
the North Delaware riverfront in the Fishtown neighborhood.  The company has
proposed a gaming entertainment complex that includes a multiscreen movie
theatre, water feature/ice skating rink, a premier floating restaurant and a
variety of eateries as well as retail shops and a walking path/promenade.
The initial phase of the project is budgeted at between US$300 million and
US$400 million.

Headquartered in Las Vegas, Nevada, Pinnacle Entertainment,
Inc., (NYSE: PNK) -- http://www.pnkinc.com/-- owns and operates casinos in
Nevada, Louisiana, Indiana and Argentina, owns a hotel in Missouri, receives
lease income from two card club casinos in the Los Angeles metropolitan
area, has been licensed to operate a small casino in the Bahamas, and owns a
casino site and has significant insurance claims related to a
hurricane-damaged casino previously operated in Biloxi, Mississippi.
Pinnacle opened a major casino resort in Lake Charles, Louisiana in May 2005
and a new replacement casino in Neuquen, Argentina, in July 2005.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 4, 2006,
Moody's Investors Service's confirmed Pinnacle Entertainment,
Inc.'s B2 Corporate Family Rating.

At the same time, Standard & Poor's Ratings Services affirmed its 'BB-'
rating and '1' recovery rating following Pinnacle Entertainment Inc.'s
US$250 million senior secured bank facility add-on.




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


INTELSAT LTD: Discovery Communications to Use PAS-12 Satellite
--------------------------------------------------------------
Discovery Communications, Inc., will use Intelsat Ltd.'s PAS-12 satellite to
provide Discovery HD, the company's international high-definition network,
in Europe.  The signing of Discovery Communications as an anchor tenant on
PAS-12 marks the start of a high-powered distribution alternative to new
channels looking to deliver HD programming across Europe.

Using capacity on PAS-12, Discovery Communications will provide distribution
of Discovery HD, which will originate at its European headquarters in
London, to Europe.  GlobeCast Europe will uplink the content at its
Brookman's Park teleport in the UK.  The signing of the new agreement with
Intelsat marks the significant expansion of an already successful
relationship, as Intelsat currently provides distribution capacity for
Discovery to reach its nearly 1.5 billion cumulative subscribers worldwide.

John Honeycutt -- Discovery Communications executive vice president of
media, technology and operations -- stated, "High-definition in Europe is
fast growing and as the leader in HD programming, Discovery will continue to
play a large role in the development and distribution of content and
services utilizing this technology.  We have long relied on Intelsat's
global system to support the implementation of our global distribution
strategy."

Kurt Riegelman, Intelsa senior vice president of Americas sales, noted, "A
programmer the caliber of Discovery Communications committing to anchor our
new HD neighborhood speaks volumes about the confidence it has in our
company and in our system.  Intelsat has played a significant role in the
distribution of HD programming worldwide and is exceedingly dedicated to
furthering the advancement of HD in Europe.  We believe that Discovery's
desire to distribute HD across the continent signifies a healthy and growing
demand which we're committed to facilitating."

Intelsat currently operates the leading HD neighborhood in the U.S. on its
Galaxy 13 satellite.  The establishment of a new HD satellite for Europe is
the company's first step at expanding full-time HD distribution to other
areas of the world.

             About Discovery Communications, Inc.

Discovery Communications, Inc. is the leading global real-world media
company with operations in 170 countries and territories reaching nearly 1.5
billion cumulative subscribers.  DCI's over 100 networks of distinctive
programming represent 29 trusted brands including Discovery Channel, TLC and
Animal Planet.  DCI's other properties consist of Discovery Education and
COSMEO, a revolutionary online homework help service, as well as Discovery
Commerce, which operates more than 100 Discovery Channel Stores in the U.S.
Discovery brings the real world to the whole world through its global
multiplatform initiatives including Discovery Travel Media, Discovery Mobile
and multiple broadband services.

                       About Intelsat

Intelsat, Ltd. - http://www.intelsat.com/-- offers telephony,
corporate network, video and Internet solutions around the globe
via capacity on 25 geosynchronous satellites in prime orbital
locations.  Customers in approximately 200 countries rely on
Intelsat's global satellite, teleport and fiber network for
high-quality connections, global reach and reliability.

On June 12, 2006, Moody's Investor Service affirms Intelsat
(Bermuda) Ltd.'s ratings:

      -- New Guaranteed Sr. Notes: Assigned B2,
      -- New Sr. Notes: Assigned Caa1, and
      -- Sr. Discount Notes, due 2015: Downgraded to Caa1 from
         B3 (these notes will be moved to Intelsat Intermediate
         Holding Company Ltd. Upon closing of the merger).


REFCO INC: Courts Sets Protocol on Plan Confirmation Discovery
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York approves
procedures governing discovery with respect to the confirmation of the
Chapter 11 Plan filed by Refco, Inc., and its debtor-affiliates; Marc S.
Kirschner, the Chapter 11 Trustee for Refco Capital Markets, Ltd.; and the
Joint Sub-Committee of the Official and Additional Committees of Unsecured
Creditors.

Judge Drain authorizes the Plan Proponents to file on or before
Nov. 17, 2006, a list of:

   (a) names of witnesses that the Plan Proponents anticipate
       presenting at the Dec. 15, 2006, Plan confirmation
       hearing; and

   (b) specific area for which the testimony of any witness will
       be offered including any opinions that the witnesses will
       offer, provided that, in the event that the Plan
       Proponents determine the need to supplement their Witness
       List based on a need that was not anticipated at the time
       the list was filed, the Debtors will file a supplement to
       that list on or before Dec. 4, 2006, providing additional
       witnesses and the general areas of testimony to be
       offered.

Notwithstanding a person's designation on the Witness List, the
Plan Proponents will not be required to present any person during the
Confirmation Hearing or precluded from offering witnesses that do not appear
on the Witness List for the limited purpose of rebutting testimony offered
or adduced at the Confirmation Hearing in opposition to Plan confirmation.

Judge Drain overrules the objections raised by the Ad Hoc
Committee of Equity Security Holders and New York Financial LLC
on the discovery procedures.

The Ad Hoc Equity Committee has argued that the procedures (i)
permit the Plan Proponents to surprise objecting parties with
witnesses and evidence, and (ii) do not allow sufficient time for objecting
parties to conduct discovery.

On the Ad Hoc Equity Committee's behalf, Paul N. Silverstein,
Esq., at Andrews Kurth LLP, in New York, pointed out that since
objections to Plan confirmation are due by Dec. 1, 2006,
objecting parties must have a full opportunity to discover the
Plan Proponents' positions and knowledge regarding well-known
confirmation issues, including the allowability of disputed
claims against Refco and the value of parent causes of action.

As it stands, Mr. Silverstein said, objectors are required to
file their confirmation objections before depositions have even
commenced, and well before receiving information necessary to
prepare an objection.  On the other hand, Mr. Silverstein noted,
the Plan Proponents have no deadline to file a response to the
Plan confirmation objections and to state their position on key
issues.  He said their response could be filed the day before
confirmation, raising allegations, claims or defenses that
objectors would not have had an opportunity to properly test
during discovery.

In support of the Ad Hoc Equity Committee's contentions, NY
Financial argued that the protocol "contravenes due process and
constitutes a specious attempt to modify, if not extinguish,
procedural and substantive rights afforded litigants in federal
courts and under prior [Court orders]."

Judge Drain rules that the Plan Proponents may present the
testimony of any designated person by:

   -- direct examination;

   -- use of deposition testimony in accordance with Rule 7032
      of the Federal Rules of Bankruptcy Procedure;

   -- submission of a person's declaration, or the proffer of
      testimony as contained in a previously submitted
      declaration, subject to:

         * the rights of any party that has filed a Plan
           confirmation objection on or before Dec. 1, 2006,
           to object to the presentation; and

         * other rights afforded by the Federal Rules of
           Evidence and applicable law.

Notwithstanding the Objection Deadline, any party-in-interest
who, on or before Nov. 10, 2006, serves a statement of issues
to be raised in opposition to the Plan confirmation, will be
entitled to seek discovery of the Plan Proponents in connection
with the Plan confirmation and the global compromise and
settlement underlying the Plan.  However, nothing will:

   (i) excuse an Eligible Objectant from, on or before the
       Objection Deadline, filing a Confirmation Objection,
       which may include additional issues not raised in the
       Issue Statement;

  (ii) preclude any party-in-interest from seeking discovery of
       any party, other than the Plan Proponents, in connection
       with a timely filed Confirmation Objection; or

(iii) preclude an Eligible Objectant from seeking discovery
       with respect to an issue not on the Eligible Objectant's
       Issue Statement that is identified during the course of
       discovery and could not have been known by the Eligible
       Objectant at the time of the Issue Statement.

Any party-in-interest who does not serve an Issue Statement on or before the
Contested Matter Commencement Date will not be
permitted to seek discovery of the Plan Proponents by any method
in connection with the Plan confirmation.

Judge Drain directs the Plan Proponents to establish an
electronic document depository by Nov. 17, 2006, which will
include all non-privileged documents constituting relevant
information concerning the negotiation of the global compromise
and settlement underlying the Plan.

The Plan Proponents will also prepare a privilege log of all
documents relevant to the negotiation of the global compromise
and settlement underlying the Plan to which any of the Plan
Proponents assert an available privilege, which identifies by
category only the types of documents and communications as to
which privilege is asserted and the nature of the privileged
asserted.  The Privilege Log will be posted in the Document
Depository on or as soon as practicable after Nov. 17, 2006.

Aside from access to the Document Depository, any of the Eligible Objectants
may serve upon the Plan Proponents no later than Nov. 10, 2006, these types
of discovery requests:

   (a) requests for production pursuant to Rule 34 of the
       Federal Rules of Civil Procedure, provided that the Plan
       Proponents will not be required to produce pleadings of
       record in the Debtors' cases or related adversary
       proceedings in response to any Production Request;

   (b) notices for depositions upon oral examination of the
       persons on the Witness List pursuant to Civil Rule 30, to
       be served by Eligible Objectants not later than
       Nov. 27, 2006, and which depositions will commence on
       Dec. 4, 2006; and

   (c) requests for admissions pursuant to Civil Rule 36, solely
       with respect to authentication of documents to be offered
       as exhibits at the Confirmation Hearing.

In the event that a dispute arises concerning any request for
discovery, the party alleging non-compliance with any request
will inform the non-responsive party of that dispute.

The Court will conduct a pre-Confirmation Hearing conference on
Dec. 13, 2006, at 10:00 a.m., in Room 610 of the United
States Customs House, One Bowling Green, in New York, to discuss, among
others, motions in limine and the presentation of
testimony.

In anticipation of the pre-Confirmation Conference, the Plan
Proponents and the objecting parties will each file with the
Court a list of proposed Confirmation Hearing exhibits on or
before Dec. 11, 2006.

A full-text copy of the Court's Plan Confirmation Discovery Order is
available at no charge at http://ResearchArchives.com/t/s?1537

                      About Refco Inc.

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

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

On Oct. 6, 2006, the Debtors filed their Amended Plan and Disclosure
Statement.  On Oct. 16, 2006, the gave its tentative approval on the
Disclosure Statement and on Oct. 20, 2006, the Court Clerk entered the
written disclosure statement order.

The hearing to consider confirmation of Refco, Inc., and its
debtor-affiliates' plan is set for Dec. 15, 2006.  Objections to the plan,
if any, must be in by Dec. 1, 2006.

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

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

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

Refco Commodity Management, Inc., formerly known as CIS
Investments, Inc., a debtor-affiliate of Refco Inc., filed for
chapter 11 protection on Oct. 16, 2006 (Bankr. S.D.N.Y. Case No.
06-12436).  RCMI's exclusive period to file a chapter 11 plan expires on
Feb. 13, 2007.

(Refco Bankruptcy News, Issue No. 48; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or
215/945-7000).


REFCO: GAIN Capital Buys Refco FX's Customer & Marketing List
-------------------------------------------------------------
GAIN Capital Group, LLC entered into a definitive Purchase Agreement with
Refco F/X Associates LLC to purchase the RFXA retail customer account
information and marketing list.  The Purchase Agreement was approved as
submitted by the Honorable Robert D. Drain, U.S. Bankruptcy Court for the
Southern District of New York, at a hearing on Nov. 14, 2006.

Under the terms of the Agreement, privately held GAIN will pay RFXA an
upfront fee of US$750,000 for the entire customer list of approximately
15,000 customer accounts and over 150,000 marketing contacts.  In addition,
GAIN has agreed to further remuneration in the form of an activation fee of
US$100 per account, payable on every account over 4,000 opened before the
2nd anniversary of the closing date.

In addition, GAIN will pay RFXA an Annual Maintenance Fee of 1% of the
average account balance of each Customer, payable on both the 1st and 2nd
anniversaries of the Closing Date.  The Closing Date was on Nov. 16, 2006.

"Under the terms of the proposed bankruptcy plan for Refco Inc, and its
subsidiaries, the proceeds of the sale of the RFXA Customer List will
enhance distributions to be made to creditors of RFXA," said Refco's Chief
Restructuring Officer David Pauker.  "We are pleased to have finalized the
sale to GAIN Capital," continued Mr. Pauker.

"In addition to operating within a solid regulatory framework, GAIN offers
RFXA clients a reliable, full service trading solution and a commitment to
the highest professional standards," said GAIN's Chief Executive Officer
Mark Galant.  GAIN Capital Group and FOREX.com are registered with the
National Futures Association (NFA) as a Futures Commission Merchant (NFA ID
#0339826).

RFXA clients will be given the option to open an account at either GAIN
Capital or at GAIN's retail division, FOREX.com.

As reported in the Troubled Company Reporter on July 3, 2006, RFXA and GAIN
reached a preliminary agreement whereby GAIN would acquire the RFXA retail
customer account information and related assets, subject to Court approval.
On July 26, 2006, the two parties disclosed that the proposed Agreement had
been jointly terminated because the parties were unable to reach terms on a
final asset purchase agreement.  On Oct. 30, 2006, RFXA entered into an
Agreement with Saxobank to purchase the customer list for US$500,000,
subject to higher and better offers.  GAIN and Saxobank participated in an
auction on Nov. 9, 2006 with GAIN ultimately submitting the highest and best
offer for the RFXA customer list.

                   About GAIN Capital Group

Headquartered in Bedminster, New Jersey, GAIN Capital Group --
http://www.gaincapital.com/-- is a leading provider of foreign
exchange services, including direct-access trading and asset
management.  Founded in 1999 by Wall Street veterans, GAIN Capital Group is
one of the largest, most respected firms in the online forex industry,
servicing clients from more than 140 countries and supporting trade volume
in excess of US$100 billion per month.  The company operates sales offices
in New York and Shanghai.

The company operates two full service web portals. FOREX.com
(www.forex.com) services individual investors of all experience
levels with a full-service trading platform, lower account
minimums and extensive education and training.  The company's
flagship service, GAIN Capital focuses on the needs of
professional forex traders, including hedge funds and money
managers.

                      About Refco Inc.

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

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

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

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

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

Refco Commodity Management, Inc., formerly known as CIS
Investments, Inc., a debtor-affiliate of Refco Inc., filed for
chapter 11 protection on Oct. 16, 2006 (Bankr. S.D.N.Y. Case No.
06-12436).


SCOTTISH RE: Earnings Release Cues Moody's to Review Ratings
------------------------------------------------------------
Moody's Investors Service commented that following the recent earnings
release issued by Scottish Re Group Ltd. (Scottish Re; NYSE: SCT, Ba3 senior
unsecured debt), Moody's continues to review the company's ratings with
direction uncertain.

The rating agency added that it anticipates that it will take rating action
on Scottish Re over the very near term, likely by mid this week, by which
time it expects to have more information on the key driver of the outcome of
the review process, which is the probability that Scottish Re will secure an
equity infusion or sign a definitive agreement related to the sale of the
company.

According to the rating agency, the direction of the review indicates the
possibility that Scottish Re's ratings could be downgraded, upgraded or
confirmed depending on future developments at Scottish Re.  The direction of
the ratings review impacts the company's debt ratings and the Baa3 insurance
financial strength ratings of the company's core insurance subsidiaries,
Scottish Annuity & Life Insurance Company (Cayman) Ltd. (SALIC) and Scottish
Re (U.S.), Inc.

If an equity investment in or sale of the company were completed, the
ultimate ratings of the company would depend upon the structure of the deal,
including an analysis of implicit and explicit support provided.  Moody's
added that a limited equity investment in Scottish Re would have less upward
ratings pressure than an outright purchase of the company, with ongoing
explicit or implicit support.

Scott Robinson, Vice President & Senior Credit Officer at Moody's, said,
"While the sales process has taken longer than anticipated, we expect there
to be more definitive information
-- either positive or negative -- on the likely outcome of that process by
next week, at which point we would intend to address the status of our
rating review.  Given the extremely tight liquidity situation at the
company, positive momentum in the sales process is necessary for a favorable
resolution of the rating review.  Any further delay in the process would
likely result in further ratings downgrades."

The rating agency highlighted the risk that certain items may need to be
resolved prior to a sale.  Moody's also noted that a potential investor
could help expedite the resolution of these items.  For example, if
necessary, an investor could help Scottish Re eliminate its credit facility
by helping to secure alternate letters of credit.  Eliminating the credit
facility is important since the agreement limits the movement of funds from
SALIC to the ultimate holding company.  Convertible note holders have the
right to put US$115 million of notes to Scottish Re at par on Dec. 6 and as
a consequence, the company needs to move funds to the holding company prior
to that time to cover the potential call on liquidity.  Notwithstanding the
issues with the credit facility, Moody's emphasized that the sales process
is the key rating issue as it is likely that in conjunction with any
significant investment in Scottish Re, an investor would provide some form
of short-term collateral and/or liquidity support to the company.

Mr. Robinson stated, "failure to raise outside capital would have an
immediate and adverse impact on the ratings of Scottish Re.  While Scottish
could potentially eliminate the bank facility on its own, we believe that
the company would be significantly challenged in a runoff scenario."

On Sept. 5, 2006, Moody's changed the direction of the review on the ratings
of Scottish Re (Ba3 senior unsecured) and the Baa3 IFS ratings of SALIC and
Scottish Re (U.S.), Inc. to direction uncertain from review for possible
downgrade.

Scottish Re Group Limited is a Cayman Islands company with principal
executive offices located in Bermuda; it also has significant operations in
Charlotte NC, Denver CO and Windsor England.  On Sept. 30, 2006, Scottish Re
reported assets of US$13.8 billion and shareholders' equity of US$1.3
billion.


SEA CONTAINERS: Taps Kirkland as Special Conflicts Counsel
----------------------------------------------------------
Sea Containers, Ltd. and its debtor-affiliates ask permission from the U.S.
Bankruptcy Court for the District of Delaware to employ Kirkland & Ellis LLP
as their special conflicts litigation counsel for litigation relating to GE
SeaCO SRL, nunc pro tunc to Oct. 15, 2006.

Edwin S. Hetherington, vice president, general counsel and
secretary of Sea Containers Ltd., states that the Debtors want
Kirkland to prosecute or defend litigation or contested matters
involving GE Capital Corporation and some of its subsidiaries
concerning GE SeaCo and other matters adverse to GE.

Mr. Hetherington notes that the Debtors' general reorganization
and bankruptcy counsel, Sidley Austin LLP, represents GE in
matters wholly unrelated to the Debtors and their Chapter 11
cases.

Because Sidley also represents the Debtors in connection with all
operational and substantive aspects of the Chapter 11
proceedings, including with respect to issues raised by GE, the
Debtors want Kirkland to serve as their special conflicts
litigation counsel to the limited extent that underlying
litigation or certain contested matters are commenced by GE or
the Debtors during the pendency of the Chapter 11 proceedings.

Mr. Hetherington assures the Court that Sidley and Kirkland have
discussed Kirkland's role to avoid duplication of work and
expenses.  The two firms will confer on certain matters to
minimize duplicative efforts and billing.

Kirkland's current hourly rates are:

              Designation                   Hourly Rate
              -----------                   -----------
              Attorneys                   US$295 - US$825
              Paraprofessionals           US$115 - US$255

The firm will also charge the Debtors for all costs and expenses
incurred, including charges on mails, travels, overtime expenses, "working
meals," and other overhead expenses.

Kirkland received a US$100,000 retainer for its prepetition services.

David L. Eaton, Esq., a partner at Kirkland & Ellis, assures the
Court that his firm does not hold or represent any interests
adverse to the Debtors and their estates.

                    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
USUS$1.7 billion in total assets and USUS$1.6 billion in total
debts.  (Sea Containers Bankruptcy News, Issue No. 4; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)


SEA CONTAINERS: Wants to Employ PWC as Investment Banker
--------------------------------------------------------
Sea Containers, Ltd., and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ
PricewaterhouseCoopers LLP as their restructuring advisor, investment
banker, and accounting and tax advisor, nunc pro tunc to Oct. 15, 2006.

Edwin S. Hetherington, vice president, general counsel and
secretary of Sea Containers Ltd., says the Debtors need the
services of seasoned and experienced restructuring advisors,
investment bankers and accounting and tax financial advisors that are
familiar with the Debtors' businesses and operations, the Chapter 11
process, and the various issues related to cross-
border insolvency proceedings.

Since Jan. 2006, PwC has provided a wide range of services to
the Debtors, including reviewing the Company's business plan and
banking agreements, advising the Debtors with respect to certain
accounting matters, assisting the Company in refinancing certain
of its indebtedness, and assisting the Company to sell certain of its
businesses.

Under its Restructuring Services, PwC will:

   (a) marshal information to develop an effective draft
       restructuring plan;

   (b) analyze and outline the Debtors' major potential
       financial restructuring options, including analysis of
       the advantages and disadvantages and summary of major
       issues associated with each option;

   (c) consider the restructuring options with the Debtors and
       their other advisors;

   (d) assist the Debtors to consult and negotiate with key
       financial stakeholders, regulators, rating agencies, and
       other parties, including preparing information and
       accompanying the Debtors to meetings and attending
       meetings on the Debtors' behalf;

   (e) refine the proposed restructuring plan and prepare a
       contingency plan;

   (f) assist the Debtors implement the restructuring plan and
       achieve a Restructuring Transaction;

   (g) negotiate interim amendments to existing debt facilities
       and note indentures, pending the negotiation and
       implementation of a final restructuring, assist the
       Debtors to define and negotiate with relevant parties the
       appropriate amendments while they continue to work on
       definitive restructuring agreements; and

   (h) provide other financial advisory services in relation to
       the restructuring, including seeking any regulatory
       approvals.

Under its Accounting and Tax Advisory Services, PwC will:

   (a) assist in the preparation of the Debtors' financial
       information for distribution to creditors and other
       parties-in-interest, including:

          * 13-week rolling cash flow projections;

          * cash receipts and disbursement analysis for
            inclusion in the monthly operating reports;

          * commentary and variance analysis against budgets of
            company-prepared management accounts;

          * revised short-term and medium-term forecasts and
            business plans identifying any key variances from
            earlier submissions as appropriate;

          * analysis of material asset and liability accounts
            and financial analysis of proposed asset sales for
            which Court approval is sought;

   (b) assist with the identification and implementation of
       short-term cash management procedures;

   (c) assist with the identification and cost/benefit
       evaluation of material contracts and leases to enable
       management to assess, whether to renew or discontinue
       them;

   (d) assist in compiling the Schedules of Assets and
       Liabilities and Statements of Financial Affairs, and in
       the analysis of creditor claims by type, entity and
       individual claim;

   (e) assist in the preparation of information and financial
       analysis necessary for a plan of reorganization,
       including but not limited to assistance in the
       preparation of a pro-forma balance sheet, financial
       projections and a liquidation analysis;

   (f) assist in the preparation of financial information to be
       tabled at meetings with potential investors, banks and
       other secured lenders, the Official Committee of
       Unsecured Creditors, the United States Trustee, other
       parties-in-interest, including but not limited to
       financial projections, sensitivity analysis, recovery
       analysis, and other financial information;

   (g) assist in the preparation and maintenance of the Debtors'
       project plan to coordinate the financial restructuring
       with the operational restructuring program;

   (h) provide advice in the development of an appropriate tax
       structure in conjunction with the development of the
       Debtors' proposed restructuring plan:

          * advice on the tax impact of simplifying the
            inter-company loan position;

          * tax impact of the decision to either fund or not
            fund individual group companies;

          * whether a conversion of debt for equity could result
            in change of ownership issues.  This requires
            understanding of both whether there would be a
            change of ownership for tax purposes and the
            potential downside to any change of ownership;

          * whether there are any tax costs associated with the
            disposals any of the container businesses and
            whether any tax planning could enhance the value of
            the disposals;

          * whether there are any tax costs associated with any
            non-core disposals and whether any tax planning
            could enhance the value of the disposals;

          * withholding tax implications of the proposed
            disposals and refinancing options;

          * the tax impact of transferring assets out of the
            Debtors as part of the restructuring process, should
            this be considered appropriate as a way forward;

          * advice on the tax impact of reorganizing and funding
            the pension deficit;

          * any other points that require tax consideration as
            the more detailed restructuring steps are
            formulated; and

          * general advice to the Debtors on the current tax
            status of the Debtors and Non-Debtor subsidiaries;
            and

   (i) provide advice or testimony on matters arising from PwC's
       work and provide regular updates to the Debtors.

PricewaterhouseCoopers is a multi-national corporate advisory
firm that provides a broad range of corporate advisory services
to its clients including, services pertaining to:

   -- general financial advice;
   -- mergers, acquisitions, and divestitures;
   -- special committee assignments;
   -- capital raising; and
   -- corporate restructurings.

Mr. Hetherington notes PwC has resources and restructuring
expertise in the United Kingdom and other countries throughout
the world.  He adds the firm and its senior professionals have
extensive experience in the reorganization and restructuring of
troubled companies.

PwC will charge a GBP50,000 Restructuring Services monthly fee, a Degearing
Event fee, and a Restructuring Transaction Fee equal to 1.5% of the total
par amount of Restructured Debt.

PwC employees providing restructuring services will keep time
records describing their general daily activities, the identity
of persons performing those activities, and the estimated amount
of time expended on those activities on a daily basis.

The firm will charge the Debtors per hour for Accounting and Tax
Advisory Services:

                 Designation       Hourly Rate
                 -----------       -----------
                 Partner              GBP536
                 Director             GBP442
                 Senior Manager       GBP338
                 Manager              GBP270
                 Executive            GBP212
                 Analyst              GBP130

PwC's accounting and tax professionals will provide a description of the
services rendered and the amount of time spent on each date, in half-hour
increments.

PwC will seek reimbursement for all out-of-pocket expenses,
including reasonable fees and expenses of its counsel, travel and lodging
expenses, word processing charges, messenger and
duplication services, facsimile expenses, and other customary
expenditures incurred.

Before the Petition Date, PwC received approximately GBP4,400,000 for
services rendered and expenses incurred.  PwC will apply any excess amounts
towards fees and expenses that accrue postpetition.

Steven Pearson, a partner at PricewaterhouseCoopers LLP, assures
the Court that PwC is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code, and does not hold or
represent an interest adverse to the Debtors' estates.

                    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
USUS$1.7 billion in total assets and USUS$1.6 billion in total
debts.  (Sea Containers Bankruptcy News, Issue No. 4; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)




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


INTERMEC: Discloses Restructuring Plan to Streamline Operations
---------------------------------------------------------------
Intermec, Inc., disclosed a restructuring plan to reduce costs, streamline
global operations and drive profitability.  The restructuring will align
global functional activities to improve productivity, focus on customer
facing programs to facilitate growth, and control discretionary spending.

Larry D. Brady, chairperson and chief executive officer of Intermec, said,
"The many strategic and ownership changes which have occurred in our
industry require a more aggressive focus on productivity in order to
accelerate our competitive positioning.   While difficult, this
restructuring is essential to establish a more agile and efficient posture
required for competitive success."

Intermec expects to take a total pre-tax restructuring charge of US$7.6
million to US$8.6 million associated with the cost saving initiatives.  The
company expects to record approximately US$6.5 million to US$7.5 million of
the total pre-tax charges in the fourth quarter of 2006, with the remainder
to be incurred in subsequent quarters of 2007.

As part of the restructuring plan, Intermec will be reducing its current
worldwide workforce by approximately 9% by the end of the first quarter of
2007.  The restructuring plan also includes the consolidation of certain
facilities on a global basis.

As a result of the restructuring and cost reduction initiatives, the company
expects to generate annual cost savings of approximately US$22 million to
US$25 million, with approximately 75% of the savings occurring in operating
expenses and the remainder of the savings associated with the cost of sales.
The savings will begin in the fourth quarter of 2006, with substantially all
of the benefit of these cost initiatives expected to be realized by the end
of the first quarter of 2007.  Slightly more than half of the cost savings
are related to the restructuring actions with slightly less than half
related to other cost initiatives and decreased discretionary expenses.

Intermec also reported its EPS outlook for the fourth quarter of 2006.
Fully diluted EPS from continuing operations are expected at US$0.05 with a
range of plus-or-minus US$0.04, including the impact of the anticipated
after-tax restructuring charge of US$0.07 per diluted share.

Intermec Inc. -- http://www.intermec.com/-- develops, manufactures and
integrates technologies that identify, track and manage supply chain assets.
Core technologies include RFID, mobile computing and data collection
systems, bar code printers and label media.

The company has locations in Australia, Bolivia, Brazil, China, France, Hong
Kong, Singapore and the United Kingdom.

                        *    *    *

Standard & Poor's Rating Services raised its ratings on Everett,
Washington-based Intermec Inc. to 'BB-' from 'B+'.  The upgrade reflects
expectations that Intermec will sustain current levels of profitability and
leverage.  S&P said the outlook is stable.


* BOLIVIA: Entrepreneurs Support US Tariff Preferences Extension
----------------------------------------------------------------
The Federation of Private Businesspeople of La Paz told Prensa Latina that
it supports the Bolivian government's procedures in obtaining an extension
of US tariff preferences expiring
Dec. 31.

The group may accompany Bolivian Vice President Alvaro Garcia on a second
visit to US to continue negotiations on the Andean Trade promotion and Drug
Eradication Act, Prensa Latina says, citing Bernd Abendroth, a financier.

The Bolivian vice president lobbied in his first trip to the US for an
extension, of at least two years, of the tariff preferences for the nation's
products.

However, the US made it conditional on negotiating a free trade accord,
which Bolivia rejected, Prensa Latina states.
Mr. Abendroth told Prensa Latina that US democrats will favor benefits for
Bolivia and could even extend them at least a year.

If any agreement is reached, the La Paz municipality would be very affected
as it exports jewels and manufactures, Prensa Latina notes, citing Mr.
Abendroth.

                        *    *    *

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
===========


ALCATEL SA: U.S. Congress Committee Probes Lucent Merger
--------------------------------------------------------
Duncan Hunter, Chairman of the U.S. House Armed Services Committee, has
called Alcatel SA and Lucent Technologies Inc.
to probe into the implication of the companies' US$10.6-billion merger deal
on national security, The Financial Times says.

The hearing included a testimony from government officials who are reviewing
the merger deal, FT adds.  The Committee on Foreign Investment in the U.S.,
which scrutinizes foreign takeovers, is wrapping up its review on the deal.

According to FT, the hearing, which could lead to a wider vet or a backlash
similar to against Dubai Ports World's failed takeover of five port
terminals this year, would pressure both the deal and White House officials.

Alcatel and Lucent, FT relates, tried earlier to prevent a congressional
probe into the deal by:

   -- launching a lobbying campaign; and

   -- submitting a plan to isolate Lucent's sensitive government
      contracts from Alcatel's operations by forming a separate
      unit -- which would be supervised by three Clinton
      administration defense and intelligence officials.

                   About Lucent Technologies

Headquartered in Murray Hill, New Jersey, Lucent Technologies
(NYSE: LU) -- http://www.lucent.com/-- designs and delivers the systems,
services and software that drive next-generation communications networks.
Backed by Bell Labs research and development, Lucent uses its strengths in
mobility, optical, software, data and voice networking technologies, as well
as services, to create new revenue-generating opportunities for its
customers, while enabling them to quickly deploy and better manage their
networks.  Lucent's customer base includes communications service providers,
governments and enterprises worldwide.

Lucent also operates in Austria, Belgium, China, Czech republic, Denmark,
France, Germany, India, Ireland, Japan, Korean, Brazil, CIS, the
Netherlands, Poland, Slovak Republic, Spain, Sweden, Switzerland, Russia,
and the United Kingdom.

                         About Alcatel

Headquartered in Paris, France, Alcatel SA (Paris: CGEP.PA and NYSE: ALA) --
http://www.alcatel.com/-- provides communications  solutions to
telecommunication carriers, Internet service providers and enterprises for
delivery of voice, data and video applications to their customers or
employees.  Alcatel brings its leading position in fixed and mobile
broadband networks, applications and services, to help its partners and
customers build a user-centric broadband world.  With sales of EUR13.1
billion and 58,000 employees in 2005, Alcatel operates in more than 130
countries, including Brazil and Mexico in Latin America.

Moody's Investors Service has placed the Ba1 long-term debt ratings of
Alcatel SA on review for possible downgrade following its definitive
agreement to merge with Lucent Technologies (rated B1).  The ratings placed
on review include Alcatel's senior, unsecured Eurobonds, convertible bonds,
Euro-medium term notes, its EUR1.0 billion revolving credit facility and its
corporate family rating, all at Ba1 currently.  Alcatel's rating for
short-term debt was affirmed at Not-Prime.

In March 2006, Standard & Poor's Services placed its 'BB' long-
term corporate credit rating on France-based telecommunications
equipment maker Alcatel on CreditWatch with negative implications.


ALCATEL SA: Inks Deal to Develop Mobile TV Handsets with Samsung
----------------------------------------------------------------Alcatel SA
and Samsung Electronics have agreed to develop mobile handsets compatible
with the evolution of the DVB-H standard in the S-Band.  This is part of
Alcatel's Unlimited Mobile TV solution.

Alcatel and Samsung will collaborate on interoperability testing in order to
deliver a seamless end-to-end solution to operators and a high quality
Mobile TV service to end-users.  Both companies will support the
standardization process of this solution in the DVB Forum undertaken in the
DVB-SSP (Satellite Services for Portable devices) Ad-Hoc Group, and join
forces to market their combined solution.

The solution in the S-Band allows complete territory coverage for Mobile TV
at the scale of a country or even a continent, including inside buildings.
Besides, this solution is compatible with DVB-H in UHF, which also enables
the development of dual-mode UHF/ S-Band Mobile TV terminals.

"Samsung values its new cooperation with Alcatel for handsets in the S-Band,
as it opens the door to a significant new business opportunity for Samsung
in Europe," Kwang Suk Hyun, Senior Vice President of Samsung, stated.
"S-Band is a solution of choice in Europe for Mobile TV deployment and
Samsung intends to be a major player in this business."

"We welcome Samsung as a new key stakeholder in the S-Band ecosystem for
broadcast Mobile TV, as they enjoy a track record in fast Mobile TV handset
development and go-to-market capability," Olivier Coste, President of
Alcatel's mobile broadcast activities, added.  "Samsung's endorsement of our
hybrid mobile TV solution in the S-Band also demonstrates the attractiveness
of this option for the Mobile TV industry at large."

                  About Samsung Electronics

Headquartered in Seoul, South Korea, Samsung Electronics Co., Ltd. --
http://www.samsung.com/-- is a global leader in semiconductor,
telecommunication, digital media and digital convergence technologies with
2005 parent company sales of USD56.7 billion and net income of US$7.5
billion.

                       About Alcatel

Headquartered in Paris, France, Alcatel SA (Paris: CGEP.PA and NYSE: ALA) --
http://www.alcatel.com/-- provides communications  solutions to
telecommunication carriers, Internet service providers and enterprises for
delivery of voice, data and video applications to their customers or
employees.  Alcatel brings its leading position in fixed and mobile
broadband networks, applications and services, to help its partners and
customers build a user-centric broadband world.  With sales of EUR13.1
billion and 58,000 employees in 2005, Alcatel operates in more than 130
countries, including Brazil and Mexico in Latin America.

Moody's Investors Service has placed the Ba1 long-term debt ratings of
Alcatel SA on review for possible downgrade following its definitive
agreement to merge with Lucent Technologies (rated B1).  The ratings placed
on review include Alcatel's senior, unsecured Eurobonds, convertible bonds,
Euro-medium term notes, its EUR1.0 billion revolving credit facility and its
corporate family rating, all at Ba1 currently.  Alcatel's rating for
short-term debt was affirmed at Not-Prime.

In March 2006, Standard & Poor's Services placed its 'BB' long-
term corporate credit rating on France-based telecommunications
equipment maker Alcatel on CreditWatch with negative implications.


BANCO BRADESCO: Offering Insurance Through Casa Bahia Alliance
--------------------------------------------------------------
Banco Bradesco will offer insurance through its private label credit card
partnership with Casa Bahia by February or March 2007, Agencia Estado
reports.

Business News Americas relates that Banco Bradesco will offer various
products with credit card holders from the partnership including
unemployment insurance, which pays for bills and expenses when the
policyholder loses job.

According to BNamericas, cardholders can pay utility bills and apply for
personal loans at Casa Bahia outlets.

BNamericas underscores that the partnership has 1 million cards in
circulation.

Banco Bradesco expects the collaboration to yield 1.3 million cards in
circulation before 2006 ends, and about 4 million cards in circulation by
the end of 2007, BNamericas states.

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

                        *    *    *

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

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

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

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

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

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

   -- Support rating affirmed at '4';

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

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


BLOUNT: Downturn in Results Prompts S&P to Revise Rating Outlook
----------------------------------------------------------------
Standard & Poor's Rating Services revised its outlook on Portland,
Oregon-based Blount Inc. to negative from stable.

At the same time, Standard & Poor's affirmed its ratings on the company,
including its 'BB-' corporate credit rating.  The company had total balance
sheet debt of over US$377 million at Sept. 30, 2006.

"The outlook revision reflects the downturn in Blount's operating results
primarily due to weakness in the timber harvesting equipment end-market,"
said Standard & Poor's credit analyst Dan Picciotto.

However, the company has pursued some cost-savings initiatives and has paid
down debt somewhat offsetting the negative results.  Still, a prolonged
cyclical decline could negatively impact credit metrics.

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.


CIA SIDERURUGICA: ISS Pushes Better Offer of Wheeling-Pittsburgh
----------------------------------------------------------------
Institutional Shareholder Services or ISS, one of the providers of proxy
advisory services, has issued a new report in which it declared Companhia
Siderurgica Nacional's enhanced proposal on Nov. 14, 2006, to shareholders
of Wheeling-Pittsburgh Corp. a "better alternative."

Marcos Lutz, Vice President for Infrastructure and Energy, Companhia
Siderurgica Nacional, said, "We understand that ISS' stated policy is not to
change formal recommendations so close to a meeting date, particularly in a
fluid situation, and so we are extremely pleased with ISS's statement that
it deems our proposal a better alternative.  ISS evidently has seen through
the barrage of rhetoric, and it recognizes that our enhanced proposal will
create the most value for Wheeling- Pittsburgh shareholders.  We hope all
shareholders will now re-elect Wheeling- Pittsburgh's director nominees to
the Board of Directors at its annual meeting of shareholders tomorrow."

In its updated report, ISS concludes that the revised proposal addresses
most of its concerns with the initial offer.  Specifically, ISS said that
the advantages that Companhia Siderurgica's offer provides include:

   -- Higher underlying equity valuation

      The additional US$50 million in cash injection should
      improve Wheeling-Pittsburgh's liquidity situation.
      Moreover, as it does not increase Companhia Siderurgica's
      equity ownership in the company, ISS considers it to have
      the same effect as increasing the underlying offer price
      for Wheeling-Pittsburgh's shares.

   -- Increase in redemption price for B shares

      Assuming, 7-8 percent discount rate (these rates have
      been used by Esmark in their presentation), the present
      value of the revised US$32/share redemption price for B
      shares comes to US$23.5-24.4 per share.  The present value
      compares favorably against the $20/share share buy-back
      that Esmark has proposed.  Also, the revised proposal
      answers ISS' initial questions on B shares, by providing
      greater information on the liquidity, marketability, and
      depositary mechanics.  The new B shares are expected to be
      listed on the NASDAQ exchange and would be held in a
      depository.

   -- Reduced leverage

      By reducing the amount of convertible debt to US$175
      million and by injecting US$50 million in new cash, the
      revised proposal increases net debt by US$125 million,
      compared with US$225 million previously.  ISS believes
      that the lower level of net debt may be more manageable,
      and does not significantly affect WP's leverage.

   -- Rights issue

      The revised offer now entitles existing Wheeling-
      Pittsburgh shareholders, who opt for A shares in the new
      combined company, to subscribe to rights issue at
      US$19/share for up to 4.6 million shares.  ISS believes
      that the ability to subscribe to the rights issue allows
      class A shareholders to participate in the potential
      upside of the company.

      More importantly, ISS believes that this proposal, now
      makes the offer comparable to the Esmark offer in terms of
      shareholders ability to participate in the upside by
      subscribing to rights issue, at a potentially discounted
      price.

   -- Strong credentials of Companhia Siderurgica designees

      Wheeling-Pittsburghhas also disclosed the names,
      experience and background of Companhia Siderurgica
      designees for the new board, assuming the WP/CSN
      transaction is consummated.  ISS believes that all three
      designees would bring relevant experience to the board.
      Given the background and experience of Companhia
      Siderurgica's designees, ISS is no longer concerned about
      the potential lack of steel experience on the proposed
      WP/CSN board.

Further, Companhia Siderurgica noted the recent disclosure by
Wheeling-Pittsburgh that the change of control provisions of
Wheeling-Pittsburgh's credit facility will be triggered by the election of
the Esmark director-nominees.

Shareholders who have questions or need assistance in voting their GOLD
proxy card for the Wheeling-Pittsburgh director-nominees may contact
Wheeling-Pittsburgh's proxy solicitors at:

          Georgeson Shareholder
          Tel: (800) 843- 1451 (toll-free)


                 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: Seeking Other Mergers If Wheeling Fails
--------------------------------------------------------------
Companhia Siderurgica Nacional is likely to seek for other mergers and
acquisitions in the United States if the proposed merger with
Wheeling-Pittsburgh fails, Business News Americas reports, citing an analyst
with Planner Corretora.

BNamericas relates that Companhia Siderurgica's proposal to merge its North
American assets with Wheeling-Pittsburgh is being strongly opposed by the
United Steelworkers union and some shareholders of Wheeling-Pittsburgh.

According to BNamericas, Companhia Siderurgica has improved its proposal for
the second time to succeed in its deal.

The analyst told BNamericas, "I believe CSN (Companhia Siderurgica) will
continue to insist in the US if the Wheeling merger does not go through."

Companhia Siderurgica would have to learn more about the North American
market to succeed in the region, BNamericas says, citing the analyst.

BNamericas underscores that Companhia Siderurgica would not likely aim for
assets in other continents or regions.

"I think that, at another moment, CSN could look again at Europe," the
analyst told BNamericas.

                 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 DE BEBIDAS: Board Oks BRL1 Bil. Share Buyback Program
---------------------------------------------------------------
Companhia de Bebidas das Americas aka Ambev's board of directors approved on
Nov. 14, 2006, a share buy back program in the aggregate amount of BRL1
billion.  This is for treasury stock purposes and cancellation and
subsequent disposition during the next 360 days.

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

                        *    *    *

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


COREL: Slapped with Copyright Infringement Lawsuit by Entrust
-------------------------------------------------------------
Entrust Inc. filed a copyright infringement lawsuit against Corel Corp.
alleging that Corel and its resellers have distributed Entrust software in
various Corel WordPerfect products without a license to do so.

The complaint cited copying and distribution of Entrust security technology
in multiple products in Corel's WordPerfect portfolio without license and
without paying applicable fees for those rights.  These Entrust products
help organizations protect sensitive information from unauthorized access
and modification.  The claim also alleges violation of the Virginia Business
Conspiracy Act.

The lawsuit was filed in the United States District Court for the Eastern
District of Virginia on Nov. 13, 2006.

Entrust alleged that Corel distributed Entrust's Authority File Toolkit
software with Corel's suite of Wordperfect products.

The Toolkit software allows an application to digitally sign, encrypt, and
time-stamp documents.

                     About Entrust Inc.

Dallas, Tex.-based Entrust Inc. (NASDAQ: ENTU) -- http://www.entrust.com/--  
offers SSL Certificates, e-mail security, data protection, Public-Key
Infrastructure, strong authentication, and other security products and
services.

                      About Corel Corp.

Headquartered in Ottawa, Ontario, Corel Corp. (NASDAQ:CREL) (TSX:CRE) --
http://www.corel.com/-- is a packaged software  company with an estimated
installed base of over 40 million users.  The company provides productivity,
graphics and digital imaging software.  Its products are sold in over 75
countries through a scalable distribution platform comprised of original
equipment manufacturers, Corel's international websites, and a global
network of resellers and retailers.  The company's product portfolio
features CorelDRAW(R) Graphics Suite, Corel(R) WordPerfect(R) Office,
WinZip(R), Corel(R) Paint Shop(R) Pro, and Corel Painter(TM).

The company has operations in Germany, Italy, the United Kingdom, Australia,
Japan, Korea, Brazil, and Mexico, among others.

The Troubled Company Reporter - Asia Pacific reports that Standard & Poor's
Ratings Services affirmed its 'B' long-term corporate credit and senior
secured debt ratings on Canada-based packaged software company, Corel Corp.,
following the company's announcement to acquire California-based digital
media software vendor, InterVideo Inc.

At the same time, Standard & Poor's affirmed its 'B' bank loan rating, with
a recovery rating of '3', on the company's US$265 million credit facility,
which was increased by US$100 million to partially finance the acquisition.
The '3' recovery rating indicates a meaningful recovery of principal
(50%-80%) by lenders in the event of default. The outlook is positive.

The Troubled Company Reporter Asia Pacific reports that in connection with
Moody's Investors Service's implementation of its new Probability-of-Default
and Loss-Given-Default rating methodology for the U.S. Technology Software
sectors this week, the rating agency confirmed its Caa1 Corporate Family
Rating for Corel Corporation.

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

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   US$75 Million
   Senior Secured
   Revolving Credit
   Facility due 2011      B3       B3      LGD3       33%

   US$90 Million
   Senior Secured
   First Lien
   due 2012               B3       B3      LGD3       33%


SANMINA-SCI: Issues Non-GAAP Financial Guidance for Fiscal 2006
---------------------------------------------------------------
Sanmina-SCI Corp. issued non-GAAP financial guidance for fiscal year ended
Sept. 30, 2006, and its first fiscal quarter 2007.

On Oct. 12, 2006, a Special Committee of the Board of Directors reported its
findings after completing an extensive investigation into the company's
stock option administration policies and practices dating back to Jan. 1,
1997.  The company expects that it will need to record additional
stock-based compensation expenses, which will largely be of a non-cash
nature, as a result of the investigation's findings.  The non-GAAP guidance
herein is being issued because the company's financial statements on a GAAP
basis are not available at this time as they are presently undergoing
restatement and are subject to completion of the annual audit.

For the fourth quarter, the company reported revenue of US$2.72 billion,
compared with US$2.71 billion in the third fiscal quarter ended July 1,
2006, and US$2.77 billion in the fourth quarter of fiscal 2005, ended Oct.
1, 2005.  Revenue for fiscal year 2006 amounted to US$11.0 billion compared
with US$11.7 billion in fiscal 2005.

         Non-GAAP Financial Guidance for Fiscal 2006:

The financial guidance has not been prepared on the basis of generally
accepted accounting principles.

Pending the results of the company's restatement and completion of the
annual audit, the company expects to report the following financial results
for its fourth fiscal quarter ended
Sept. 30, 2006, a net (loss)/earnings per share in the range of US$(0.01) to
US$0.01, gross margins of approximately 4.8% and operating margins of
approximately 1.2%.  Results for the quarter were unfavorably impacted
primarily by the company's decision to exit certain product-lines related to
the realignment of its Original Design Manufacturing businesses.

On a similar basis, the company expects to report for its third quarter
ended July 1, 2006, earnings per share of US$0.07, gross margins of 6.1% and
operating margins of 2.6%.  These metrics are consistent with previous
guidance issued on July 17, 2006.

For fiscal year 2006, the company expects to report earnings per share in
the range of US$0.18 to US$0.20, gross margins of approximately 5.8% and
operating margins of approximately 2.2%.

               Selected Non-GAAP Financials

(US$ in Millions)     Q3:2006          Q4:2006        FY2006

Non-GAAP Guidance:
Revenue                $2,708           $2,717       $10,955
Gross margin            6.1%            -4.8%          -5.8%
Operating margin        2.6%            -1.2%          -2.2%
Earnings/(loss)
per share              $0.07       $(0.01)-$0.01   $0.18-$0.20

Account Balances:
Cash                     $563            $492           $492
Accounts receivable    $1,584          $1,526         $1,526
Inventory              $1,252          $1,318         $1,318
Accounts payable       $1,550          $1,495         $1,495

The foregoing guidance excludes:

   -- integration and restructuring costs,

   -- impairment charges,

   -- other infrequent or unusual items,

   -- non-cash interest,

   -- expenses incurred related to the company's stock option
      investigation,

   -- loss on extinguishment of debt and

   -- amortization expense.

In addition to the above items, fiscal 2006 non-GAAP results do not include
stock-based compensation expenses.

Fourth quarter non-GAAP guidance excludes:

   -- restructuring costs of US$6.7 million,

   -- impairment charges of US$9.1 million,

   -- amortization expense of US$3.7 million,

   -- US$10.9 million of costs associated with the company's
      stock option investigation,

   -- stock compensation costs and

   -- other items.

Third quarter non-GAAP guidance excludes:

   -- restructuring costs of US$69.3 million,
   -- amortization expense of US$2.2 million,
   -- stock compensation costs and
   -- other items.

       ODM Realignment and Separation of PC Business

The company disclosed that it will realign its ODM business model, shifting
its focus towards Joint Development Manufacturing services to better assist
its OEM customers in developing and introducing new products to the market
that are more closely aligned to the needs of their end-customers.

The company would also create a more separable personal and business
computing business unit.  This unit will include the company's personal
computing and low-end servers and storage businesses, their related BTO/CTO
operations and their associated logistics activities.  The creation of a
more separable personal and business computing business unit will enhance
the company's capability and flexibility in pursuing other strategic
alliances that can accelerate the pursuit of component vertical integration,
product design and growth opportunities.  It will also allow the company to
consider potential strategic opportunities to maximize the value of its
personal and business computing business.

"I am confident the realignment of our operations will boost efficiencies
and greatly improve our ability to service our customers.  Our continued
commitment to delivering high quality and innovative technology facilitated
the capture of significant wins from both new and existing customers over
the last year.  These new programs should drive us to greater profitability
in fiscal 2007 and we are optimistic about our prospects for future growth,"
said Jure Sola, Chief Executive Officer and Chairman of the company.

In connection with the company's strategy to realign its ODM business,
separate the personal and business computing business and potential
consolidations of operations in higher-cost geographies to further enhance
profitability, the company expects that it will record additional charges of
US$125 to US$150 million related to these anticipated actions during fiscal
year 2007.

            First Quarter Fiscal 2007 Guidance

Sanmina-SCI expects first quarter revenue to be in the range of US$2.70
billion to US$2.85 billion and earnings per share, on a non-GAAP basis, to
be between US$0.06 and US$0.08.

        Results Subject to Significant Adjustment

The non-GAAP financial information contained in this press release is
preliminary.  The company's GAAP financial results are presently undergoing
restatement and are subject to completion of the annual audit.  The company
expects to file its restated GAAP financial statements on or before Dec. 13,
2006, at which time the company will also provide a reconciliation to the
non-GAAP guidance disclosed in this release.

Headquartered in San Jose, California, Sanmina-SCI Corp. is one
of the largest electronics contract manufacturing services companies
providing a full spectrum of integrated, value added solutions.  In Europe,
the company has operations in Finland, France, Ireland, Germany, Sweden,
Hungary, and Spain. In Latin America, it operates in Brazil and Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 20, 2006, Standard &
Poor's Ratings Services assigned its 'BB-' rating to Sanmina-SCI Corp.'s
US$600 million senior unsecured term loan, which matures Jan. 31, 2008.  In
addition, this rating was placed on CreditWatch with negative implications.


TELE NORTE: Will Hold Second Extraordinary Shareholders Meeting
---------------------------------------------------------------
Tele Norte Leste Participacoes SA said in a statement that it will hold its
second extraordinary shareholders meeting on
Nov. 24 to decide on the firm's corporate restructuring plan.

As reported in the Troubled Company Reporter-Latin America on Nov. 15, 2006,
the corporate restructuring plan of Tele Norte was not approved as the Nov.
13 shareholder meeting did not have quorum.  For a valid decision on the
restructuring plan, Tele Norte needed 50% plus one of preferential
shareholders to attend.  However, 29.17% of the shareholders turned up for
the meeting.  As previously reported, Anatel, the telecoms regulator in
Brazil, said in a statement that it authorized Tele Norte's corporate
restructuring plan.  Once the plan gets the shareholders' approval at a
shareholders meeting, Tele Norte will be able to:

          -- simplify the structure of its three units:

             * Telemar Participacoes,
             * Tele Norte Leste Participacoes, and
             * Telemar Norte Leste; and

          -- bring its shareholders together under one company
             called Oi Particicoes.

The operation would involve a major share exchange program, with
each preferential share (without voting rights) being exchanged
for an ordinary share.

If a quorum is still not achieved, the shareholders will hold a third
meeting on Nov. 27, Business News Americas reports.

Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste
Participacoes SA -- http://www.telemar.com.br-- is a provider
of fixed-line telecommunications services in South America.  The
company markets its services under its Telemar brand name.  Tele
Norte's subsidiaries include:

          -- Telemar Norte Leste SA,
          -- TNL PCS SA,
          -- Telemar Internet Ltda., and
          -- Companhia AIX Participacoes SA.

                        *    *    *

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




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


BIT FIRST: Creditors Must Submit Proofs of Claim by Nov. 22
-----------------------------------------------------------
Bit First Corp.'s creditors are required to submit proofs of claim by Nov.
22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Bit First's shareholders agreed on Oct. 3, 2006, for the company's voluntary
liquidation under Section 135 of the Companies Law (2004 Revision) of the
Cayman Islands.


CATYA INVESTMENTS: Last Day for Filing of Claims Is on Nov. 22
--------------------------------------------------------------
Catya Investments Ltd.'s creditors are required to submit proofs of claim by
Nov. 22, 2006, to the company's liquidator:

          Jose Luis Rodriquez Alvarez
          BBVA LuxInvest S.A.
          76, Avenue de la Liberte
          L-1930 Luxembourg

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Catya Investments' shareholders agreed on Oct. 3, 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:

          Ansbacher Trustees (Cayman) Limited
          Artemis House, 67 Fort Street, George Town
          Grand Cayman, Cayman Islands


EQUITY STATISTICAL: Shareholders Convene for Final Meeting Today
----------------------------------------------------------------
Equity Statistical Arbitrage, Ltd.'s final shareholders meeting will be at
10:00 a.m., today, at:

          Ogier, Attorneys
          Queensgate House, South 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:

          Ogier
          Attn: Sophie Gray
          Queensgate House, South Church Street
          Grand Cayman, Cayman Islands
          Tel: (345) 949 9876
          Fax: (345) 949 1986


EVERGREEN PRIVATE: Proofs of Claim Must be Submitted by Nov. 22
---------------------------------------------------------------
Evergreen Private Investment Funds - Managed Strategies, Offshore, Ltd.'s
creditors are required to submit proofs of claim by Nov. 22, 2006, to the
company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Evergreen Private's shareholders agreed on Oct. 18, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law (2004 Revision)
of the Cayman Islands.


FERTINITRO FINANCE: Moody's Reviews B3 Rating & May Downgrade
-------------------------------------------------------------
Moody's Investors Service placed the B3 rating of FertiNitro Finance Inc.'s
US$250 million 8.29% senior secured notes due 2020 on review for downgrade.

The review was prompted by a report from the project's management that it
did not receive a completed deferred second reliability test certificate
from its independent engineers, as required under the bond indenture.  This
non-certification event results from the independent engineer's assessment
that a manufacturing defect in certain equipment at the FertiNitro complex
could result in unexpected repairs that extend the plant's downtime limits
beyond expectations.  The non-certification will also trigger a US$50
million permanent repayment of senior bank debt to lenders by Nov. 30, 2006.

With a reported US$156 million of available and restricted cash on hand at
Oct. 31, 2006, Moody's expects that FertiNitro will have adequate liquidity
to make the required US$50 million payment.

However, given the ongoing requirement to pre-fund its debt service reserve
to meet interest and principal payments, the project's liquidity will be
somewhat weakened.

Although Moody's believes the cost involved to remedy the problems, related
to water coolers in the ammonia plants, is manageable, the unpredictability
of when this corrective action would take place, and the days of downtime
required, are unclear.  The potential for increased future downtime
notwithstanding, the project's current production levels have shown
consistent results with output at approximately 97% of budget for ammonia
and urea year to date.

Moody's review will primarily consider the timing and potential economic
impact any remedial action would have.

Given the 35% ownership position of the project held by Pequiven, a
subsidiary of Venezuelan government owned Petroleos de Venezuela, FertiNitro
is a government-related issuer in accordance with Moody's rating methodology
entitled "The Application of Joint Default Analysis to Government-Related
Issuers".

As such, the ratings of FertiNitro currently reflect the combination of
these inputs:

   -- a baseline credit assessment range of 17-19;
   -- the current B1 foreign currency rating of Venezuela;
   -- low dependence; and,
   -- low support.

The baseline credit assessment range of 17-19 represents the project's
historically challenged operating history, location in Venezuela and the
associated potential for socio-economic unrest, position of weakness with
its gas supplier, Venezuelan government owned PDVSA and relatively weak but
improving cash flows.  More positively, the rating recognizes the project's
good location for accessing both U.S. and South American markets, off-take
agreements with its sponsors, and current relatively low-cost gas feedstock
supply.

FertiNitro Finance, Inc. is a Cayman Islands special purpose financing
vehicle for the US$1 billion ammonia and urea project located in Venezuela.
The project is designed to produce ammonia and urea, primarily from
domestically sourced methane gas feed-stocks.


GEM INVESTMENT: Deadline for Submission of Claims Is on Nov. 24
---------------------------------------------------------------
Gem Investment Fund's creditors are required to submit proofs of claim by
Nov. 24, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 24 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Gem Investment's shareholders agreed on Oct. 9, 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:

            Jyoti Choi
            P.O. Box 258
            Grand Cayman, Cayman Islands
            Tel: (345) 914 8657
            Fax: (345) 945 4237


IVY MA HOLDINGS (2): Last Day to File Proofs of Claim Is Nov. 22
----------------------------------------------------------------
Ivy Ma Holdings Cayman 2, Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Ivy Ma's shareholders agreed on Oct. 4, 2006, for the company's voluntary
liquidation under Section 135 of the Companies Law (2004 Revision) of the
Cayman Islands.


IVY MA HOLDINGS (3): Claims Filing Deadline Is Set for Nov. 22
-------------------------------------------------------------
Ivy Ma Holdings Cayman 3, Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Ivy Ma's shareholders agreed on Oct. 4, 2006, for the company's voluntary
liquidation under Section 135 of the Companies Law (2004 Revision) of the
Cayman Islands.


IVY MA HOLDINGS (4): Proofs of Claim Filing Is Until Nov. 22
------------------------------------------------------------
Ivy Ma Holdings Cayman 4, Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Ivy Ma's shareholders agreed on Oct. 4, 2006, for the company's voluntary
liquidation under Section 135 of the Companies Law (2004 Revision) of the
Cayman Islands.


IVY MA HOLDINGS (6): Proofs of Claim Must be Filed by Nov. 22
-------------------------------------------------------------
Ivy Ma Holdings Cayman 6, Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Ivy Ma's shareholders agreed on Oct. 4, 2006, for the company's voluntary
liquidation under Section 135 of the Companies Law (2004 Revision) of the
Cayman Islands.


IVY MA HOLDINGS (7): Filing of Proofs of Claim Is Until Nov. 22
---------------------------------------------------------------
Ivy Ma Holdings Cayman 7, Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Ivy Ma's shareholders agreed on Oct. 4, 2006, for the company's voluntary
liquidation under Section 135 of the Companies Law (2004 Revision) of the
Cayman Islands.


J.N. INVESTMENT: Last Day to File Proofs of Claim Is on Nov. 22
---------------------------------------------------------------
J.N. Investment Holding Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

J.N. Investment's shareholders agreed on Oct. 20, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law (2004 Revision)
of the Cayman Islands.


JOBALI LTD: Shareholders to Convene for Final Meeting Tomorrow
--------------------------------------------------------------
Jobali Ltd.'s final shareholders meeting will be tomorrow at 10:00 a.m. at
the company's registered office.

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:

          Condor Nominees Ltd.
          c/o Barclays Private Bank & Trust (Cayman) Limited
          4th Floor FirstCaribbean House
          25 Main Street, George Town
          Grand Cayman, Cayman Islands


KAL JAPAN: Last Day for Proofs of Claim Filing Is on Nov. 22
------------------------------------------------------------
Kal Japan Abs 1 Cayman Ltd.'s creditors are required to submit proofs of
claim by Nov. 22, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Kal Japan's shareholders agreed on Oct. 19, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law (2004 Revision)
of the Cayman Islands.


MARICO LTD: Calls Shareholders for Final Meeting Tomorrow
---------------------------------------------------------
Marico Ltd.'s final shareholders meeting will be tomorrow at 10:00 a.m. at
the company's registered office.

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:

          Condor Nominees Ltd.
          c/o Barclays Private Bank & Trust (Cayman) Limited
          4th Floor FirstCaribbean House
          25 Main Street, George Town
          Grand Cayman, Cayman Islands


NICHOLAS-APPLEGATE: Final Shareholders Meeting Is Tomorrow
----------------------------------------------------------
Nicholas-Applegate U.S. Convertible Arbitrage Fund, Ltd.'s final
shareholders meeting will be tomorrow at 10:00 a.m., at the company's
registered office.

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:

          Q&H Nominees Ltd.
          Attn: Greg Link
          P.O. Box 1348, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 4123
          Fax: (345) 949 4647


RED HILL: Creditors Have Until Nov. 22 to File Proofs of Claim
--------------------------------------------------------------
Red Hill Capital Ltd.'s creditors are required to submit proofs of claim by
Nov. 22, 2006, to the company's liquidator:

          David Dyer
          Deutsche Bank (Cayman) Limited
          P.O. Box 1984GT, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 22 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Red Hill's shareholders agreed on Sept. 15, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law (2004 Revision)
of the Cayman Islands.


SAPIC 98 (31): Shareholders Gather for Final Meeting Today
----------------------------------------------------------
Sapic 98 Reference Fund (31) Ltd.'s final shareholders meeting will be at
10:30 a.m., today, at the company's registered office.

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:

          Lawrence Edwards
          Attn: Jodi Jones
          P.O. Box 258, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 914 8694
          Fax: (345) 945 4237


SAPIC 98 (36): Shareholders Convene for Final Meeting Today
-----------------------------------------------------------
Sapic 98 Reference Fund (36) Ltd.'s final shareholders meeting will be at
11:00 a.m., today, at the company's registered office.

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:

          Lawrence Edwards
          Attn: Jodi Jones
          P.O. Box 258, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 914 8694
          Fax: (345) 945 4237


TEH INTERNATIONAL: Claims Filing Deadline Is Set for Nov. 23
------------------------------------------------------------
Teh International Finance Ltd.'s creditors are required to submit proofs of
claim by Nov. 23, 2006, to the company's liquidator:

          Fong Yew Kong
          Charles Adams, Ritchie & Duckworth
          P.O. Box 709GT, Zephyr House
          Mary Street, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Nov. 23 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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


TERGAON FUND: Deadline for Filing of Proofs of Claim Is Nov. 23
---------------------------------------------------------------
Tergaon Fund Ltd.'s creditors are required to submit proofs of claim by Nov.
23, 2006, to the company's liquidator:

          Adam de Domenico
          2062 Portomaso
          Malta

Creditors who are not able to comply with the Nov. 23 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Tergaon Fund's shareholders agreed on Sept. 30, 2006, for the company's
voluntary liquidation under Section 135 of the Companies Law (2004 Revision)
of the Cayman Islands.


TORNADO FUNDING: Calls Shareholders for Final Meeting Today
-----------------------------------------------------------
Tornado Funding Ltd.'s final shareholders meeting will be at 10:30 a.m.,
today, at:

          HSBC Financial Services (Cayman) Limited
          P.O. Box 1109
          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 liquidators can be reached at:

          Cereita Lawrence
          Janet Crawshaw
          P.O. Box 1109
          Grand Cayman, Cayman Islands
          Tel: (345) 949-7510
                     949-7755
          Fax: (345) 949-7634


TOP SIGHT: Invites Shareholders for Final Meeting on Nov. 23
------------------------------------------------------------
Top Sight Capital, Ltd.'s final shareholders meeting will be at 10:00 a.m.
on Nov. 23, 2006, at:

          Close Brothers (Cayman) Limited
          4th Floor Harbour Place, 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:

          Linburgh Martin
          Attn: Thiry Gordon
          Close Brothers (Cayman) Limited
          Fourth Floor, Harbour Place
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 8455
          Fax: (345) 949 8499




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


ARAMARK CORP: Reports Sales of US$11.6 Billion in FY 2006
---------------------------------------------------------
Aramark Corp. reported fiscal 2006 sales of US$11.6 billion, up 6% from
fiscal 2005.  Organic sales growth was 5%.  Net income was US$261 million
and diluted earnings per share were US$1.41.

Sales for the fourth quarter were US$2.93 billion, up 5% from the prior year
quarter, and organic sales growth was 5%. Net income was US$74 million.

Fourth quarter diluted earnings per share were US$0.40 and include costs
incurred in the shutdown of the healthcare apparel direct marketing
business, professional fees related to the proposed merger, and the impact
of the expensing of employee stock options.

           Full Year and Fourth-Quarter Results

In the Food and Support Services - U.S. segment, sales for the fiscal year
increased 5% from the prior year to US$7.5 billion.  Organic sales growth
was 5%.  Segment operating income was US$398 million.

Fourth quarter sales were US$1.9 billion, up 4% from the prior year quarter.
Organic sales growth was 4%.  Segment operating income was US$125 million,
reflecting weaker results in the sports and entertainment group related to
baseball and parks operations.

Sales in the Food and Support Services - International segment for the full
year were US$2.5 billion, up 12% from fiscal year 2005.  Organic sales
growth was 8%.  Segment operating income was US$109 million.

For the fourth quarter, sales were US$620 million, up 10% from the prior
year quarter. Organic sales growth was 6%.  Segment operating income was
US$21 million.

In the Uniform and Career Apparel - Rental segment, sales for the full year
increased 7% over the prior year to US$1.2 billion, with organic sales
growth of 6%.  Segment operating income was US$134 million.

Fourth quarter sales were up 7% from the prior year quarter to US$306
million.  Organic sales growth was 6%.  Segment operating income was US$35
million.

Sales in the Uniform and Career Apparel - Direct Marketing segment for the
full year were US$418 million.  The segment reported an operating loss of
US$44 million, which includes the US$43 million third-quarter charge for the
write down of goodwill and adjustments to asset and liability carrying
values.

Fourth quarter sales were US$94 million and the segment reported an
operating loss of US$5 million, due in large part to the shutdown of the
healthcare apparel direct marketing business.

Corporate expenses increased approximately US$29 million for the full year
and US$12 million for the fourth quarter over the prior year, primarily due
to stock option expense and professional expenses incurred in connection
with the proposed merger.

Cash flow remained strong for the year as the company funded US$139 million
of acquisitions, US$113 million of share buybacks and US$50 million of
dividends while reducing year-over-year debt by about US$40 million.

                      Proposed Merger

On Aug. 8, 2006, the company has signed a definitive merger agreement under
which Joseph Neubauer and investment funds managed by GS Capital Partners,
CCMP Capital Advisors and J.P. Morgan Partners, Thomas H. Lee Partners and
Warburg Pincus LLC will acquire Aramark in a transaction valued at
approximately US$8.3 billion, including the assumption or repayment of
approximately US$2.0 billion of debt.  Under the terms of the agreement,
Aramark stockholders would receive upon completion of the merger US$33.80 in
cash for each share of Aramark common stock they hold.

The transaction is subject to receipt of stockholder approval and customary
regulatory approvals, as well as the satisfaction of other customary closing
conditions.  The transaction is expected to close in late 2006 or early
2007.

Headquartered in Philadelphia, ARAMARK Corp. --
http://www.aramark.com/-- is a leader in professional services,
providing food services, facilities management, and uniform and
career apparel to health care institutions, universities and
school districts, stadiums and arenas, and businesses around the
world.  It has approximately 240,000 employees serving clients
in 20 countries, including Mexico, Brazil and Chile.

                        *    *    *

Standard & Poor's Ratings Services lowered on Aug. 8, 2006, its
ratings on Philadelphia-based ARAMARK Corp. and its subsidiary,
ARAMARK Services Inc., including its corporate credit rating to
'BB+' from 'BBB-'.

Fitch downgraded on Aug. 8, 2006, the Issuer Default Rating
and senior unsecured debt ratings for both ARAMARK Corporation
and its wholly owned subsidiary, ARAMARK Services, Inc., to
'BB-' from 'BBB'.  The ratings remain on Rating Watch Negative.

Moody's Investors Service downgraded on Sept. 20, 2006, the 5%
senior notes due 2012 of ARAMARK Services, Inc., to B2 from
Baa3, confirmed the Baa3 ratings on the senior notes due 2007
and 2008, and assigned a corporate family rating of Ba3 to
ARAMARK Corp., ARAMARK Services' holding company parent.  The B2
rating on the 5% senior notes due 2012 and the Ba3 corporate
family rating are under review for possible downgrade.


COEUR D'ALENE: Investing US$55 Million on Cascada Vein Zone
-----------------------------------------------------------
Coeur d' Alene Mines Corp. will invest US$55 million to develop and mine the
Cascada vein zone at the Cerro Bayo silver-gold mine in the Aysen region of
Chile, Business News Americas reports.

Cascada is located in the south of Cerro Bayo's operations in the Mallines
mining district.

BNamericas relates that Coeur D'Alene disclosed the discovery of high-grade
Cascada in January.

Conama, the environmental authority, said in a statement, "The project
contemplates investment of US$11 million a year over the first five years."

The environmental impact study indicated that the underground development of
Cascada would let Coeur D'Alene maintain throughput at the Laguna Verde
concentrator, BNamericas notes.

According to BNamericas, about 250 workers will be needed to develop and run
Cascada.

BNamericas says that construction works at Cascada is expected to be
completed in 2007.  Mining will extend from 2007 to 2011, and will close in
2012.

The Cascada project will require the modernization of an old road used for
exploration, BNamericas states.

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.


GOODYEAR TIRE: Prices US$1 Billion Senior Notes Offering
--------------------------------------------------------
The Goodyear Tire & Rubber Co. has priced its offering of US$1 billion
aggregate principal amount of three-year and five-year senior notes. The
notes will be senior unsecured obligations of the company.  The US$500
million of three-year notes will be sold at 99% of the principal amount and
will bear interest at the six-month London Interbank Offered Rate, or LIBOR,
plus 375 basis points.  The US$500 million of five-year notes will be sold
at par and will bear interest at a rate of 8-5/8 %.

Goodyear intends to use the net proceeds from this offering to repay at
maturity US$515 million principal amount of its existing notes due Dec. 1,
2006, and March 1, 2007.  The company will use the remaining cash for
general corporate purposes, which may include addressing the continuing
strike by the United Steelworkers union.

The notes are being offered in a private placement under Rule 144A, have not
been registered under the Securities Act of 1933 and may not be offered or
sold in the United States absent registration or an applicable exemption
from registration requirements.

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

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 23, 2006,
Fitch Ratings placed The Goodyear Tire & Rubber Company on Rating Watch
Negative.  Goodyear's current debt and recovery ratings are -- Issuer
Default Rating 'B'; US$1.5 billion first lien credit facility 'BB/RR1';
US$1.2 billion second lien term loan BB/RR1; US$300 million third lien term
loan 'B/RR4'; US$650 million third lien senior secured notes 'B/RR4'; Senior
Unsecured Debt 'CCC+/RR6'.

As reported in the Troubled Company Reporter on Oct. 19, 2006,
Standard & Poor's Ratings Services placed its 'B+' corporate credit rating
on Goodyear Tire & Rubber Co. on CreditWatch with negative implications
because of the potential for business disruptions and earnings pressures
that could result from the ongoing labor dispute at some of its North
American operations. Goodyear has total debt of about US$7 billion.

As reported in the Troubled Company Reporter on Oct. 18, 2006,
Moody's Investors Service affirmed Goodyear Tire & Rubber
Company's B1 Corporate Family rating, but changed the outlook to negative
from stable.  At the same time, the company's Speculative Grade Liquidity
rating was lowered to SGL-3 from SGL-2.  These rating actions reflect the
increased operating uncertainty arising from the ongoing United Steelworkers
strike at Goodyear's North American facilities, and the company's decision
to increase cash on hand by drawing-down US$975 million under its domestic
revolving credit facility.


GOODYEAR TIRE: Steelworkers Blast US$1 Bil. Senior Notes Offer
--------------------------------------------------------------
The United Steelworkers blasted Goodyear Tire and Rubber Company's
announcement to place about US$1 billion of three-year and five-year senior
unsecured notes, subject to market and other customary conditions.  The
company has indicated that it will use about one-half of the proceeds to
repay existing notes due Dec. 1, 2006, and March 1, 2007.  The rest of the
money will be used for general purposes, including funding the strike with
the USW.

"Goodyear is already carrying about US$6.4 billion dollars in debt, and its
credit is poor and getting worse," said USW International president Leo W.
Gerard.  "Now they plan to borrow more money to flush down a rat hole of a
fight they can never win."

"Quite simply, this latest move by the company is the wrong thing for the
wrong reasons at the wrong time," said USW International vice president Tom
Conway. Mr. Conway heads the USW's bargaining team in its negotiations with
Goodyear. "When you borrow money, you have to pay it back, and to pay it
back Goodyear needs to build tires that people want to buy," said Conway.
"This company has no such plan in place."

"It is really time for the company's owners to step forward and stop this
madness," said Mr. Gerard.  "Bob Keegan is looking increasingly like Captain
Queeg in the The Caine Mutiny."

Queeg is the fictional character in Herman Wouk's 1951 novel, who was
removed from command of a World War II minesweeper because of eccentric
behavior that lead to mistakes that endangered his crew.

The USW represents more than 17,000 workers at Goodyear facilities in the
U.S. and Canada.  On Oct. 5, about 15,000 USW-represented workers at 16
locations in North America went out on strike in an effort to win a fair and
equitable contract.

Overall, the USW presents more than 850,000 members in the U.S. and Canada.
Some 70,000 are employed in the tire, rubber and plastics industry.

                     About Goodyear Tire

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

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 23, 2006,
Fitch Ratings placed The Goodyear Tire & Rubber Company on Rating Watch
Negative.  Goodyear's current debt and recovery ratings are -- Issuer
Default Rating (IDR) 'B'; US$1.5 billion first lien credit facility
'BB/RR1'; US$1.2 billion second lien term loan 'BB/RR1'; US$300 million
third lien term loan 'B/RR4'; US$650 million third lien senior secured notes
'B/RR4'; Senior Unsecured Debt 'CCC+/RR6'.

As reported in the Troubled Company Reporter on Oct. 19, 2006,
Standard & Poor's Ratings Services placed its 'B+' corporate
credit rating on Goodyear Tire & Rubber Co. on CreditWatch with
negative implications because of the potential for business
disruptions and earnings pressures that could result from the
ongoing labor dispute at some of its North American operations.
Goodyear has total debt of about US$7 billion.

As reported in the Troubled Company Reporter on Oct. 18, 2006,
Moody's Investors Service affirmed Goodyear Tire & Rubber
Company's B1 Corporate Family rating, but changed the outlook to
negative from stable.  At the same time, the company's Speculative Grade
Liquidity rating was lowered to SGL-3 from SGL-2.  These rating actions
reflect the increased operating uncertainty arising from the ongoing United
Steelworkers strike at Goodyear's North American facilities, and the
company's decision to increase cash on hand by drawing-down US$975 million
under its domestic revolving credit facility.


GOODYEAR TIRE: Moody's Rates US$1 Billion Unsecured Notes at B2
---------------------------------------------------------------
Moody's Investors Service has assigned a B2, LGD4, 63% rating to Goodyear
Tire & Rubber Company's new US$1.0 billion offering of unsecured notes.  At
the same time, the rating agency affirmed Goodyear's Corporate Family Rating
of B1 and negative outlook and revised its Speculative Grade Liquidity
rating to SGL-2.  All other long-term ratings are unchanged.

The new unsecured notes will consist of a US$0.5 billion floating rate issue
with a three-year maturity, and a US$0.5 billion fixed rate issue with a
five-year maturity.  Both issues will benefit from upstreamed guarantees
from Goodyear's material North American subsidiaries.  Goodyear will use
US$515 million of the proceeds to repay maturing obligations in December
(US$215 million) and March 2007 (US$300 million) with the balance retained
for general corporate purposes.  The new financing will strengthen
Goodyear's liquidity profile as it works to resolve the strike affecting its
U.S. production capacity.

Goodyear's Corporate Family rating of B1 recognizes strong scores for
several factors in Moody's Automotive Supplier Methodology.  These factors
include the company's substantial scale, global brands, leading market
share, diversified geographic markets, and improved debt maturity and
liquidity profiles.  Scores for those qualitative attributes would normally
track to a higher Corporate Family rating. However, the B1 rating considers
Goodyear's relatively weak quantitative scores including leverage, which has
stepped-up further from recent borrowings, low EBIT returns and weak
FCF/debt ratios. Contributions to pension plans will remain substantial for
another year before declining in 2008.  Scores from those quantitative
factors counter qualitative strengths.  The company faces challenges in
restoring its balance sheet, resolving its U.S. organized labor contract and
contending with various contingent liabilities.  Nonetheless, debt levels
have likely peaked and leverage measurements could quickly retreat should a
satisfactory accord be reached with its North American union with
incremental debt retired in short order.

The negative outlook anticipates that the strike will be settled within
several months, but recognizes stepped-up leverage from recent financing,
and weak demand in North American replacement tire markets. Several pro
forma metrics already suggest lower rating categories.  However, leverage
measurements could decline if the strike was resolved quickly, recent
incremental debt was unwound, and lower underfunded pension liabilities
anticipated at year-end were recognized.  In addition, the company is
positioned with strong liquidity and faces minimal debt maturities until
2009.  On balance, Moody's believes the risks are weighted to the downside
by these short-term issues until the company's North American cost structure
is resolved.  Developments on these concerns could either evolve rapidly or
emerge over several months depending upon the outcome of its labor
negotiations.  Ongoing challenges also include maintaining and bolstering
profitability in the face of elevated and volatile raw material prices,
generating adequate cash flow from its operations, and strengthening its
capital structure. Recent replacement tire demand has been less than robust
which could intensify competition and pricing.  Growth in replacement tire
demand should also resume over the intermediate period.

These ratings were assigned:

   -- US$500 million senior unsecured guaranteed notes due 2009,
      B2 LGD-4, 63%; and

   -- US$500 million senior unsecured guaranteed notes due 2011,
      B2 LGD-4, 63%;

These ratings were affirmed:

   Goodyear Tire & rubber Company

   -- Corporate Family Rating, B1;
   -- Outlook, Negative;
   -- Probability of Default, B1;
   -- first lien credit facility, Ba1, LGD 2, 10%;
   -- second lien term loan, Ba3, LGD 3, 35%;
   -- third lien secured term loan, B2, LGD 4, 63%;
   -- 11% senior secured notes, B2, LGD 4, 63%;
   -- floating rate senior secured notes, B2, LGD 4, 63%;
   -- 9% senior notes, B2, LGD 4, 63%;
   -- 6-5/8% senior notes, B3, LGD 6, 94%;
   -- 8-1/2% senior notes, B3, LGD 6, 94%;
   -- 6-3/8% senior notes, B3, LGD 6, 94%;
   -- 7-6/7% senior notes, B3, LGD 6, 94%;
   -- 7% senior notes, B3, LGD 6, 94%; and
   -- senior unsecured convertible notes, B3, LGD 6, 94%.

   Goodyear Dunlop Tyres Europe

   -- Euro revolving credit facilities, Ba1, LGD 2, 10%; and
   -- Euro secured term loan, Ba1, LGD 2, 10%.

This rating was changed:

   -- Speculative Grade Liquidity rating to SGL-2 from SGL-3.

The last rating action was on October 16 at which time the outlook was
changed to negative and the liquidity rating was lowered to SGL-3.

The B2, LGD4, 63% rating assigned to the new notes recognizes their junior
position relative to the company's first, second and third lien credit
facilities as well as the benefits of upstreamed guarantees from material
North American subsidiaries, an enhancement that is not in place on certain
other unsecured notes.

The SGL-2 liquidity rating, representing good liquidity over the next 12
months, emphasizes substantial balance sheet cash sourced through the recent
revolving credit borrowings and note issuance.  However, external liquidity
is very limited as the company's domestic revolving credit is nearly fully
utilized.  The company should have adequate room under its financial
covenants, but the cushion could diminish should North American results be
adversely affected by the strike.  While substantial assets have been
pledged, the company does have flexibility on the use of proceeds from
prospective asset sales.

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


GOODYEAR TIRE: S&P Assigns B- Rating on US$1 Billion Sr. Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' ratings to Goodyear
Tire & Rubber Co.'s US$500 million floating rate senior notes due 2009 and
its US$500 million fixed rate senior notes due 2011, and placed the ratings
on CreditWatch with negative implications.

Goodyear's 'B+' corporate credit and other ratings remain on CreditWatch
with negative implications where they were placed Oct. 16, 2006, because of
the potential for business disruptions and earnings pressures that could
result from the ongoing labor dispute at most of the company's North
American tire plants.  Pro forma for the new debt issues, Goodyear will have
total debt (including the present value of operating leases and underfunded
employee benefit liabilities) of about US$14 billion.

Proceeds from the new debt issues will be used to refinance US$515 million
of debt coming due in the next six months, and for general corporate
purposes.  The new capital will raise Goodyear's already high debt levels,
but will improve liquidity by increasing the company's current US$2.3
billion cash position, while its U.S. salaried workforce remains on strike.
Goodyear is ramping up production at the striking plants using salaried and
replacement workers.  But the company's accounts receivable and inventory
balances may shrink in the coming months, which could force a partial
reduction in borrowings outstanding under its fully utilized US$1.5 billion
asset-based revolving credit facility.  A portion of the debt proceeds could
also be used to partially fund a proposed US$660 million VEBA trust to
provide retiree health care benefits for its U.S. unionized workforce.

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




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


ECOPETROL: Investing US$23 Million on Biodiesel Production Plant
----------------------------------------------------------------
Ecopetrol, the state-run oil firm of Colombia, will invest US$23 million for
the construction of a biodiesel production plant in Magdalena Medio,
Santander department, Business News Americas reports.

BNamericas relates that the plant will have a capacity of 100,000 tons per
year.  It will be situated near the Barrancabermeja refinery.  The plant is
part of a strategy to boost fuel quality in Colombia through 2010.

Ecopetrol said in a statement that it will manufacture the fuel from locally
produced palm oil.  The firm aims to start plant operations in the first
quarter of 2008.

Biodiesel will be mixed with regular diesel from the refinery during the
production process, resulting in a fuel with 5% biodiesel, Ecopetrol told
BNamericas.

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

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




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


GNC CORP: Incremental Debt Prompts Moody's to Lower Ratings
-----------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating of GNC
Parent Corporation to B3 and the US$425 million holding company note issue
to Caa2 (LGD 5, 84%).  GNC Parent Corp. ultimately owns General Nutrition
Centers, Inc.

Proceeds from the new debt principally will be used to retire its PIK
preferred stock for US$149 million and to pay a US$287 million dividend.
Relative to the prior capital structure that was rated on Nov. 8, the
holding company note issue was upsized to US$425 million from US$325 million
and the dividend was also increased.

The downgrade of the corporate family rating was prompted by Moody's opinion
that the incremental debt will cause financial flexibility to materially
weaken.  In addition to issuance of these holding company notes, the company
also has announced that it is exploring strategic alternatives such as a
sale of the company or an initial public offering.

These ratings were lowered:

   -- Corporate family rating to B3 from B2;

   -- Probability of Default Rating to B3 from B2;

   -- Senior secured bank loan to Ba3 (LGD 1, 4%) from Ba2;

   -- US$150 million of 8.625% senior notes (2011) to B1
      (LGD 2, 25%) from Ba3; and

   -- US$425 million notes issued by GNC Parent Corp. to Caa2
      (LGD 5, 84%) from Caa1.

This rating was affirmed:

   -- US$215 million of 8.5% senior subordinated notes (2010) at
      B3 (LGD 4, 56%).

Moody's has downgraded and reassigned the ratings from General Nutrition
Centers, Inc., to GNC Parent Corp. in order to regularize Moody's ratings.

GNC's corporate family rating of B3 balances the company's aggressive
financial policy, weak credit metrics, and revenue vulnerability to new
product introductions against certain qualitative aspects that have low
investment grade or high non-investment characteristics.  Weighing down the
overall rating with B characteristics are the company's shareholder
enhancement policy and credit metrics that have remained weak since the
November 2003 leveraged buyout.  The ongoing challenges in matching changes
in consumer preferences for VMS products also constrain the ratings. The
company's geographic diversification and the relative lack of cash flow
seasonality have solidly investment grade scores, while the company's scale
and widespread consumer recognition of the GNC name in the intensely
competitive segment of vitamin, mineral, and nutritional supplement
retailing have Ba scores.

The stable rating outlook recognizes that the recent negative trends in
sales and operating profit have turned positive, and that most proforma
credit metrics are appropriate for a B rated credit.  Moody's expects that,
while future free cash flow will be small relative to total debt, a large
portion of future discretionary cash flow will be applied to balance sheet
improvement.  A permanent decline in cash balances or revolving credit
facility availability that would result if free cash flow fell below
break-even, a return to declining store-level operating performance, or
another sizable shareholder enhancement activity would cause the ratings to
be lowered.  Given the sizable contribution to operating profit from
franchise royalties, difficulties or closure of many franchisees also would
negatively impact the ratings.

Specifically, debt to EBITDA close to 7 times, EBIT to interest expense
below 1 time, or negative free cash flow to debt would cause ratings to be
lowered.  In the near term, a rating upgrade is unlikely. Ratings could
eventually move upward if the company establishes a long-term track record
of sales stability and improved margins, the system expands both from new
store development (particularly in international markets) and existing store
performance, and if financial flexibility were to sustainably strengthen
such that EBIT coverage of interest expense approaches 1.5 times, leverage
falls toward 5.5 times, and Free Cash to Debt consistently exceeds 3%.

General Nutrition Centers Inc., with headquarters in Pittsburgh,
Pennsylvania, retails and manufactures vitamins, minerals, and nutritional
supplements domestically and internationally through about 5850 company
operated and franchised stores.  Revenue for the twelve months ending
September 2006 approached US$1.5 billion.  GNC's Latin American operations
are in the Bahamas, Cayman Islands, Chile, Colombia, Costa Rica, among
others.




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


PETROECUADOR: Block 15 Output Reaches 97,593 Barrels Per Day
------------------------------------------------------------
The Ecuadorean government said in a statement that Petroproduccion -- a
subsidiary of Petroecuador, the state-run oil firm of the country --
produced 97,593 barrels of oil per day on block 15 from May to October.

Business News Americas relates that income from the export of 11.6 million
barrels of Napo crude was US$569 million, or US$51.40 per barrel.

The decrease of production in Block 15 from 100,000 barrels per day since
the government's takeover of the block raised concerns in the nation.

However, Petroecuador said production in Block 15 has recovered, Prensa
Latina says.

Galo Chiriboga, Petroecuador president, told Prensa Latina that extraction
reached 100,000 barrels per day, which will represent an income of almost
US$600 million yearly.

The government said in a statement that Block 15 produced 100,191 barrels
per day on Nov. 12 as a result of reworked wells on the Eden Yuturi fields
and the ILY area.

This shows that production is going up to the end of 2006, reaching 22
million barrels and US$596 million, Prensa Latina says, citing Carlos
Blum -- manager of the special unit running the former Occidental Petroleum
fields, which included Block 15.

Petroecuador, according to published reports, is faced with cash-problems.
The state-oil firm has no funds for maintenance, has no funds to repair
pumps in diesel, gasoline and natural gas refineries, and has no capacity to
pay suppliers and vendors.  The government refused to give the much-needed
cash alleging inefficiency and non-transparency in Petroecuador's dealings.


* ECUADOR: Investing US$300 Million on Former Occidental Fields
---------------------------------------------------------------
Ecuador will invest in 2007 about US$300 million on block 15 and the
Eden-Yuturi and Limoncocha fields, which were stripped from US firm
Occidental Petroleum, Dow Jones Newswires reports, citing Carlos Blum --
manager of the special unit running the fields.

Dow Jones relates that the budget approved for the fields this year is
US$220.7 million, of which US$72 million will be used for investment, and
US$148.7 for operative and administrative expenses.

Mr. Blum hopes that with the investment for next year, production at the
fields would be maintained at 100,000 barrels per day, which is what
Occidental Petroleum produced.

Dow Jones underscores that when the Ecuadorean government seized the fields
from Occidental Petroleum in may, they are expected to produce 22 million
barrels of oil.  Between May 16 and
Oct. 30, output was 16.45 million barrels, about 11.58 million of which have
been exported.  The exports generated US$596 million in income at an average
US$51.42 per barrel.

Official reports indicate that the fields were producing 98,039 barrels per
day, which was higher than the average 96,000 produced in September.

According to Dow Jones, the Eden-Yuturi field is the leading oil field in
Ecuador, producing an average 70,000 barrels per day.

Dow Jones notes that US$70 million of the investment next year will be used
on three drilling rigs for new exploration and necessary infrastructure to
maintain output.

"The figures demonstrate that the special unit that administers the fields
is capable of maintaining Occidental's quality standards and production,"
Mr. Blum told Dow Jones.

                        *    *    *

Fitch assigned these ratings on Ecuador:

                     Rating     Rating Date

   Country Ceiling     B-      Aug. 29, 2005
   Long Term IDR       B-      Dec. 14, 2005
   Short Term IDR      B       Dec. 14, 2005




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


* EL SALVADOR: Wind Power Project Studies Ending in July 2007
-------------------------------------------------------------
A project official of CEL, the state power firm of El Salvador, told
Business News Americas that the company expects diagnostic studies for a
wind power project to conclude in July 2007.

Business News Americas relates that CEL started to take wind speed
measurements in June 2006 in the departments:

          -- La Union,
          -- Sonsonate,
          -- Metapan, and
          -- Ahuachapan.

The official told BNamericas that measurements for the June to September
2006 period, when winds are the weakest, have returned wind speeds of up to
3.5 meters per second.  Wind speeds need to average over 5 meters per
second, ideally 10 meters per second.  Winds pick up from October to
February.

CEL is processing and interpreting the wind speed data with the aid of The
Finnish Meteorological Institute, BNamericas states.

                        *    *    *

As reported on Aug. 11, 2006, Standard & Poor's ratings services
affirmed its 'BB+' long-term and 'B' short-term sovereign credit
rating on the Republic of El Salvador.  S&P said the outlook
remains stable.

El Salvador's country ceiling has been upgraded to BBB- from BB+
by Fitch Ratings.




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


AG TEXTILES: Closing Operations Due to Haiti's Weakened Economy
---------------------------------------------------------------
The A.G. Textiles factory in Haiti has closed shop due to the weakened state
of the nation's economy, the Miami Herald reports.

A.G. Textiles has been operating in Haiti for 35 years, according to The
Herald.

However, Georges Sassine, the owner of A.G. Textiles in Haiti, told The
Herald that he closed the factory under much the same pressures that shut
down 15 others in the last two years and cost 5,000 jobs.

The Herald underscores that among the pressures that led to closure of
businesses were:

          -- the 2004 political turmoil that led to the ouster
             of then President Jean-Bertrand Aristide,

          -- steep loan interest rates,

          -- global competition, and

          -- street violence prevalent in the capital.

Gildan Activewear, the main client of A.G. Textiles, has temporarily cut
back orders, leading to US$12,300 in lost income per week, The Herald notes.

"I haven't dismantled the factory, just in case HOPE passes," Mr. Sassine
told The Herald.

The HOPE bill or the Haitian Hemispheric Opportunity through Partnership
Encouragement would grant duty-free access to clothes made in Haiti with
fabric from third-countries.  The bill, once approved, could create up to
20,000 assembly jobs in the country.




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


AIR JAMAICA: Parliamentary Committee Meeting May be Postponed
-------------------------------------------------------------
The Nov. 21 meeting of the parliamentary committee on air Jamaica is likely
to be postponed, Radio Jamaica reports.

As reported in the Troubled Company Reporter-Latin America on Nov. 16, 2006,
Mike Henry -- the Parliamentary Opposition spokesperson on transport --
carried out on Nov. 14 his threat to bring the matter to the House, forcing
the Jamaican government to agree on plans to expedite meetings of the
parliamentary committee examining Air Jamaica.  As previously reported,
Bruce Golding, a government opposition leader, has called for the activation
of a parliamentary select committee on Air Jamaica.  The select committee
was created in February but has not had one session.  Although the
government eventually agreed to a bipartisan select committee on Feb. 28 to
examine Air Jamaica's financial and operational status, the group has not
met since, Mr. Golding said.

However, the parliamentary committee meeting might have to be postponed as
some of the members are also on the public accounts committee, which will
also meet on the same day, Radio Jamaica relates.

Mike Henry, the Parliamentary Oopposition spokesperson on transport, told
Radio Jamaica that a new schedule will have to be set for the Parliamentary
Committee meeting.

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.


* JAMAICA: Sugar Cane Investors Must Have Incentives, Says Study
----------------------------------------------------------------
A case study the National Commission on Science and Technology conducted on
the sugar cane industry has recommended that those who want to invest in the
sector be given financial and tax incentives, the Jamaica Gleaner reports.

The Gleaner relates that the study also proposed that the government offer:

         -- tax exemptions on equipment, and
         -- assistance with soft loans through the Development
            Bank of Jamaica for plant upgrading.

The Gleaner states that consultant Noel Osbourne revealed the contents of
the study on Nov. 14 at the Jamaica Pegasus hotel in Kingston.  The study
called for the promotion of sugar cane as a viable crop for the production
of ethanol and electricity for sale to the national grid.  The study also
called for the government to develop a clearly defined policy on renewable
energy.

The policy will allow the sugar cane sector, the Jamaica Public Service Co.
or any private power plant to negotiate power purchase accords, Mr. Osbourne
told The Gleaner.

The Gleaner underscores that the study also recommended policies encouraging
improvements in energy use in sugar cane factory operations, which would
allow for the generation of surplus bagasse for generating electricity.

According to The Gleaner, the study indicated that substitution of bagasse
energy for oil energy would result in:

          -- economic benefits to Jamaica,
          -- financial benefits to the sugar cane industry, and
          -- positive environmental benefits in terms of
             reducing green-house gas emissions.

                        *    *    *

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

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




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


ALASKA AIR: Posts US$17.4M Net Loss in 2006 Third Fiscal Quarter
----------------------------------------------------------------
Alaska Air Group, Inc. filed its third quarter financial statements for the
quarterly period ended Sept. 30, 2006, with the U.S. Securities and Exchange
Commission on Nov. 3, 2006.

The company reported a US$17,400,000 net loss on US$935,700,000 of revenues
for the quarterly period ended Sept. 30, 2006, against US$90,200,000 million
of net income for the third quarter of 2005.

The company relates that the current third quarter loss is driven
principally by fleet transition costs, restructuring charges, and the
downward mark-to-market adjustment of their fuel hedge portfolio as a result
of declining oil prices.

At Sept. 30, 2006, the Company's balance sheet showed US$4,139,000,000 in
total assets, US$3,174,700,000 in total liabilities, and US$965,000,000 in
stockholders' equity.

Full-text copies of the Company's financial statements for the quarterly
period ended Sept. 30, 2006, are available for free at:

              http://researcharchives.com/t/s?14fd

Seattle, Wash.-based Alaska Air Group, Inc. (NYSE: ALK) --
http://alaskaair.com/-- is a holding company with two principal
subsidiaries, Alaska Airlines, Inc. and Horizon Air Industries,
Inc.  Alaska operates an all-jet fleet with an average passenger trip length
of 1,009 miles.  Alaska principally serves destinations in the state of
Alaska and North/South service between cities in the Western United States,
Canada, and Mexico.  Horizon operates jet and turboprop aircraft with
average passenger trip of 382 miles.  Horizon serves 40 cities in seven
states and six cities in Canada.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 6, 2006, Moody's
Investors Service affirmed the corporate family rating of Alaska Air Group,
Inc. and the Equipment Trust Certificate rating of Alaska Airlines, Inc. at
B1, and changed the outlook to stable from negative.


ALERIS INTERNATIONAL: Posts US$24.2MM Net Loss in Third Quarter
---------------------------------------------------------------
Aleris International, Inc. reported a US$24.2 million net loss on US$1.4
billion of revenues for the third quarter ended
Sept. 30, 2006, compared with a US$31.5 million of net income earned on
US$554.9 million of revenues for the same period in 2005.

Consolidated revenues for the three months ended Sept. 30, 2006 increased
US$840.1 million as compared to the three months ended Sept. 30, 2005.  The
acquired operations of Corus Aluminum, ALSCO, Tomra Latasa, Alumitech and
the acquired assets of Ormet accounted for an estimated US$578.5 million of
this increase.  The impact of rising primary aluminum prices and higher
shipment levels were partially offset, however, by slightly lower rolling
margins.

At Sept. 30, 2006, the company's balance sheet showed US$3.3 billion in
total assets, US$2.8 billion in total liabilities, and US$452.8 million in
total stockholders' equity.

Full-text copies of the company's third quarter financial statements are
available for free at:

                  http://researcharchives.com/t/s?14f3

Headquartered in Beachwood, Ohio, a suburb of Cleveland, Aleris
International, Inc. -- http://www.aleris.com/-- manufactures
aluminum rolled products and extrusions, aluminum recycling and
specification alloy production.  The company is also a recycler of zinc and
a leading U.S. manufacturer of zinc metal and value-added zinc products that
include zinc oxide and zinc dust.

On Aug. 1, 2006, the company acquired the aluminum business of Corus Group
plc for a cash purchase price of approximately
US$885.7 million.  The acquisition included Corus Group plc's aluminum
rolling and extrusions business but did not include Corus's primary aluminum
smelters.

Along with company's aluminum recycling operations in Germany, the United
Kingdom, Mexico and Brazil and magnesium recycling operations in Germany and
the Netherlands, with the Corus Aluminum acquisition, the company now has
rolled products and extrusions operations in Germany, Belgium, Canada and
China.  In addition, the company is in the process of constructing a zinc
recycling facility in China.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 13, 2006, Moody's
Investors Service confirmed its B1 Corporate Family Rating for Aleris
International, Inc. and its Ba3 rating on the company's US$400 million issue
of senior secured term loan, in connection with Moody's implementation of
its new Probability-of-Default and Loss-Given-Default rating methodology.
Moody's also assigned an LGD3 rating to those loans, suggesting noteholders
will experience a 32% loss in the event of a default.


DELTA AIR: US Airways Merger May Bring Consequences to Boeing
-------------------------------------------------------------
The merger US Airways Group, Inc., proposed to Delta Air Lines Inc. could
have long-term consequences for The Boeing Co., the Seattle
Post-Intelligencer reports.

As reported in the Troubled Company Reporter-Latin America on Nov. 17, 2006,
Delta Air received a merger offer from US Airways.  Under the merger plan,
the two companies would combine upon Delta Air's emergence from bankruptcy.
The combination of US Airways and Delta Air would create one of the world's
largest airlines and would operate under the Delta name.

The Intelligencer relates that Delta Air is one of Boeing's best clients in
the US.  Delta Air is expected to eventually purchase Boeing's new 787
Dreamliner.  For its single-aisle fleet, Delta Air runs Boeing's newer
737-800, older planes from McDonnell Douglas and more than 100 Boeing 757s.
Delta Air's widebody fleet consists of Boeing 767s and eight 777s.  Boeing's
Web site shows that Delta Air has 50 more 737-800 jets on order that have
not been delivered, along with five more 777s.

Meanwhile, US Airways is a key carrier for Airbus and has ordered the Airbus
A350 that will compete against the Dreamliner, The Intelligencer says.  US
Airways has another 37 Airbus single-aisle jets on order for delivery
between 2008 and 2010.

According to The Intelligencer, Airbus will invest in US Airways in exchange
for the 20-plane purchase.  Both the 787 and A350 are twin-aisle jets.

Byron Callan, a representative of the Prudential Equity Group, said in a
research note to customers, "The deal could raise the stakes between Boeing
and Airbus for twin-aisle sales as we assumed Delta would be a natural
customer for the 787."

The Intelligencer underscores that Airbus is yet to obtain approval from
EADS, its parent, to proceed with the development of the A350.

Even if approval is given soon, it will be at least 2013 or 2014 before the
A350 would be ready to enter airline service, The Intelligencer notes.
Boeing's 787 will start airline service in 2008, though Boeing does not have
delivery positions available until 2013 for new clients because of demand
for the jet.

The Intelligencer emphasizes that US Airways was a former client of Boeing.
However, Boeing sued the airline in 1996 when it refused to accept delivery
of eight Boeing jets.  US Airways has not bought Boeing planes since.

The Intelligencer states that along with a growing number of single-aisle
Airbus planes, US Airways still operates older Boeing 737s, 757s and 767s.
US Airways did not say which planes it might shed if the merger with Delta
Air would be pushed through.  However, US Airways said it could run a mixed
fleet of Boeing and Airbus jets.

A spokesperson of US Airways told The Intelligencer that combining the
fleets would be an interesting challenge.  He said it's much too early to
speculate about what might happen with future orders for Boeing or Airbus
planes.

Gerald Grinstein, chief executive of Delta Air, said in a statement that the
firm will review the US Airways proposal.

However, Mr. Grinstein reiterated to The Intelligencer that Delta Air is not
interested in a merger as the firm's goal has always been to emerge from
bankruptcy in the first half of next year as a strong and independent
carrier.

The takeover bid faces significant hurdles, The Intelligencer says, citing
experts.

Ray Neidl, an analyst at Calyon Securities in New York, told The
Intelligencer, "My main question mark is if the politicians and regulators
would allow it to happen, because if they did it would probably set off a
trend for industry consolidation."

Industry experts explained to The Intelligencer that US Airways previously
emerged from bankruptcy and then acquired America West in 2005.  It is still
integrating the two operations.  It has not yet painted the airline's new
logo on many of the America West jets.  The merger with Delta Air would add
to the integration issues.

Meanwhile, Doug Parker -- US Airways chief executive -- said in a conference
call that there are few sectors more fragmented than the airline industry
and consolidation is needed.

The combined airline would operate under the Delta name, Mr. Parker told The
Intelligencer.

                      About US Airways

US Airways is the fifth largest domestic airline employing nearly 35,000
aviation professionals worldwide.  US Airways, US Airways Shuttle and US
Airways Express operate approximately 3,800 flights per day and serve more
than 230 communities in the US, Canada, Europe, the Caribbean and Latin
America.  The new US Airways -- the product of a merger between America West
and US Airways in September 2005 -- is a member of Star Alliance, which
provides connections for our customers to 841 destinations in 157 countries
worldwide.

                       About Delta Air

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in terms of
passengers carried and the leading US carrier across the Atlantic, offering
daily flights to 502 destinations in 88 countries on Delta, Song, Delta
Shuttle, the Delta Connection
carriers and its worldwide partners.  The company and 18 affiliates filed
for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  Timothy R. Coleman at The Blackstone
Group L.P. provides the Debtors with financial advice.  Daniel
H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump
Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured
Creditors with legal advice.  John McKenna, Jr., at
Houlihan Lokey Howard & Zukin Capital and James S. Feltman at
Mesirow Financial Consulting, LLC, serve as the Committee's financial
advisors.  As of June 30, 2005, the Company's balance sheet showed US$21.5
billion in assets and US$28.5 billion in liabilities.


DELTA AIR: US Airways' Offer May Delay Exit from Bankruptcy
-----------------------------------------------------------
Delta Air Lines Inc.'s exit from bankruptcy may be delayed due to the merger
proposal of US Airways Group, Inc., The Atlanta Journal-Constitution
reports.

According to The Atlanta Journal, US Airways' proposal could be scuttled
over antitrust issues when federal regulators examine the deal, which could
delay Delta Air's exit from bankruptcy by months.

These concerns are among the reasons a court-appointed creditors committee,
which holds great influence in Delta Air's Chapter 11 reorganization, might
pass on the deal, The Atlanta Journal says, citing a person familiar with
the bankruptcy case.  Creditors might decide the US$8 billion merger US
Airways is offering is better than keeping Delta Air independent.

However, it will likely take weeks of analysis by Delta Air management and
the creditors committee before deciding to support the deal, the individual
told The Atlanta Journal.

The source explained to The Atlanta Journal that the merger would bring
together two airlines whose routes overlap 36% -- more overlap than any
other combination offers.  This makes it more probable that the Department
of Justice will delay, if not reject the merger.

US Airways would have to let go over 10% of its overall operations, and not
just one of two competing shuttle units the two airlines operates in the
Northeast, to get the government's approval, The Atlanta Journal notes,
citing the source.

US Airways might have to dismantle its Charlotte hub, which serves many of
the same markets as Delta Air's Atlanta hub, The Atlanta Journal states.

                      About US Airways

US Airways is the fifth largest domestic airline employing nearly 35,000
aviation professionals worldwide.  US Airways, US Airways Shuttle and US
Airways Express operate approximately 3,800 flights per day and serve more
than 230 communities in the US, Canada, Europe, the Caribbean and Latin
America.  The new US Airways -- the product of a merger between America West
and US Airways in September 2005 -- is a member of Star Alliance, which
provides connections for our customers to 841 destinations in 157 countries
worldwide.

                       About Delta Air

Headquartered in Atlanta, Georgia, Delta Air Lines --
http://www.delta.com/-- is the world's second-largest airline in terms of
passengers carried and the leading US carrier across the Atlantic, offering
daily flights to 502 destinations in 88 countries on Delta, Song, Delta
Shuttle, the Delta Connection
carriers and its worldwide partners.  The company and 18 affiliates filed
for chapter 11 protection on Sept. 14, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-17923).  Marshall S. Huebner,
Esq., at Davis Polk & Wardwell, represents the Debtors in their
restructuring efforts.  Timothy R. Coleman at The Blackstone
Group L.P. provides the Debtors with financial advice.  Daniel
H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump
Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured
Creditors with legal advice.  John McKenna, Jr., at
Houlihan Lokey Howard & Zukin Capital and James S. Feltman at
Mesirow Financial Consulting, LLC, serve as the Committee's financial
advisors.  As of June 30, 2005, the Company's balance sheet showed US$21.5
billion in assets and US$28.5 billion in liabilities.


EVERCORE PARTNERS: Fails to File Third Quarter Financial Reports
----------------------------------------------------------------
Evercore Partners Inc. was unable to file by the Nov. 14 deadline its
Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2006.

The delay in filing the Form 10-Q is the result of Evercore Partners
performing additional review of the appropriate accounting for transactions
in connection with repurchase and reverse repurchase agreements entered into
by Protego Casa de Bolsa -- the Mexican asset management subsidiary of
Protego Asesores, which is the Mexican firm Evercore Partners acquired in
August 2006.

The accounting matter under review is related to Protego Casa de Bolsa's
financial position and results of operations.


FISHER SCIENTIFIC: Thermo Merger Prompts S&P to Lift Ratings
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the debt of Fisher
Scientific International Inc. in light of the completion of its merger with
Thermo Electron Corp. to create Thermo Fisher Scientific Inc.
(BBB+/Positive/--).

The ratings were also removed from CreditWatch, where they were placed with
positive implications May 8, 2006, in anticipation of the merger's closing.

The rating on Fisher Scientific's senior unsecured debt was raised to 'BBB+'
from 'BBB-' and the rating on the company's subordinated debt was raised to
'BBB' from 'BB+'.

The 'BBB-' corporate credit rating on Fisher Scientific was withdrawn, as
was the 'BBB' senior secured rating assigned to a bank facility that has
been repaid.

Fisher Scientific has locations in Singapore, the United Kingdom, and
Mexico.


FISHER SCIENTIFIC: Thermo Merger Cues Moody's to Lift Ba2 Rating
----------------------------------------------------------------
Moody's Investors Service concludes the rating review for possible downgrade
initiated on May 8, 2006 for Thermo Electron Corp., which is the surviving
entity whose name has changed to Thermo Fisher Scientific Inc., as a result
of the report that the merger between it and Fisher Scientific International
Inc. has been finalized.  The ratings for Thermo have been downgraded and
concurrently the ratings for Fisher Scientific International Inc. were
upgraded.

The companies combined in a tax-free, stock-for-stock transaction following
its recently received anti-trust clearance which completed the merger.

The Baa2 senior unsecured debt rating for the combined entity,
Thermo Fisher, reflects a capital structure, financial leverage
and cash flow coverage of debt indicative of an investment grade
issuer.  Moody's expects that Thermo Fisher will yield a range in operating
cash flow to adjusted debt of 27% to 31% with adjusted free cash flow to
adjusted debt of 19% to 23% in 2006.  Moody's also expects that the company
will pay down debt over the same time period, from approximately US$3
billion pro-forma as of Dec. 31, 2005, to US$2.6 billion and US$2.3 billion
at the end of 2006 and 2007, respectively.

Moody's believes that the merger between the two companies will
offer these benefits:

   -- greater scale and a broad portfolio of products and
      services;

   -- the ability to offer an end to end solution for laboratory
      customers, including equipment, software, reagents,
      consumables and services; and,

   -- a more diverse geographic, product and customer mix.

Moody's also expects that the combination could result in cost
synergies and revenue synergies of approximately US$150 million and US$50
million, respectively, over the next few years.  Moody's also views the two
companies as highly complimentary.

Fisher has a strong supply chain management with distribution
capabilities, multiple sales channels, as well as significant
sales and marketing resources.  Thermo, on the other hand, has
strong production innovation, intellectual property, research and
development, as well as a solid global manufacturing footprint and
expertise.  Thermo has also been quite successful in penetrating Asia and
other emerging markets, offering potentially greater access for Fisher.

Moody's believes that the unsecured senior debt of Thermo Fisher
will be structurally subordinated to the current debt at Fisher,
as well as the US$1 billion senior unsecured guaranteed credit
facility for the combined entity.  Moody's assessment reflects the fact that
the proposed credit facility should benefit from a
guarantee from Fisher while the existing Fisher debt benefits from a
co-obligation from the parent.

Moody's, however, did not view technical structural subordination as a major
constraint to Thermo Fisher's current senior unsecured notes and bonds at
the Baa2 senior unsecured rating for the combined company.  Moody's notes
that this subordination issue could become more material if the combined
company's rating were at a lower level.

Moody's ratings do consider the major risks in combining both
companies, specifically the integration of the two company's
systems, operations and cultures.  While Moody's notes that both
companies have acquired other life science firms in the past few
years, Moody's expects the combined company to focus on internal
growth and cost synergies in the short-term prior to resuming to
acquiring additional companies.

These ratings of Thermo Fischer Scientific Inc. (formerly Thermo
Electron Corp.) were downgraded:

   -- US$150 million senior unsecured notes, due 2008,
      downgraded to Baa2 from Baa1

   -- US$250 million 5% Senior Global Notes, due 2015,
      downgraded to Baa2 from Baa1

   -- US$125 million convertible subordinated debentures due
      2007, downgraded to Ba1 from Baa3.

These ratings were withdrawn for Thermo Fischer Scientific Inc.:

   -- Senior Unsecured Shelf Rating, rated (P) Baa1

   -- Subordinated Shelf Rating, rated (P) Baa2

These ratings of Fisher Scientific International, Inc. were
upgraded:

   -- US$300 million 2.50% senior unsecured convertible notes,
      due 2023, upgraded to Baa2 from Ba1

   -- US$330 million 3.25% senior subordinated convertible notes
      due 2024, upgraded to Baa3 from Ba2

   -- US$300 million 6.75% senior subordinated notes, due 2014,
      upgraded to Baa3 from Ba2

   -- US$500 million 6 1/8% senior subordinated notes, due 2015,
      upgraded to Baa3 from Ba2

These ratings of Fisher Scientific International, Inc. were
withdrawn:

   -- Corporate Family Rating

   -- US$500 million Senior Secured Guaranteed Revolver due 2009

   -- US$250 million Senior Secured Guaranteed US Dollar Term
      Loan A due 2009.

These ratings of Apogent Technologies, Inc. (a wholly-owned
subsidiary of Fisher) were upgraded:

   -- US$345 million floating rate senior convertible contingent
      notes due 2033 upgraded to Baa2 from Ba1.

The ratings outlook is stable.

Thermo Fisher Scientific Inc., based in Waltham, Massachusetts,
with annual sales of more than US$9 billion, serves over
350,000 customers within pharmaceutical and biotech companies,
hospitals and clinical diagnostic labs, universities, research
institutions and government agencies, as well as environmental and
industrial process control settings.  Thermo Scientific offers customers a
complete range of high-end analytical instruments as well as laboratory
equipment, software, services, consumables and reagents to enable integrated
laboratory workflow solutions.  Fisher Scientific has locations in
Singapore, the United Kingdom, and Mexico.


GMAC LLC: Moody's Expects to Confirm Ba1 Long-Term Ratings
----------------------------------------------------------
Moody's expects to confirm the Ba1 long-term ratings of GMAC LLC and its
subsidiaries upon the closing of GM's sale of a 51% interest in the firm to
FIM Holdings LLC, the buyer consortium led by Cerberus Capital Management.

Moody's expects the outlook for GMAC's ratings to be negative at closing.

In a separate release, Moody's said that it also expects to confirm
Residential Capital LLC's Baa3 long-term rating upon the closing of the
sale.

GMAC's long-term ratings remain on review for possible downgrade pending the
completion of the transaction.  The expected Ba1 rating outcome assumes the
sale will be consummated in the form and according to the timeline
previously communicated by GM, and furthermore, that no factors that affect
GMAC's credit profile come to light in the intervening period of time.

GM's B3 corporate family and Caa1 senior unsecured ratings and negative
outlook are not affected by the closing of the sale, as they already take
the transaction into consideration.

Moody's said that several aspects of the sale enhance GMAC's stand-alone
credit profile, including:

   -- a sizeable reduction in direct unsecured exposure to GM
      with a subsequent cap of US$1.5 billion;

   -- a decrease, albeit temporary, in the firm's retail lease
      portfolio due to the carve-out from the sale of leases
      with a net book value of approximately US$4 billion;

   -- elimination of uncertainty regarding GMAC's liability for
      GM's pension plans; and,

   -- upfront payment by GM to GMAC of estimated lease residual
      support, which until earlier this year had been paid by GM
      at lease termination.

Furthermore, Moody's expects that as a result of the change in ownership,
GMAC is likely to accelerate efforts to improve its operating efficiency,
thus improving profitability; and to focus on strengthening its capital
position, including by issuing high equity-content preferred shares and by
retaining all "after-tax" dividends for a period of two years.

In addition, in the upcoming three years, FIM Holdings will reinvest its
share of "after-tax" dividends into identical GMAC high equity-content
preferred shares.

Moody's also believes that the sale effectively transfers control of GMAC to
FIM, improving the control and governance of the firm to the degree that
ratings "linkage" between the GMAC and GM ratings can be severed on this
basis.  As a result, GMAC's expected Ba1 public debt rating would represent
a convergence with its stand-alone credit profile.  Moody's said that it
does not regard either FIM or its primary sponsor Cerberus to be strategic
investors, and therefore the Ba1 rating reflects no benefit from external
support.

Constraining the positive implications of the sale, GMAC's business
concentrations with GM will continue post-sale, by virtue of agreements that
require GMAC to dedicate significant capital to originating GM-related auto
finance receivables.  These agreements provide GMAC exclusivity with respect
to originating GM-subvented receivables and leases, an enviable franchise
that forms a solid base for financing volumes and earnings potential.
However, this also presents downside risk. Nearly all of GMAC's current auto
finance activities relate to its association with GM, and as a result, its
asset quality, financing volumes, earnings, and liquidity position continue
to be vulnerable to adverse changes in GM's condition.

Moody's noted that GMAC's strengths in underwriting, risk management, and
liquidity management have enabled the firm to mitigate the difficulties it
has encountered in these areas as a consequence of GM's operating
challenges.

But according to Moody's Vice President Mark Wasden, "GMAC's higher
borrowing costs have significantly pressured the firm's financing margins,
causing its earnings and financial condition to be more vulnerable to a
deterioration in asset quality, whether brought about by cyclical factors or
GM-related events."

Moody's also believes that as long as GMAC's GM concentration is
significant, liquidity risk may be elevated due to GM-related confidence
sensitivity.

"In time, GMAC's margins could improve as high-cost debt runs off and is
replaced with bonds priced at narrower credit spreads, assuming continued
favorable investor reaction to the transaction," said Wasden.

Moody's will monitor the "new" GMAC's ability to consistently access
competitively priced unsecured funding, as well as market signals, regarding
the GM-related confidence sensitivity issue.

Moody's noted that diversification of GMAC's revenue sources has a very
limited impact on the company's ratings, particularly as it relates to its
ownership of ResCap.  Moody's believes GMAC's ownership of ResCap benefits
primarily GMAC's shareholders, and that the sale transaction does not
meaningfully change this view. Should GMAC sell ResCap in the future,
Moody's expects the use of the sale proceeds would reflect the interests of
GMAC's owners, to the potential exclusion of GMAC bondholder interests.
In addition, GMAC bondholders are structurally subordinated to ResCap's
creditors with respect to ResCap's earnings, cash flows, and assets.  Though
ResCap will likely begin paying dividends for the first time after the
transaction closes, Moody's views this as representing ResCap's share of
GMAC's consolidated dividend requirement, including a step-up in the annual
distribution rate after year two of the transaction.  Thus ResCap's
dividends will be effectively passed-through to GMAC's shareholders.

Moody's expects that GMAC's long-term ratings will have a negative outlook
upon closing.  This negative outlook would reflect its continuing
vulnerability to near-term GM stresses, as a result of its business
concentrations and funding profile. Of particular concern is a GM bankruptcy
trigger within GMAC's SWIFT funding structure, used to finance GM dealer
floorplan receivables.

A GM bankruptcy would cause early amortization of the SWIFT securities,
requiring GMAC to source alternative funds to continue originating critical
floorplan loans to dealers.  GMAC has established facilities that would
replace over half of the SWIFT funding that would be subject to early
amortization. Should GMAC complete the transition of the remainder of this
source of funding to a structure that is less exposed to a GM bankruptcy or
develop other mitigation strategies, the rating outlook could improve to
stable.

Moody's believes such a transition could be accomplished by the firm within
the next few quarters; in the meantime, GMAC is expected to maintain
elevated cash balances as partial liquidity insurance.  A revision of GM's
rating outlook to stable would also lead to a stable outlook for GMAC's
ratings.

Given GMAC's continuing business connections with GM, Moody's believes
GMAC's ratings are unlikely to improve until GM's own ratings improve.  GMAC
may embark on strategies that will lead to greater diversification of its
revenues and earnings, such as non-GM used car and dealer floorplan finance,
that could eventually enhance its credit profile and ratings, but it will
likely take a substantial amount of time for such strategies to meaningfully
impact GMAC's business mix given its portfolio size. Any consideration for
ratings improvement must also be accompanied by a sustained improvement in
GMAC's financing margins.

Finally, a limiting factor to any potential increase in GMAC's ratings is
GM's option to repurchase GMAC's North American and International auto
finance businesses should GM achieve either investment grade ratings (Baa3)
or ratings better than GMAC.  If GM ever exercises this option, it would
result in ratings for the reacquired entities once again becoming linked
with GM's ratings.

Therefore, Moody's will likely limit GMAC's ratings on the upside to the
higher of Baa2 and one-notch higher than GM's ratings, for the duration of
the call option.

GMAC LLC, headquartered in Detroit, Michigan, provides retail and wholesale
auto financing, primarily in support of GM's auto operations, and is one of
the world's largest non-bank financial institutions.  GMAC reported earnings
of US$2.4 billion in 2005.


GRUPO ELEKTRA: Inks Money Transfer Services Pact with Orlandi
-------------------------------------------------------------
Orlandi Valuta signed an agreement for money transfer services in Mexico
with Grupo Elektra.  Consumers can now receive Orlandi Valuta money transfer
transactions sent from the United States at any of Grupo Elektra's
approximately 1,500 stores and bank branches throughout Mexico.

This agreement extends the hours that Orlandi Valuta money transfer
transactions are payable to consumers in Mexico.  Orlandi Valuta
transactions are now payable seven days a week until 9 p.m. in Grupo Elektra
locations, including:

   -- Salinas y Rocha,
   -- Bodega de Remates,
   -- Elektricity,
   -- Elektra and
   -- Banco Azteca.

With the addition of the Orlandi Valuta brand to the Western Union- and
Vigo-branded money transfer services currently offered, Grupo Elektra now
offers consumers the full suite of Western Union services.

"This relationship with Grupo Elektra complements Orlandi Valuta's desire to
provide fast, reliable and convenient services located where our consumers
live and feel comfortable," said Liz Alicea-Velez, President, Orlandi
Valuta.  "Between its retail and banking brands, Grupo Elektra has a
profound presence in Mexico. Adding these trusted locations to the Orlandi
Valuta agent network and increasing business hours positions us closer to
more consumers and makes it simple for them to receive money in Mexico."

"Our commitment is to build the necessary agreements to enhance the
well-being of an increased number of people through faster and safer
operations," said Javier Sarro Cortina, CEO of Grupo Elektra.  "More
efficient transfers contribute to higher living standards for millions of
families in Mexico and Latin America."

                   About Orlandi Valuta

Orlandi Valuta is a subsidiary of Western Union, which trades in the NYSE
under ticker symbol (WU).  Orlandi Valuta, an electronic money-transfer
service that has been in operation since 1986, offers same-day and next-day
transfers from the United States to locations in El Salvador, Honduras,
Guatemala and all 32 states in Mexico.  The company has more than 4,500
points of sale in the United States and 20 years of proven experience in
electronic transfers from the U.S. to Mexico.  Recently, Orlandi Valuta
began money transfers to Central and South America, where it has more than
1,000 additional points of sale.

                    About Grupo Elektra

Grupo Elektra -- http://www.grupoelektra.com.mx-- sells retail goods and
services through its Elektra, Salinas y Rocha, Bodega de Remates and
Elektricity stores and over the Internet.  The Group operates more than
1,000 stores in Mexico, Guatemala, Honduras, Peru and Panama.  Grupo Elektra
also sells and markets its consumer finance, banking and financial products
and services through approximately 1,400 Banco Azteca branches located
within its stores, as a stand-alone, and in other channels in Mexico and
Panama.  Banking and financial services include loans, electronic money
transfer services, extended warranties, demand deposits, pension-fund
management, insurance, and credit information services.

Grupo Elektra is divided mainly in two divisions: retail and financial.  The
Company's retail division is divided in two geographical areas: Mexico,
where three store formats are operated, and Latin America (Guatemala,
Honduras and Peru), where the Elektra store format is operated only and
credit is still granted through the commercial division.  Grupo Elektra's
financial division, which only operates in Mexico, includes Banco Azteca, a
bank that offers financial services to Mexico 's mass market; Afore Azteca,
a retirement fund manager; and Seguros Azteca, a new insurance company.

                        *    *    *

As reported by Troubled Company Reporter on May 27, 2005, Fitch Ratings
affirmed and withdrew the 'BB-' international scale foreign and local
currency ratings of Grupo Elektra, SA de CV, Fitch has withdrawn the ratings
in consistency with Fitch's policies due to the pay down of all of the
company's dollar-denominated bonds.

Fitch also affirmed Elektra's national scale short term rating of 'F2(mex)'
and would continue to follow the company on the national scale.


GRUPO MEXICO: Fighting Anti-Trust Commission's Ruling on Merger
---------------------------------------------------------------
Grupo Mexico said in a filing with Bolsa Mexicana de Valores -- the Mexican
stock exchange -- that it will use all legal means at its disposal to fight
the ruling made by the Federal Competition Commission, the Mexican
anti-trust commission, regarding the merger of the firm's Ferromex railway
and Ferrosur, which is controlled by Carlos Slim.

As reported in the Troubled Company Reporter-Latin America on Nov. 17, 2006,
the Federal Competition rejected for the second time the merger that would
have formed the largest rail firm in Mexico and would have controlled 54% of
the Mexican railroad market.  The Federal Competition said that the merger
between Ferromex and Ferrosur would have led to excessive concentration in
the railroad sector to the detriment of consumers and competing shippers.

Grupo Mexico SA de C.V. -- http://www.grupomexico.com/--  
through its ownership of Asarco and the Southern Peru Copper
Company, Grupo Mexico is the world's third largest copper
producer, fourth largest silver producer and fifth largest
producer of zinc and molybdenum.

                        *    *    *

Fitch Ratings assigned these ratings to Grupo Mexico SA de C.V.:

     -- foreign currency long-term debt, BB; and
     -- local currency long-term debt, BB.


KRISPY KREME: Posts US$135.8MM Net Loss in Year Ended Jan. 2006
----------------------------------------------------------------
Krispy Kreme Doughnut, Inc., reported a US$135.8 million net loss on
US$543.4 million of revenues for the fiscal year ended
Jan. 31, 2006, compared with a US$198.3 million net loss on
US$707.8 million of revenues for the same period in 2005.

Both revenues from company owned stores and franchisee stores declined in
fiscal 2006 compared with fiscal 2005, as did company sales to franchise
stores.  This was offset mainly by lower recorded direct operating expenses
of US$474.6 million in fiscal 2006, compared with US$598.3 million in fiscal
2005.  In addition, the company recognized lower impairment charges and
lease termination costs of US$55.1 million in 2006 compared to
US$161.8 million in 2005.

At June 30, 2006, the company's balance sheet showed
US$410.8 million in total assets, US$302.2 million in total liabilities, and
US$108.7 million in total stockholders' equity.

The company's balance sheet at Jan. 29, 2006 also showed
US$147 million in total current assets available to pay
US$153.9 million in total current liabilities.

A full-text copy of the company's annual report is available for free at
http://researcharchives.com/t/s?1485

Founded in 1937 in Winston-Salem, North Carolina, Krispy Kreme
(NYSE: KKD) -- http://www.krispykreme.com/-- is a branded
specialty retailer of premium quality doughnuts, including the
company's signature Hot Original Glazed.  There are currently
approximately 323 Krispy Kreme stores and 79 satellites operating systemwide
in 43 U.S. states, Australia, Canada, Mexico, the Republic of South Korea
and the United Kingdom.

The company generates revenues from three distinct sources: company-owned
stores, franchise fees and royalties from franchise stores, and a vertically
integrated supply chain.

Freedom Rings, LLC, company's franchisee in Eastern Pennsylvania, Delaware
and Southern New Jersey, filed on
Oct. 16, 2005 for Chapter 11 protection with the Delaware Bankruptcy Court
(Bankr. D. Del. Case No. 05-14268).  Following closure of its four remaining
stores, the Bankruptcy Court confirmed Freedom Rings' plan of liquidation on
April 20, 2006 and its operations have been substantially wound up.

KremeKo, Inc., Krispy Kreme's Canadian franchisee, filed for restructuring
on April 15, 2005, pursuant to the Companies' Creditors Arrangement Act with
the Ontario Superior Court of Justice.  Krispy Kreme Doughnut Corp. agreed
to pay approximately US$9.3 million to two secured creditors to settle its
obligations with respect to its guarantees pertaining to certain indebteness
and related equipment agreements.  In exchange, a newly formed subsidiary of
Krispy Kreme Doughnut Corp. acquired substantially all of the operating
assets of KremeKo, as authorized by the Ontario Court.

Glazed Investments, LLC, company's franchisee in Colorado, Minnesota and
Wisconsin, filed for Chapter 11 protection on
Feb. 3, 2006 (Bankr. N.D. Ill. Case No. 06-00932).  Subsequent to this
filing, Glazed Investments sold its remaining 12 Krispy Kreme stores to
Western Dough, Krispy Kreme's area developer for Nevada, Utah, Idaho,
Wyoming and Montana, for appoximately US$10 million.  This sale was
facilitated by the Chapter 11 filing, by permitting the assets to be sold
free and clear of all liens, claims and encumbrances.

Under the plan of liquidation filed by Glazed Investments, it will be
dissolved after distribution of the sale proceeds to creditors, and Krispy
Kreme will not receive any payment on account of its ownership in Glazed
Investments.  While a substantial portion of Glazed Investments' debts were
retired from the sale proceeds and liquidation of other assets, Krispy Kreme
paid approximately US$1 million of its franchisee's debt which was
guaranteed by it.


PORTRAIT CORP: Inks Premium Financing Pact with First Insurance
---------------------------------------------------------------
The Honorable Adlai S. Hardin Jr. of the U.S. Bankruptcy Court for the
Southern District of New York will convene a hearing at 9:30 a.m., on Nov.
22, 2006, to consider Portrait Corporation of America, Inc., and its
debtor-affiliates' for permission to enter into an Insurance Premium
Financing Agreement with First Insurance Funding Corp.  The hearing will be
held at the U.S. Bankruptcy Court, Courtroom 520, 300 Quarropas Street, in
White Plains, New York.

The Debtors want to enter into the financing agreement with First Insurance
in order to maintain various policies for general liability, property
damage, workers compensation and other forms of insurance.  The Debtors say
these policies are essential to their business operations and the
preservation of their property and assets.

One of the Debtors' prepetition premium financing agreements with First
Insurance expired by its terms on Oct. 31, 2006.   The Debtors seek to
continue coverage by entering into a new premium  finance agreement with
First Insurance dated
Nov. 1, 2006.

The new agreement provides funds for insurance policies on these terms:

           TERM                        AMOUNT
           ----                        ------
           Total Premium              US$718,520
           Cash Down Payment          US$179,630
           Amount Financed            US$538,890
           Finance Charge              US$17,733.72
           Annual Percentage Rate        7.830%
           Monthly Payments                  9
           Payment Amount              US$61,847.08

Under the new premium financing agreement, the Debtors are required to
provide First Insurance security interests in return premiums, dividend
payments and certain loss payments related to the relevant policies.

                    About Portrait Corp

Portrait Corp. of America, Inc. -- http://pcaintl.com/-- provides
professional portrait photography products and services
in North America.  The Company operates portrait studios within
Wal-Mart stores and Supercenters in the United States, Canada,
Mexico, Germany and the United Kingdom.  The Company also operates a modular
traveling business providing portrait photography services in additional
retail locations and to church congregations and other institutions.

Portrait Corporation and its debtor-affiliates filed for Chapter
11 protection on Aug. 31, 2006 (Bankr S.D. N.Y. Case No.
06-22541).  John H. Bae, Esq., at Cadwalader Wickersham & Taft
LLP, represents the Debtors in their restructuring efforts.
Berenson & Company LLC serves as the Debtors' Financial Advisor
and Investment Banker.  Kristopher M. Hansen, Esq., at Stroock & Stroock &
Lavan LLP represents the Official Committee of Unsecured Creditors.   Peter
J. Solomon Company serves as financial advisor for the Committee.  At June
30, 2006, the Debtor had total assets of US$153,205,000 and liabilities of
US$372,124,000.


PORTRAIT CORP: Has Access to US$45-Million DIP Loan Facility
------------------------------------------------------------
The Honorable Adlai S. Hardin, Jr., of the U.S. Bankruptcy Court for the
Southern District of New York gave his final stamp of approval to Portrait
Corp. of America, Inc., and its debtor-affiliates' request to obtain
debtor-in-possession financing from Wells Fargo Foothill, Inc.

Pursuant to Judge Hardin's order, the Debtors now have full access to up to
an aggregate outstanding principal amount of US$45 million from Wells Fargo,
including:

      -- a sub-limit for letters of credit having a maximum
         drawing amount of not more than US$20 million; and

      -- an amount sufficient to indefeasibly pay in full, in
         accordance with the DIP facility documents, the
         outstanding prepetition obligations under the Debtors'
         prepetition credit agreements.

The Debtors owe Wells Fargo approximately US$11 million on account of loans
made under an aggregate of US$30 million in prepetition revolving lines of
credit.  Debts under the lines of credit are secured by a first priority
lien and security interest on all of the Debtors' property and assets.

As reported in the Troubled Company Reporter on Sept. 6, 2006, the Court
issued and interim DIP financing order allowing the Debtors to borrow up to
US$10 million, inclusive of a letter of credit sub-facility in the amount of
US$5 million.  The Court rules that all borrowings made under the interim
DIP order are deemed made in accordance with and pursuant to the final DIP
order.

All obligations arising from the DIP facility will be secured by a first
priority perfected lien and security interest against the Debtors' assets,
subject only to carve outs for:

      a) any unpaid amounts payable pursuant to 28 U.S.C.
         § 1930(a)(6);

      b) wind-down costs and expenses for chapter 7 trustee or
         trustees that may be appointed; and

      c) upon and after an event of default, allowed reasonable
         fees, costs and expenses of professionals retained
         pursuant to sections 327 and 1103 of the Bankruptcy
         Code by any Debtor or Statutory Committee

                    About Portrait Corp.

Portrait Corp. of America, Inc. -- http://pcaintl.com/--  
provides professional portrait photography products and services
in North America.  The Company operates portrait studios within
Wal-Mart stores and Supercenters in the United States, Canada,
Mexico, Germany and the United Kingdom.  The Company also operates a modular
traveling business providing portrait photography services in additional
retail locations and to church congregations and other institutions.

Portrait Corp. and its debtor-affiliates filed for Chapter 11 protection on
Aug. 31, 2006 (Bankr S.D. N.Y. Case No. 06-22541).  John H. Bae, Esq., at
Cadwalader Wickersham & Taft LLP, represents the Debtors in their
restructuring efforts.  Berenson & Company LLC serves as the Debtors'
Financial Advisor and Investment Banker.  Kristopher M. Hansen, Esq., at
Stroock &
Stroock & Lavan LLP represents the Official Committee of Unsecured
Creditors.   Peter J. Solomon Company serves as financial advisor for the
Committee.  At June 30, 2006, the Debtor had total assets of US$153,205,000
and liabilities of US$372,124,000.


* ATIZAPAN DE ZARAGOZA: Moody's Releases Joint Default Analysis
---------------------------------------------------------------
In connection with Moody's Investors Service published rating results of the
application of the joint default analysis or JDA methodology for non-U.S.
regional and local governments or RLGs in the Americas, the rating agency
upgraded the Municipality of Atizapan de Zaragoza's issuer ratings at Ba1
from Ba2 and affirmed the national scale raing of A1.mx, with a stable
outlook.

The rating is based on a:

   -- BCA of 11,
   -- Ba3 rating on the State of Mexico,
   -- 20% probability of support and
   -- 90% default dependence.

In October 2006, Moody's published a Special Comment report, entitled "The
Application of Joint Default Analysis to Regional and Local Governments".
The JDA methodology formally disaggregates the ratings of RLGs into four
components:

   (i) an assessment of the RLG's baseline credit risk
       (on a scale of 1 to 21, where 1 represents the equivalent
       risk of Aaa, 2 represents Aa1 and so forth),

  (ii) the higher-tier or supporting government's domestic
       currency rating,

(iii) an estimate of the default dependence between the RLG and
       the supporting government (expressed as a percentage),
       and

  (iv) an estimate of the likelihood of extraordinary support
       from the supporting government (expressed as a
       percentage).

The application of JDA in the Americas resulted in 24 RLG ratings upgraded,
75 RLG ratings affirmed, and ratings on 2 associated entities upgraded.

As a reflection of the application of JDA to government related issuers
(GRIs), for which certain RLGs are the supporting governments, Moody's also
raised the ratings on 6 GRIs.


* MUNICIPALITY OF DURANGO: Moody's Issues Joint Default Analysis
----------------------------------------------------------------
In connection with Moody's Investors Service published rating results of the
application of the joint default analysis or JDA methodology for non-U.S.
regional and local governments or RLGs in the Americas, the rating agency
upgraded the Municipality of Durango's issuer ratings to Ba2 from Ba3 and to
A2.mx from A3.mx, with a stable outlook.

The rating is based on a:

   -- BCA of 12,
   -- Ba2 rating on State of Durango,
   -- 20% probability of support and
   -- 90% default dependence.


Durango, Municipality of - issuer ratings upgraded to Ba2 and A2.mx (Mexico
National Scale), with stable outlook (from Ba3/A3.mx, stable outlook), based
on a BCA of 12, Ba2 rating on the State of Durango, 20 % probability of
support, 90 % default dependence.

In October 2006, Moody's published a Special Comment report, entitled "The
Application of Joint Default Analysis to Regional and Local Governments".
The JDA methodology formally disaggregates the ratings of RLGs into four
components:

   (i) an assessment of the RLG's baseline credit risk
       (on a scale of 1 to 21, where 1 represents the equivalent
       risk of Aaa, 2 represents Aa1 and so forth),

  (ii) the higher-tier or supporting government's domestic
       currency rating,

(iii) an estimate of the default dependence between the RLG and
       the supporting government (expressed as a percentage),
       and

  (iv) an estimate of the likelihood of extraordinary support
       from the supporting government (expressed as a
       percentage).

The application of JDA in the Americas resulted in 24 RLG ratings upgraded,
75 RLG ratings affirmed, and ratings on 2 associated entities upgraded.

As a reflection of the application of JDA to government related issuers
(GRIs), for which certain RLGs are the supporting governments, Moody's also
raised the ratings on 6 GRIs.


* MUNICIPALITY OF GUASAVE: Moody's Issues Joint Default Analysis
----------------------------------------------------------------
In connection with Moody's Investors Service published rating results of the
application of the joint default analysis or JDA methodology for non-U.S.
regional and local governments or RLGs in the Americas, the rating agency
upgraded the Municipality of Guasave's issuer ratings to Ba3from Baa2.mx and
to Baa1.mx from Baa2.mx, with a stable outlook.

The rating is based on a:

   -- BCA of 13,
   -- Ba2 rating on the State of Sinaloa,
   -- 20% probability of support and
   -- 90% default dependence.

In October 2006, Moody's published a Special Comment report, entitled "The
Application of Joint Default Analysis to Regional and Local Governments".
The JDA methodology formally disaggregates the ratings of RLGs into four
components:

   (i) an assessment of the RLG's baseline credit risk
       (on a scale of 1 to 21, where 1 represents the equivalent
       risk of Aaa, 2 represents Aa1 and so forth),

  (ii) the higher-tier or supporting government's domestic
       currency rating,

(iii) an estimate of the default dependence between the RLG and
       the supporting government (expressed as a percentage),
       and

  (iv) an estimate of the likelihood of extraordinary support
       from the supporting government (expressed as a
       percentage).

The application of JDA in the Americas resulted in 24 RLG ratings upgraded,
75 RLG ratings affirmed, and ratings on 2 associated entities upgraded.

As a reflection of the application of JDA to government related issuers
(GRIs), for which certain RLGs are the supporting governments, Moody's also
raised the ratings on 6 GRIs.




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


INTERPUBLIC GROUP: Closes Exchange of US$400MM Convertible Notes
----------------------------------------------------------------
The Interpublic Group of Companies, Inc., has completed the exchange of
US$400 million aggregate principal amount of new 4.25% Convertible Senior
Notes due 2023 for the same principal amount of its old 4.50% Convertible
Senior Notes due 2023.  The exchange was conducted on a private basis in
reliance on Section 4(2) of the Securities Act of 1933 with a small number
of qualified institutional buyers that held the old notes.

The main differences between the new notes and the old notes are:

   (a) the interest rate is lower (4.25% rather than 4.50%),

   (b) the first call will be later (March 15, 2012 rather than
       Sept. 15, 2009,

   (c) the first two dates of repurchase at the option of the
       holders will be later (March 15, 2012 and March 15, 2015
       rather than March 15, 2008 and March 15, 2013) and

   (d) payment of cash dividends on Interpublic's common stock
       will trigger an adjustment to the new notes' conversion
       rate, but will not trigger payment of contingent
       interest.

Like the old notes, the new notes pay interest semiannually and will mature
on March 15, 2023.  The conversion provisions of the new notes are
substantially similar to the old notes.  The new notes are subject to
restrictions on transfer as a result of the private placement.

The exchange is being treated as an extinguishment of the old notes and an
issuance of new debt for accounting purposes.  The company expects that the
new debt will be reflected on Interpublic's balance sheet at its fair value,
or approximately US$477 million.  Interpublic expects to record a non-cash
charge to earnings in the fourth quarter of 2006 for the difference between
the fair value of the new debt and the carrying value of the old debt, or
approximately US$77 million.  This difference will be amortized through the
first put date in 2012, resulting in a reduction of reported interest
expense in future periods.

Interpublic has agreed to file a shelf registration statement under the
Securities Act for the resale of the new notes and the common stock issuable
upon conversion of the new notes.  In connection with the issuance of the
new notes, Interpublic entered into a new indenture and supplemental
indenture.

The new notes and the common stock issuable upon conversion of the new notes
have not been registered under the Securities Act or any state securities
laws.  They may not be offered or sold in the United States absent
registration under, or an applicable exemption from, the registration
requirements of the Securities Act and applicable state securities laws.

Interpublic Group of Companies Inc. (NYSE:IPG) --
http://www.interpublic.com/-- is one of the world's leading
organizations of advertising agencies and marketing services
companies.  The Interpublic Group has over 43,000 employees working in
offices in more than 130 countries around the world, including Argentina,
Brazil, Barbados, Belize, Chile, Colombia, Costa Rica, Dominican Republic,
Ecuador, El Salvador, Guatemala, Honduras, Jamaica, Mexico, Nicaragua,
Panama, Paraguay, Puerto Rico, Peru, Uruguay and Venezuela.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 16, 2006, Standard &
Poor's Ratings Services assigned a 'B' rating to the proposed US$400 million
4.25% convertible senior notes due 2023 of Interpublic Group of Cos. Inc.
(B/Watch Neg/B-3), which are being issued on a private basis in exchange for
the same principal amount of its old, 4.5% convertible senior notes due
2023.  At the same time, the rating on these notes was placed on CreditWatch
with negative implications.  The new notes differ from the old notes
principally in the lower interest rate, an extension of the date upon which
they will be callable, and an extension of the dates upon which they will be
subject to repurchase at the investor's option.




=======
P E R U
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HERTZ CORP: Parent Selects VDM Specialists to Commence IPO
----------------------------------------------------------
VDM Specialists, LLC has commenced the trading of Hertz Global Holdings,
Inc., the largest worldwide general use car rental brand, on the New York
Stock Exchange (NYSE).  The initial public offering or IPO comprised the
sale of 88.2 million shares of common stock priced at US$15 raising
approximately US$1.32 billion for the company.

"We are excited to have joined the ranks of some of the world's largest and
most prestigious companies listed on NYSE," stated Mark P. Frissora, Chief
Executive Officer of Hertz Global Holdings.  "VDM's guidance and support
were instrumental to our IPO's launch, and we look forward to working
closely with our new partner."

Commenting on the announcement, Robert Fagenson, CEO of VDM
Specialists, said, "Hertz is one of the most well-known brand names in the
world.  We are proud to have been chosen to represent them.  As we continue
to deliver quality markets in the stocks we trade, Hertz's addition to our
family of NYSE-listed companies is another wonderful example of the
value-added partnerships we have with our listed company clients."

VDM Specialists represents a variety of leading brand names, including Coach
Inc., Four Seasons Hotels Inc., Harley-Davidson Inc., Hewlett-Packard Co.,
Saks Inc., Sealy Corp., Tiffany & Co., and The Walt Disney Co.

            About Hertz Global Holdings, Inc.

Hertz Global Holdings, Inc., the indirect parent corporation of The Hertz
Corp., is the largest worldwide general use car rental brand and one of the
largest equipment rental businesses in the United States.  In its car rental
business segment, Hertz and its independent licensees and associates accept
reservations for car rentals at approximately 7,600 locations in
approximately 145 countries.

                     About Hertz Corp.

Hertz Corp. -- https://www.hertz.com/ --  the largest global car rental
company, participates primarily in the on-airport segment of the car rental
industry.  This segment, which generates approximately 69% of Hertz's
consolidated revenues, is heavily reliant on airline traffic.  Demand tends
to be cyclical, and can also be affected by global events such as wars,
terrorism, and disease outbreaks.  Hertz has also grown its off-airport
business (12% of consolidated revenues), the segment of the car rental
business that is less cyclical and more profitable, but which is dominated
by 'A-' rated Enterprise Rent-A-Car Co.  Through its Hertz Equipment Rental
Corp. subsidiary (HERC, 18% of consolidated revenues), Hertz also operates
one of the larger industrial and construction equipment renters in the U.S.,
along with some European locations.  Hertz has operations in Hungary,
Philippines and Peru, among others.

                        *    *    *

Standard & Poor's Ratings Services affirmed on Nov. 16, 2006, its ratings on
Hertz Corp., including the 'BB-' corporate credit rating, and removed them
from CreditWatch, where they were placed with negative implications June 26,
2006.  The outlook is negative.


HERTZ CORP: IPO Completion Cues S&P to Affirm BB- Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Hertz Corp.,
including the 'BB-' corporate credit rating, and removed them from
CreditWatch, where they were placed with negative implications June 26,
2006.  The outlook is negative.

"The rating affirmation is based on the successful completion of a US$1.3
billion IPO by Hertz Global Holdings Inc., Hertz Corp.'s parent, of which
US$1 billion proceeds will be used to repay a US$1 billion loan that
financed a US$1 billion dividend to Hertz's owners in June 2006," said
Standard & Poor's credit analyst Betsy Snyder.  "However, the negative
outlook reflects the company's more aggressive financial policy, with all of
the proceeds from the IPO paid to the company's owners in the form of a
dividend, rather than retaining some proceeds at Hertz."

The ratings on Park, Ridge, N.J.-based Hertz reflect a weakened financial
profile following its US$14 billion leveraged acquisition in December 2005,
its owners' very aggressive financial policy, and the price-competitive
nature of on-airport car rentals and equipment rentals. Ratings also
incorporate the company's position as the largest global car rental company
and the strong cash flow its businesses generate.  Hertz was acquired from
Ford Motor Co. by Clayton, Dubilier & Rice Inc., The Carlyle Group, and
Merrill Lynch Global Private Equity, who combined now own a 72% stake after
the US$1.3 billion IPO.

The acquisition, which added over US$2 billion of debt to Hertz's balance
sheet, has resulted in an increase in its borrowing costs, and credit ratios
have weakened from their previous relatively healthy levels.  Hertz's
financial policy has become significantly more aggressive since its
acquisition.  Its owners completed a US$1 billion debt-financed dividend
just six months after acquiring the company and proceeds of the IPO, after
US$1 billion is used to repay debt incurred for the dividend, will be paid
to the owners as a dividend.  In addition, around two-thirds of the
company's tangible assets are now secured, versus around 10% prior to its
acquisition.

Hertz, the largest global car rental company, participates primarily in the
on-airport segment of the car rental industry.  This segment, which
generates approximately 56% of Hertz's consolidated revenues, is heavily
reliant on airline traffic. Demand tends to be cyclical, and can also be
affected by global events such as wars, terrorism, and disease outbreaks.

Hertz's financial policy has become considerably more aggressive. Its owners
have taken US$1.3 billion of dividends from the company in less than a year,
partially funded through debt that was subsequently repaid with proceeds
from an IPO.  Additional significant dividends would result in a downgrade.
If the company were to delever without further significant dividends, the
outlook could be revised to stable.

Hertz Corp. -- https://www.hertz.com/ --  the largest global car rental
company, participates primarily in the on-airport segment of the car rental
industry.  This segment, which generates approximately 69% of Hertz's
consolidated revenues, is heavily reliant on airline traffic.  Demand tends
to be cyclical, and can also be affected by global events such as wars,
terrorism, and disease outbreaks.  Hertz has also grown its off-airport
business (12% of consolidated revenues), the segment of the car rental
business that is less cyclical and more profitable, but which is dominated
by 'A-' rated Enterprise Rent-A-Car Co.  Through its Hertz Equipment Rental
Corp. subsidiary (HERC, 18% of consolidated revenues), Hertz also operates
one of the larger industrial and construction equipment renters in the U.S.,
along with some European locations.  Hertz has operations in Hungary,
Philippines and Peru, among others.




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


ADELPHIA COMMS: Judge Gerber Overrules Objections to Asset Sale
---------------------------------------------------------------
The Honorable Robert E. Gerber of the U.S. Bankruptcy Court for the Southern
District of New York, overruled any and all objections of the City of
Martinsville, Martinsville Cable and Henry County to the Adelphia
Communications Corp. Debtors' Sale Transaction and to the ACOM Debtors'
proposed assumption and assignment of the Franchise Agreements, other than
the objections related to the cure of defaults under the franchise.

Judge Gerber rules that the Sale Order dated June 28, 2006, is deemed
applicable with respect to the City, Henry County, and all physical and
other assets to which the Franchise Agreements relate.

Martinsville Cable, Inc., previously, filed a lawsuit pending in the United
States District Court for the Western District of Virginia, seeking, among
other things, a declaratory judgment with respect to its rights regarding
cable television system distribution facilities and related assets operated
by the Company in the city of Martinsville and Henry County in Virginia
pursuant to franchise agreements.

On Aug. 24, 2006, the District Court ruled that as a matter of law:

    (i) the City had failed to take the steps necessary to
        properly exercise its rights;

   (ii) Henry County is not permitted to purchase, own, or
        operate cable system under Virginia law; and

  (iii) neither the City nor Henry County had acted in
        accordance with applicable cable ordinances or met the
        requirements in denying the applications to transfer
        their Franchise Agreements.

On Aug. 29, 2006, the Martinsville City Council voted unanimously not to
appeal the District Court Order.

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates,
collectively known as Rigas Manged Entities, are entities that were
previously held or controlled by members of the Rigas family.  In March
2006, the rights and titles to these entities were transferred to certain
subsidiaries of Adelphia Cablevision, LLC.  The RME Debtors filed for
chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases.  (Adelphia
Bankruptcy News, Issue No. 150; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


ADELPHIA: Resolves California & Washington Sales Tax Issues
-----------------------------------------------------------
The Adelphia Communications Corp. Debtors, Time Warner NY Cable LLC, Comcast
Corporation, the state of Washington, and the state of California have
entered into a Court-approved stipulation.

The Honorable Robert E. Gerber of the U.S. Bankruptcy Court for the Southern
District of New York, previously ruled that the issue of whether California
and Washington state sales taxes are "stamp or similar taxes" subject to the
exemption under Section 1146(c) of the Bankruptcy Code will be subject to
further Court decision.

In their stipulation, the parties agree that:

    (a) the state sales taxes of California and Washington are
        not "stamp or similar taxes," for purposes of Section
        1146(c) and will not be exempted; and

    (b) any and all objections of Washington and California to
        the Section 363 Sale Motion are withdrawn with
        prejudice.

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its affiliates,
collectively known as Rigas Manged Entities, are entities that were
previously held or controlled by members of the Rigas family.  In March
2006, the rights and titles to these entities were transferred to certain
subsidiaries of Adelphia Cablevision, LLC.  The RME Debtors filed for
chapter 11 protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under Adelphia
Communications and its debtor-affiliates chapter 11 cases.  (Adelphia
Bankruptcy News, Issue No. 154; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


ALBERTO-CULVER: Completes Business Separation of Assets
-------------------------------------------------------
Alberto-Culver Co. has completed the separation of its consumer products
business and its beauty supply distribution business.

As a result of the transaction, Alberto-Culver has split into two separate
publicly traded companies:

   -- new Alberto-Culver, a worldwide manufacturer and marketer
      of leading personal care products, and

   -- Sally Beauty Holdings, Inc., a leading distributor of
      professional beauty supplies.

As part of the transaction, Alberto-Culver shareholders will receive a
US$25.00 per share special cash dividend, and also receive one share of
common stock of new Alberto-Culver and one share of common stock of new
Sally Beauty Holdings for each share of Alberto-Culver held on the closing
date.  The shares of each company's common stock have been authorized for
listing on the New York Stock Exchange.  Beginning Nov. 17, new
Alberto-Culver will continue to trade under its traditional symbol, "ACV,"
and Sally Beauty Holdings will trade under the symbol "SBH."

Carol L. Bernick, Executive Chairman of the Alberto-Culver Company,
commented, "Today we close a very successful chapter in Alberto-Culver's
history.  My thanks, and the thanks of our Board go out to the many people
in our consumer products groups and at Sally Beauty that have contributed to
our success over the years as well as for the hard work and efforts that
went into making this transaction happen. We are proud of our history and
past accomplishments, but we are primarily future-focused.  The new
Alberto-Culver has a strong portfolio of brands, proven leadership, a strong
culture and a well-crafted vision of growth.  Sally Beauty Holdings has a
seasoned management team, a strong reputation as an industry leader and a
dynamic new partner in Clayton, Dubilier & Rice.  But perhaps most
importantly, the real strength and competitive edge for both companies is a
team of outstanding employees around the world who have demonstrated the
ability to win and are looking forward to the challenge of continuing to win
in each of our markets.  The boards of Alberto-Culver and Sally Beauty
Holdings, our management teams and our great employees remain committed to
our shareholders and to doing what is best for them over the long term."

V. James Marino, the newly appointed President and Chief Executive Officer
of Alberto-Culver, added, "We are very pleased to have the separation behind
us.  As we set our sights on the future, our sole focus and attention will
be directed towards our consumer brands.  As part of that focus, we will
continue to invest behind our brands, keeping them relevant and fresh in the
minds of our consumers.  With a portfolio of well recognized and respected
hair care names such as TRESemme, Nexxus, an Alberto VO5 and leading ethnic
hair care brands such as Motions and Soft & Beautiful and a powerful skin
care franchise in St. Ives, in addition to leading niche household brands
including Mrs. Dash and Static Guard, we are enthusiastic about our
abilities and opportunities to grow the business.  Our generous cash flow
and strong balance sheet should enable us to explore strategic acquisitions
that can complement and enhance our existing portfolio.  We have proven over
many years that our consumer business can succeed in what has become a very
competitive environment.  We hope to continue that success.  Our brands,
people, culture and passion to win will not disappear or change as a result
of the separation."

Howard B. Bernick, who retired on Nov. 16, 2006, from his role of President
and Chief Executive Officer of Alberto-Culver, stated, "This is an exciting
day and time for our shareholders.  As I reflect back on my 30 years at
Alberto-Culver, I am extremely proud of our accomplishments.  It has been so
many people, so many events and so many moments in time that have defined
our progress and this company. My sincere gratitude and thanks to all of our
shareholders, Board members, management team and employees worldwide along
with the many others who I have had the pleasure to work with over these
past 30 years.  Both of our new companies are well positioned to succeed and
are in extremely capable hands with Jim Marino and Gary Winterhalter at
their helms. I hope that you continue to share with me as shareholders in
their future growth and prosperity."

Alberto-Culver Company manufactures, distributes and markets leading
personal care products including Alberto VO5, St. Ives, TRESemme and Nexxus
in the United States and internationally.  Several of its household/grocery
products such as Mrs. Dash and Static Guard are niche category leaders in
the U.S. Its Pro-Line International unit is the second largest producer in
the world of products for the ethnic hair care market with leading brands
including Motions and Soft & Beautiful. Its Cederroth International unit is
a major consumer goods marketer in the Nordic countries.

New Sally Holdings, Inc., headquartered in Denton, Texas, will be a leading
national retailer and distributor of beauty supplies with operations under
its Sally Beauty Supply and Beauty Systems Group businesses.  For the fiscal
year ended Sept. 30, 2005, New Sally's revenues exceeded US$2.2 billion.
The company has stores in Canada, Mexico, Puerto Rico, the U.K., Ireland,
Germany and Japan.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 26, 2006, Moody's
Investors Service assigned first time ratings, including a corporate family
rating of B2 and a speculative grade liquidity rating of SGL-2, to Sally
Holdings, LLC.

The rating outlook is stable.  The ratings are conditional upon review of
final documentation.

These are the rating actions:

     -- Corporate family rating at B2

     -- Probability-of-default rating at B2

     -- US$400 million senior secured guaranteed bank revolving
        credit facility at Ba2 (LGD 1, 7% LGD rate)

     -- US$1.07 billion senior secured guaranteed term loans at
        B2 (LGD 4, 50% LGD rate)

     -- US$430 million senior unsecured guaranteed notes at B2
        (LGD 4, 55% LGD rate)

     -- US$280 million unsecured senior subordinated guaranteed
        notes at Caa1 (LGD 6, 93% LGD rate)

     -- Speculative Grade Liquidity Rating of SGL-2


CHATTEM INC: Earns US$15.2 Million in Third Quarter 2006
--------------------------------------------------------
Chattem Inc. disclosed financial results for the third fiscal
quarter and nine months ended August 31, 2006.

              Third Quarter Financial Results

Total revenues for the third quarter of fiscal 2006 increased 6%
to US$72 million from total revenues of US$68.2 million in the
prior year quarter.  Total revenues increased 9% over the third
quarter of fiscal 2005 excluding sales of pHisoderm, which was
divested in Nov. 2005.  Revenue growth for the quarter was
driven by the continued strength of the Gold Bond(R) franchise,
up 24%; the Dexatrim(R) franchise, up 42%; the BullFrog(R)
franchise, up 9%; along with incremental sales growth from Icy
Hot(R) Pro-Therapy(TM) and Selsun(R) Salon(TM).

Net income in the third quarter of fiscal 2006 was US$15.2
million, compared to US$9.4 million in the prior year quarter.
Net income in the third quarter of fiscal 2006 included a net
recovery related to the Dexatrim litigation settlement and SFAS
123R employee stock option expense.  Net income for the third
quarter of fiscal 2005 included legal expenses related to the
Dexatrim litigation settlement and a severance charge.  As
adjusted to exclude these items, net income for the third
quarter of fiscal 2006 was US$8.9 million, compared to US$11.3
million in the prior year quarter.

             Nine-Month Period Financial Results

For the first nine months of fiscal 2006, total revenues were
US$235.4 million, compared to total revenues of US$215.4 million
in the prior year period, representing a 9% increase.  Total
revenues increased 13% over the prior year period excluding
sales of pHisoderm.  Revenue growth for the first nine months of
fiscal 2006 was led by the new product launches of Icy Hot Pro-
Therapy and Selsun Salon and continued growth of the Gold Bond
business.  For the first nine months of fiscal 2006, the Selsun
franchise increased 11% and the Gold Bond franchise increased
16%, as compared to the prior year period.

Net income in the first nine months of fiscal 2006 was
US$40.2 million, compared to US$33.6 million in the prior year
period.  Net income in the first nine months of fiscal 2006
included a loss on early extinguishment of debt, net recoveries
related to the Dexatrim litigation settlement and SFAS 123R
employee stock option expense.  Net income in the first nine
months of fiscal 2005 included a loss on early extinguishment of
debt, a net recovery related to the Dexatrim litigation
settlement and a severance charge.  Excluding these items, net
income in the first nine months of fiscal 2006 was US$31.6
million, compared to US$34 million in the prior year period.

                Income Statements Highlights

Operating Metrics

   -- Gross margin for the third quarter and first nine months
      of fiscal 2006 was lower compared to the prior year
      quarter and nine month period.  The decline was largely
      attributable to the launch of Icy Hot Pro-Therapy, which
      has lower gross margins than our other products.

   -- Advertising and promotion expense increased for the third
      quarter and first nine months of fiscal 2006 compared to
      the prior year quarter and nine month period, due
      primarily to increased spending to support the Company's
      new product introductions.

   -- Selling, general and administrative expenses decreased for
      the third quarter and first nine months of fiscal 2006
      compared to the prior year quarter and nine month period
      reflecting lower restricted stock and variable
      compensation expense, offset by share-based payment
      expense under SFAS 123R.

Interest Expense

Interest expense decreased for the third quarter and first nine-
month period of fiscal 2006 as compared to the same prior year
periods as a result of the Company's retirement of the US$75
million Floating Rate Senior Notes in the first quarter of
fiscal 2006.

             Share Repurchase and Capital Resources

The Company successfully completed, on July 25, 2006, a consent
solicitation from the holders of its US$107.5 million 7% Senior
Subordinated Notes due 2014 to an amendment to the indenture.
Relative to the consent solicitation, the Company's board of
directors authorized the repurchase of up to an additional
US$100 million of its common stock under the terms of the
Company's existing stock repurchase program.  From June 1, 2006,
to Oct. 5, 2006, the Company repurchased 572,863 shares of its
common stock at an average cost of US$31.42 per share, or US$18
million in the aggregate.  As of Oct. 5, 2006 a total of US$88.1
million remains available under the Company's board authorized
stock repurchase program.

The Company's total debt less cash as of Aug. 31, 2006, was
US$134.1 million compared to US$139.4 million as of
Aug. 31, 2005.

                Dexatrim Litigation Update

The Company has resolved all of the claims submitted in the
Dexatrim PPA class action settlement and all claims have been
paid by the settlement trust that was funded by its insurance
carriers and the manufacturer of Dexatrim products containing
PPA.  The Court granted, on July 14, 2006, a motion to dissolve
the settlement trust and the Company received a payment of
US$10.7 million from the trust on Aug. 31, 2006.

Based in Chattanooga, Tennessee, Chattem Inc. (NASDAQ: CHTT)
-- http://www.chattem.com/-- manufactures and markets a variety
of branded consumer products, including over-the-counter
healthcare products and toiletries and skin care products.  The
Company's products include Icy Hot(R), Gold Bond(R), Selsun
Blue(R), Garlique(R), Pamprin(R) and BullFrog(R).  Chattem has operations in
the United Kingdom, Australia, and Puerto Rico.

                        *    *    *

Moody's Investors Service placed on Oct. 7, 2006, Chattem Inc's corporate
family rating and senior subordinated ratings of Ba3 and B1, respectively,
under review for possible downgrade prompted by the company's announcement
that it had entered into an agreement to acquire the U.S. rights to five
leading consumer and over-the-counter brands from Johnson & Johnson and the
consumer healthcare business of Pfizer Inc. for US$410 million in cash.

Standard & Poor's Ratings Services revised its outlook on Chattem Inc. to
stable from positive.  At the same time, Standard & Poor's affirmed all of
Chattem's ratings, including its 'BB-' corporate credit rating.
Approximately US$151 million of debt was affected by this action.


CHATTEM INC: Plans to Offer US$100 Million Convertible Sr. Notes
----------------------------------------------------------------
Chattem Inc. intend to offer, subject to market and other conditions, US$100
million aggregate principal amount of Convertible Senior Notes due 2013 in a
private placement to qualified institutional buyers.

Chattem intends to use approximately US$26 million of the offering proceeds
to fund a convertible note hedge transaction to be entered into with an
affiliate of the placement agent for the offering, which transaction is
intended to offset Chattem's exposure to potential dilution upon conversion
of the notes.  Chattem will also enter into a separate warrant transaction
with an affiliate of the placement agent that, together with the convertible
note hedge transaction, will have the effect of increasing the effective
conversion premium of the notes to Chattem to approximately 60%.  Chattem
plans on using proceeds from the warrant transaction and a portion of the
net proceeds from the note offering to repay all amounts outstanding under
its existing revolving credit facility.

In certain circumstances, the notes may be convertible into cash up to the
principal amount of the notes and, with respect to any excess conversion
value, into cash, shares of Chattem common stock or a combination of cash
and common stock, at Chattem's option.  The interest rate, conversion price
and other terms will be determined by negotiations between Chattem and the
purchasers of the notes.  Chattem anticipates that the notes will bear
interest at a rate in the range of 2% to 2.25% and will have an initial
conversion premium in the range of 25% to 27%.

If Chattem consummates the acquisition of the U.S. rights to five brands
from Johnson & Johnson and the consumer healthcare business of Pfizer Inc.,
Chattem plans on using the remaining proceeds derived from the sale of the
notes to finance in part such acquisition.  If the acquisition does not
close, Chattem will use the net proceeds remaining after the cost of funding
the convertible note hedge transaction and the repayment of obligations
under its existing revolving credit facility for working capital and other
general corporate purposes.

Based in Chattanooga, Tennessee, Chattem Inc. (NASDAQ: CHTT) --
http://www.chattem.com/-- manufactures and markets a variety  of branded
consumer products, including over-the-counter healthcare products and
toiletries and skin care products.  The company's products include Gold Bond
medicated powder, Icy Hot topical analgesic, Dexatrim appetite suppressant,
and Bullfrog sunblock.

Chattem has operations in the United Kingdom, Australia, and Puerto Rico.

                        *    *    *

Moody's Investors Service placed on Oct. 7, 2006, Chattem Inc's corporate
family rating and senior subordinated ratings of Ba3 and B1, respectively,
under review for possible downgrade prompted by the company's announcement
that it had entered into an agreement to acquire the U.S. rights to five
leading consumer and over-the-counter brands from Johnson & Johnson and the
consumer healthcare business of Pfizer Inc. for US$410 million in cash.

Standard & Poor's Ratings Services revised its outlook on Chattem Inc. to
stable from positive.  At the same time, Standard & Poor's affirmed all of
Chattem's ratings, including its 'BB-' corporate credit rating.
Approximately US$151 million of debt was affected by this action.


PILGRIM'S PRIDE: Posts US$7.5MM Net Loss in Qtr. Ended Sept. 30
---------------------------------------------------------------
Pilgrim's Pride Corp. reported a net loss of US$7.5 million
on total sales of US$1.338 billion for the fourth quarter ended Sept. 30,
2006.  Included in net income for the fourth quarter
of fiscal 2006 are non-recurring U.S. and foreign tax expenses
of US$25.8 million related to the Company's repatriation of
US$155 million of foreign earnings pursuant to the American Jobs Creation
Act of 2004.  Excluding the effect of this one-time
item, net income for the fourth fiscal quarter would have been US$18.3
million.  For the fourth quarter of fiscal 2005, the
Company reported net earnings of US$74.7 million, on total sales
of US$1.483 billion.

"We are pleased that in the fourth quarter, excluding the tax effect
associated with our foreign dividend repatriation, we returned to
profitability, particularly in light of the tremendous challenges facing the
U.S. chicken industry," said O.B. Goolsby, Jr., Pilgrim's Pride president
and chief executive officer.  "Our financial performance during the quarter
reflected an improvement in chicken prices for most of the quarter, coupled
with the progress we have made toward lowering our costs and operating more
efficiently in a difficult operating environment."

Last May, Pilgrim's Pride announced a multi-point plan designed to improve
the Company's competitive position.  This plan included a 3% reduction in
weekly chicken processing, which had been fully implemented by the end of
July, as well as a reduction in capital investment and a sharpened focus on
cost reductions and improved efficiencies.

However, over the past two months market conditions have weakened, as
evidenced by a decrease in prices for boneless breast meat and leg quarters,
as well as a sharp increase in the price of corn and soybean meal.

In response, Pilgrim's Pride on Oct. 29 announced further plans to reduce
weekly chicken processing by 5% year-over-year -- or approximately 1.3
million head -- beginning Jan. 1, 2007, in an effort to better balance
production and demand.  The Company said it intends to keep the reduction in
effect until average industry margins return to more normalized levels.

For the full 2006 fiscal year, the Company reported a net loss
of US$34.2 million on total sales of US$5.236 billion.  Included in net
income for fiscal 2006 are non-recurring U.S. and foreign
tax expenses of US$25.8 million, related to the Company's repatriation of
US$155 million of foreign earnings pursuant to the American Jobs Creation
Act of 2004.  Excluding the effect of this one-time item, net loss for
fiscal 2006 would have been US$8.4 million.  For the full 2005 fiscal year,
Pilgrim's Pride reported net earnings of US$265 million, on sales of
US$5.666 billion.  Included in the net income for fiscal 2005 were a
non-recurring gain of US$7.5 million net of tax, associated with a
litigation settlement, and recoveries on prior year's turkey restructuring
charges of US$3.3 million net of tax.  Excluding these items, adjusted
earnings for fiscal 2005 would have been US$254.2 million.

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

                        *    *    *

Moody's Investors Service held its Ba2 Corporate Family Rating for Pilgrim's
Pride Corp in connection with the implementation of its new
Probability-of-Default and Loss-Given-Default rating methodology for the
U.S. Consumer Products sector.  In addition, Moody's revised or held its
probability-of-default ratings and assigned loss-given-default ratings on
the company's note issues, including an LGD6 rating on its US$100 million
9.250% Sr. Sub. Global Notes Due Nov. 15, 2013, suggesting noteholders will
experience a 95% loss in the event of a default.


SALLY BEAUTY: Begins NYSE Trading After Separation from Alberto
---------------------------------------------------------------
Sally Beauty Holdings, Inc., has completed its separation from
Alberto-Culver Co. to become a freestanding company traded on the New York
Stock Exchange (NYSE) under the symbol SBH.

The creation of a new independent Sally Beauty results from the successful
completion of a plan, approved by Alberto shareholders on
Nov. 10, to separate Alberto's consumer products business and its retail and
distribution business into two separate, publicly traded companies.  In
connection with the separation, a fund managed by Clayton, Dubilier & Rice
aka CD&R a leading global private equity firm, has invested US$575 million
to acquire, on a fully diluted basis, approximately 47.5% of the common
stock of Sally Beauty.  The transaction was valued at approximately US$3.0
billion.  A CD&R operating partner, James G. Berges, is Chairman of the
Sally Beauty Board of Directors.

"We are very excited about our prospects as an independent business," said
Gary Winterhalter, President and Chief Executive Officer of Sally Beauty.
"We are seeing a large and addressable market, stable and consistent
industry growth, favorable underlying demographic trends, a highly
fragmented customer base and a limited number of sizeable direct
competitors."

New Sally Holdings, Inc., headquartered in Denton, Texas, will be a leading
national retailer and distributor of beauty supplies with operations under
its Sally Beauty Supply and Beauty Systems Group businesses.  For the fiscal
year ended Sept. 30, 2005, New Sally's revenues exceeded US$2.2 billion.
The company has stores in Canada, Mexico, Puerto Rico, the U.K., Ireland,
Germany and Japan.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 26, 2006, Moody's
Investors Service assigned first time ratings, including a corporate family
rating of B2 and a speculative grade liquidity rating of SGL-2, to Sally
Holdings, LLC.

The rating outlook is stable.  The ratings are conditional upon review of
final documentation.

These are the rating actions:

     -- Corporate family rating at B2

     -- Probability-of-default rating at B2

     -- US$400 million senior secured guaranteed bank revolving
        credit facility at Ba2 (LGD 1, 7% LGD rate)

     -- US$1.07 billion senior secured guaranteed term loans at
        B2 (LGD 4, 50% LGD rate)

     -- US$430 million senior unsecured guaranteed notes at B2
        (LGD 4, 55% LGD rate)

     -- US$280 million unsecured senior subordinated guaranteed
        notes at Caa1 (LGD 6, 93% LGD rate)

     -- Speculative Grade Liquidity Rating of SGL-2




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


* URUGUAY: State Bank Posts BRL1.55B First 10-Month 2006 Profits
----------------------------------------------------------------
Figures from Uruguay's central bank indicated that profits of Banco
Republica, a state-owned bank, increased 42.7% to UYU1.55 billion for the
first ten months of 2006, compared with the same period of 2005, due to
higher revenues, Business News Americas reports.

BNamericas relates that Banco Republica's return on equity was 12.2% in the
first ten months of 2006, compared with the 4.30% recorded in the same
period of 2005.  Return on assets grew 0.92% from 0.31%.

Banco Republica's net lending increased 18.5% to UYU105 billion in October
2006, compared with October 2005.  Past-due loan ratio improved to 4.45%
from 8.13%, BNamericas notes.

BNamericas underscores that Banco Republica's assets increased 15.7% to
UYU138 billion in October 2006, compared with October 2005.  Its liabilities
including deposits grew 14.6% to UYU126 billion.

Banco Republica holds 40% of total assets in the Uruguayan banking system,
BNamericas states.

                        *    *    *

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


* URUGUAY: State Telecom Launching Internet-Based TV Service
------------------------------------------------------------
Antel, the state-owned telecom firm of Uruguay, will launch with its ISP
Adinet unit an Internet-based television service called Adinet TV, Altimas
Noticias reports.

Business News Americas relates that Adinet TV will initially offer three
channels.  New channels are expected in the future.

According to BNamericas, Antel conducted pilot programs with Adinet TV and
has increased bandwidth fourfold.

BNamericas underscores that Antel's Asymmetric Digital Subscriber Line
broadband connections increased by 41% to 70,000 in the first half of 2006.

Antel, says BNamericas, expects 100,000 broadband connections by the end of
2006, and 140,000 by the end of next year.

Antel will invest US$10 million to expand its fiber optic network
nationwide, BNamericas states.

                        *    *    *

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




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


CITGO PETROLEUM: Starts Accepting Fuelman Card
----------------------------------------------
Citgo Petroleum Corp. has began accepting the Fuelman card as payment for
product purchases, Convenience Store Decisions or CSD reports.

According to CSD, petroleum marketers using the VeriFone Ruby system at
Citgo Petroleum branded sites can obtain Ruby application version 5.07.02 to
activate Fuelman acceptance at the pumps.  This is convenient for the
drivers of over one million vehicles that transport Fuelman branded fleet
fueling cards.

CSD relates that Citgo Petroleum units that want to participate in the
Fuelman program have the option to accept the card both in-store and at the
pumps.

When the new systems have been rolled out to participating petroleum
marketers, Fuelman card carriers in a hurry will be able to fill up quickly
at the stations and get right back out on the road, CSD notes.

"The acceptance of Fuelman cards through Citgo's card processing network
demonstrates our commitment to increasing Citgo Marketer volume from the
valuable commercial fleet fueling segment, while contributing to simpler,
more efficient payment card operations at the retail level," Alan Flagg,
Citgo Petroleum general manager of light oil marketing, told CSD.

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+'.


HARVEST NATURAL: Venezuelan Unit Agrees to Pay Back Taxes
---------------------------------------------------------
Seniat, the Venezuelan tax authority, said in a statement that Harvest
Vinccler, Harvest Natural Resources' unit in the country, has agreed to pay
back taxes.

Business News Americas relates that the Venezuelan government had
implemented a retroactive increase on taxes for oil companies.  Tax rates
were raised to 50% from 34%.  As a result, Seniat ordered Harvest Vinccler
in July 2005 to pay over VEB202 billion.

Seniat told BNamericas that Harvest Vinccler resisted the increase at first.
However, the company then paid VEB157 billion.

Harvest Natural Resources, Inc. -- http://www.harvestnr.com/--  
is an international oil and gas company that seeks and develops
large resources in countries that others may perceive to be
challenging. Its producing operations are conducted principally
through the company's 80% owned Venezuelan subsidiary, Harvest
Vinccler, C.A., which operates the South Monagas Unit in
Venezuela.

                        *    *    *

Harvest Natural Resources carries these ratings from Moody's
Investor Service since Sept. 17, 2004:

     -- Issuer Rating, Caa1
     -- Long-Term Corp. Family Rating, B3
     -- Senior Unsecured Debt, B3


PETROLEOS DE VENEZUELA: Completes Two New Oil Wells in Tomoporo
---------------------------------------------------------------
A production manager of Petroleos de Venezuela SA, the state oil firm of
Venezuela, told Dow Jones Newswires that the company has completed the
construcion of two new oil wells in the Tomoporo district in Lake Maracaibo.

The new wells will add around 6,000 barrels per day in the production, Dow
Jones notes, citing the manager.

The manager told Dow Jones, "Both of them turned out well.  We won't do any
new drilling (in Tomoporo) until 2007."

The two wells are around 19,000 feet deep.  Petroleos de Venezuela expects
that Tomoporo, as one of the most promising areas in the western region of
Venezuela, will produce an average of around 180,000 barrels per day in
2006, and eventually reach 333,000 barrels per day by 2012.  At the
beginning of this year, the area had 206 active wells, Dow Jones notes,
citing the manager.

Dow Jones underscores that the country's western oil production -- the
Tomoporo, Maracaibo, Lagunillas and Tia Juana districts
-- never fully recovered from an oil strike in 2002 and 2003.

Petroleos de Venezuela told Dow Jones that production is still 20% lower
than the 1.5 million barrels per day western Venezuela produced before the
strike.

Analysts think production in the area is even lower at around 1 million
barrels per day, Dow Jones 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+'.


PETROLEOS DE VENEZUELA: Gets Certification for 45.5B Oil Barrels
----------------------------------------------------------------
The President of the Bolivarian Republic of Venezuela, Hugo Chavez Frias,
accompanied by the President of the Federative Republic of Brazil, Luiz
Inacio Lula da Silva, headed the official ceremony where the Ministry of
Energy and Petroleum certified the reserves at Carabobo I block, with
resources currently amounting to 45.5 billion barrels.

The event was held at well MA-192 of Bloque Carabobo 2.  Petroleos de
Venezuela and Petroleo Brasileiro aka Petrobras confirmed the increase in
reserves after quantification tasks were conducted.  Canadian company Ryder
Scott certifed the 8 million-barrel increase to 45.5 billion barrels of
original petroleum on site.

The results of this certification provide the volume required to develop the
extra-heavy crude project that envisions a processing compound and the
construction of the Abreu e Lima Refinery, in Pernambuco, Brazil.  The
estimated investment for this integrated development amounts to US$9
billion.

The Minister of Energy and Petroleum and president of Petroleos de
Venezuela, Rafael Ramirez, indicated that this certification is important
because it confirms Venezuela's world's first crude oil reserves, with more
than 313 billion oil barrels.  "We are going to continue rescuing our
sovereignty over all energy resources," he stated during this ceremony.

In turn, the president of Petrobras, Sergio Gabrieli, highlighted the "great
perspectives for a new horizon of joint projects between Brazil and
Venezuela."  He added that, "a new era in the history of joint cooperation
of both great countries is now open because we are advancing in the
definition of the Pernambuco refinery, the Mariscal Sucre project, the
exploitation of mature oil fields, the exportation of ethanol and the potent
ial energy integration.  Petrobras feels proud to be here."

Petrobras is one of the companies that are participating, together with
Petrleos de Venezuela, in the quantification of reserves in the Orinoco Oil
Belt.  In addition to the Brazilian state company, these companies are
taking part in the Orinoco Magna Reserva Project:

   -- Spain's Repsol;
   -- Iran's Petropars;
   -- India's ONGC;
   -- Russia's Lukoil and Gazprom;
   -- China's CNPC;
   -- Uruguay's ANCAP;
   -- Argentina's ENARSA;
   -- Belarus' Belarusneft, and
   -- Socialist Republic of Vietnam's Petrovietnam,

complying with the Venezuela's pluripolar view of the energy strategy.

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+'.


* VENEZUELA: Fitch Affirms BB- Long-Term Issuer Default Ratings
---------------------------------------------------------------
Fitch Ratings affirmed Venezuela's long-term foreign and local currency
Issuer Default Ratings at 'BB-'.  At the same time, the agency also affirmed
the short-term foreign currency IDR at 'B' and the Country Ceiling at 'BB-'.
The Outlook on the ratings remains Stable.

According to Fitch sovereign analyst, Morgan C. Harting, "public debt and
liquidity ratios are now superior to peers because higher oil prices have
underpinned rapid economic expansion, export growth, and reserve
accumulation.  Public spending has also increased very rapidly, however,
generating significant macroeconomic imbalances and exposing public finances
to increased pressures in the event of an oil price decline.  Given that
Fitch expects oil prices to soften in 2007 and 2008, recent improvements in
debt and liquidity ratios are likely to be reversed."

Public debt is expected to end the year at about 30% of GDP, below the 'BB'
median of '40%', but higher deficits and slower growth is forecasted to
bring the ratio to 36% by 2008.  At 4% of broad exports (CXR) at end-2006,
external debt is likewise estimated to be lower than the peer median of 41%,
but Fitch expects this figure to rise to 28% over the next two years.

Fitch is concerned that microeconomic policy actions have also made the
economy and public finances less resilient to declining oil prices.
President Chavez's "Socialism for the 21st Century" has been characterized
by property seizures, price controls and subsidies, patronage-based social
programs, foreign exchange rationing, punitive taxation, confrontational
rhetoric vis-a-vis the private sector, and uneconomic banking regulations.
These policies create disincentives for long-term investment and reduce
potential economic growth.  The increased reliance on patronage to sustain
political popularity also suggests that in the event of stress on public
finances going forward, authorities may be more likely to prioritize these
programs over debt service.

The government has also taken an increasingly confrontational approach to
the United States, the major purchaser of its oil exports and primary source
of foreign direct investment.   Such trends increase the likelihood of more
forcible changes in control in oil projects in the manner of Bolivia and
Ecuador, in Fitch's view.  In addition to the legal risks that such actions
could raise, they would also likely be negative for overall production
rates, because state-owned PDVSA has already had difficulties in executing
its ambitious investment program, keeping national output relatively
stagnant over the last year.  Fitch is also monitoring a trend of increased
interference in private contracts and property rights out of concern that it
could spill over into attempts to alter terms of government debt agreements.

Venezuela's creditworthiness would improve if credible policies were
implemented to reduce vulnerability to oil price fluctuations.  Reviving a
rules-based stabilization mechanism to smooth the effect of oil price
volatility on public finances and the balance of payments would be
beneficial.  Steps to reduce state intervention in the economy in order to
improve the private sector's ability to absorb shocks are also important.
Employing a substantial portion of the oil windfall to pre-pay public debt
would likewise support creditworthiness. As for potential sources of
downward pressure on the credit, oil price and/or production declines are
central to most such scenarios.  Price declines within historical ranges
need not harm Venezuela's credit-standing per se, but the policy response to
such an event will be critical.  It will be important to monitor how quickly
public finances adjust to lower revenues and how the adjustment is achieved.
Responses that emphasize targeted spending reductions rather than blunt
adjustment to real spending levels through inflation would be more
supportive of economic growth and fiscal sustainability.


* BOOK REVIEW: Crafting Solutions for Troubled Businesses
---------------------------------------------------------
Author:     Stephen J. Hopkins and S. Douglas Hopkins
Publisher:  Beard Books
Hardcover:  316 pages
List Price: US$74.95

Order your personal copy at
http://www.amazon.com/exec/obidos/ASIN/1587982870/internetbankrupt

So the first thing to do when dealing with a troubled business is to find
the guilty and lop someone's head off!  Don't be so quick to react, advise
co-authors Stephen J. Hopkins and S. Douglas Hopkins in their thoughtful,
well-researched book, Crafting Solutions for Troubled Businesses.

The father-son team of Steve and Doug Hopkins are principals of Kestrel
Consulting LLC, a firm they founded in March 2004.

Each has more than 25 years of experience working with troubled businesses
and providing turnaround advisory and interim management services.

Steve got his first taste of a troubled business when, as chief financial
officer of an 80-year-old chemical company, Bill Nightingale of Nightingale
& Associates assisted him in taking the company through a Chapter 11 filing.
The company subsequently emerged from bankruptcy with payment in full to all
creditors.

Steve then joined Nightingale, staying for 23 years and serving initially as
a principal and eventually as president from 1994 to 2000.  Doug began
working at Nightingale in 1978 as a part-time resource for special projects.
After working in this capacity for 10 years, Steve joined Nightingale full
time in the 1980s and became a principal in 1994.  Both Steve and Doug have
served in various C-level roles in troubled companies, including CEO, CFO,
COO, and CRO.

To write this book, the Hopkinses drew upon their vast experience in dealing
with troubled companies.  They took 100 of the largest projects they have
been involved in and applied a "disciplined analysis" to diagnose problem
situations and produce successful outcomes.

The projects -- helpfully set apart by shaded boxes -- demonstrate the
authors' theories and methods in dealing with troubled businesses.

The authors also analyze some well-known cases like Enron, WorldCom, and
Sunbeam to help the reader connect the dots in a very real sense and use the
book for actionable advice.

The book is divided into five parts:

   1) Conceptual Approach and Key Issues,
   2) Managing the Crisis,
   3) The Diagnosis Process,
   4) Alternatives and Action Plans, and
   5) Lessons Learned in 100 Completed Assignments.

Each part has multiple chapters expanding on these themes, and each chapter
concludes with a recap of what was discussed.  For speed readers and the
time crunched, these recaps are an excellent way of extracting from the book
the essence of what the authors are advocating.

So what about lopping off that head?  The authors contend that management's
role is much less pivotal than is commonly believed.

The real issue when working with a troubled business is determining the
viability of the business.  To do that, the underlying causes must be
identified at different stages of the corporate lifecycle.

The authors categorize troubled businesses as Undisciplined Racehorses,
Overburdened Workhorses, and Aging Mules.  Only through a step-by-step
diagnosis can the core problems be dealt with.  Pursuing a turnaround may
not always be a viable and, in fact, in only one-third of the 100 cases the
authors worked on did the company achieve a true operational turnaround.

Crafting Solutions to Troubled Businesses should be on the must-read list of
anyone involved in dealing with, consulting for, or operating a troubled
business.


                         ***********


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

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

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

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

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

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


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