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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

          Thursday, December 21, 2006, Vol. 7, Issue 253

                          Headlines

A R G E N T I N A

GAS DEL SUR: S&P Says Debt Repayment Won't Affect Ratings
GO KART: Trustee Verifies Proofs of Claim Until March 7, 2007
KF SRL: Proofs of Claim Verification Deadline Is Feb. 2, 2007
MAG CONSULTORES: Claims Verification Deadline Is Feb. 12, 2007
MOVIL GAS: Reorganization Proceeding Concluded

ORIZON SA: Proofs of Claim Verification Is Until Feb. 22, 2007
PLASTIPAK HOLDINGS: Moody's Shifts Ratings' Outlook to Positive
RUNAS SA: Last Day for Claims Verification Is on Feb. 5, 2007
SEGURIDAD NAHUEL: Verification of Claims Is Until March 5, 2007
SUCESION DE GUMERSINDO: Claims Verification Ends Feb. 13, 2007

TELECOM ARGENTINA: Providing Deltathree Access in Latin America
TURBINE POWER: Deadline for Claims Verification Is Feb. 23, 2007
UNION VECINAL: Claims Verification Deadline Is on Feb. 28, 2007
YOCLE SA: Reorganization Proceeding Concluded

B A H A M A S

TEEKAY SHIPPING: Moody's Lowers Corporate Family Rating to Ba2

B A R B A D O S

BANCAFE INTERNATIONAL: Chapter 15 Petition Summary

B E R M U D A

INTELSAT LTD: Renews & Expands Contract with Australia Networks

B O L I V I A

COEUR D' ALENE: Discloses Update on San Bartolome Silver Project

* BOLIVIA: Gets US$2.045MM Loan to Boost Tourism & Help Growers

B R A Z I L

AUTOCAM CORP: Nonpayment of Interest Cues Moody's Default Rating
BANCO DO BRASIL: Vice President of Agribusiness Steps Down
BANCO NACIONAL: Inks BRL875MM Loan Pacts for Transmission Lines
BANCO NACIONAL: Okays BRL5.2B Financing for 29 Power Projects
BEARINGPOINT: Completes SAP Utility Project for Light Servicos

SADIA SA: Posts BRL800MM in Investments by End of Third Quarter
TECH DATA: Moody's Rates Proposed US$350 Mln Senior Notes at Ba2
TELE NORTE: Mulling TIM Participacoes Acquisition

* BRAZIL: WB Grants US$50MM Loan for Water Resources Management

C A Y M A N   I S L A N D S

ADASTRA DIVERSIFIED: Proofs of Claim Filing Is Until Dec. 27
AFFINIUM FUND: Proofs of Claim Filing Deadline Is on Dec. 27
AFFINIUM MASTER: Creditors Must File Proofs of Claim by Dec. 27
AFFINIUM PLAN: Deadline for Proofs of Claim Filing Is on Dec. 27
CITIGROUP ALTERNATIVE: Claims Filing Deadline Is on Dec. 27

CLINTON GLOBAL: Proofs of Claim Filing Is Until Dec. 27
CLINTON (FIXED): Filing of Proofs of Claim Is Until Dec. 27
CLINTON (INVESTMENT): Proofs of Claim Must be Filed by Dec. 27
CLINTON GLOBAL (MASTER): Proofs of Claim Filing Is Until Dec. 27
CLINTON RIVERSIDE: Proofs of Claim Must be Filed by Dec. 27

CLINTON RIVERSIDE CONVERTIBLE: Claims Filing Ends Dec. 27
DISTRESSED RECOVERY: Proofs of Claim Must be Filed by Dec. 27
DISTRESSED RECOVERY MASTERFUND: Claims Filing Is Until Dec. 27
DIVERGENCE FUND: Last Day to File Proofs of Claim Is on Dec. 27
DYNASTY FUND: Creditors Must File Proofs of Claim by Dec. 27

EHL ENDICOTT: Creditors Must Submit Proofs of Claim by Dec. 27
ENTER-KARSCH: Creditors Have Until Dec. 27 to File Claims
EPIC EUROPEAN: Deadline for Proofs of Claim Filing Is on Dec. 27
FRUSTRATED LTD: Creditors Must Submit Proofs of Claim by Dec. 27
HALIOTIS LTD: Deadline for Proofs of Claim Filing Is on Dec. 27

ISIP 1: Creditors Have Until Dec. 27 to Submit Proofs of Claim
JAIC-SOMERLEY: Proofs of Claim Filing Deadline Is Dec. 27
MOUNTCASHEL FUND: Last Day to File Proofs of Claim Is Dec. 27
PALI PARTNERS: Proofs of Claim Filing Deadline Is Dec. 27
PATINA INVESTORS: Last Day for Filing Proofs of Claim Is Dec. 27

PETROCHEMICAL INVESTMENTS: Claims Must be Filed by Dec. 27
POLAR CAPITAL: Creditors Must Submit Proofs of Claim by Dec. 27
REDBACK NETWORKS: Deadline for Proofs of Claim Filing Is Dec. 27
RESOURCES FUND: Proofs of Claim Must be Submitted by Dec. 27
RIVERSIDE HEDGED: Proofs of Claim Must be Filed by Dec. 27

RIVERSIDE HEDGED EQUITY: Proofs of Claim Filing Ends Dec. 27
SAM CAPITAL: Proofs of Claim Filing Deadline Is on Dec. 27
SAM CAPITAL MASTER: Proofs of Claim Filing Is Until Dec. 27
SAN FRANCISCO: Proofs of Claim Filing Deadline Is on Dec. 27
STROME ALPHA: Last Day for Proofs of Claim Filing Is on Dec. 27

SWIFTWATER MASTER: Creditors Must Submit Claims by Dec. 27
SWIFTWATER OFFSHORE: Last Day for Claims Filing Is on Dec. 27
TRINITY FUND: Creditors Must File Proofs of Claim by Dec. 27
WIMBLEDON A STERLING: Proofs of Claim Filing Deadline Is Dec. 27
ZANNET LOMBARDIER: Proofs of Claim Filing Deadline Is on Dec. 27

C O L O M B I A

ARMOR HOLDINGS: Receives US$16 Million Order for FMTV Program

C O S T A   R I C A

ALCATEL: Executive Indicted for Alleged Bribery to Get Contract
DENNY'S CORP: Units Enter Into New US$350MM Sr. Credit Facility

* COSTA RICA: Terminating Contract with Alterra Partners

D O M I N I C A N   R E P U B L I C

AES CORP: US Judge Says Dominican Republic Has Right to Sue Firm

* DOMINICAN REPUBLIC: Has Right to Sue AES, Says US Judge
* DOMINICAN REPUBLIC: Renews Petrocaribe Accord with Venezuela

E C U A D O R

BANCO DE LOS ANDES: Will Get Back Deposits

G U A T E M A L A

AFFILIATED COMPUTERS: Promotes Two Executives as CFO's

J A M A I C A

DYOLL INSURANCE: Continues to Experience Cash Flow Problems

M E X I C O

BALLY TOTAL: Appoints KPMG LLP as Independent Auditor
CINRAM INT'L: Units Declare Cash Distribution for December 2006
CINRAM INTERNATIONAL: Appoints J. Bruce Terry as Trustee
DELTA AIR: Rejects US Airways' Unsolicited Merger Proposal
DELTA AIR: Files Standalone Plan of Reorganization & Disclosure

DELTA AIR: US Airways Comments on Firm's Standalone Plan
DELTA AIR: S&P Comments on Standalone Reorganization Plan
EMPRESAS ICA: Inks 3 Civil Construction Contracts for MXN541MM
HOME PRODUCTS: Files for Chapter 11 Protection in Delaware
HOME PRODUCTS: Case Summary & 20 Largest Unsecured Creditors

HOME PRODUCTS: Plan Proposes to Convert Debt to Equity
JETBLUE AIRWAYS: Expands Boston Service to Cancun, Mexico
SWIFT & CO: Faces US$23-Mil. Suit for Hiring Illegal Immigrants
VALASSIS COM: Amends Merger Pact & Settle Litigation with ADVO
VALASSIS COMM: Amended Merger Pact Cues S&P to Hold Rating Watch

VISTEON: Talks of Possible Sale of Driveline Assets Terminated

P E R U

PERU ENHANCED: Fitch Assigns BB+ Rating
PERU ENHANCED: S&P Puts BB Ratings on Class A Senior Notes

* PERU: Gets US$3.5B Loan Under WB's Country Partnership Program

P U E R T O   R I C O

PEP BOYS: Declares US$0.675 Per Share Quarterly Dividend

U R U G U A Y

* URUGUAY: IDB Grants US$5MM to Promote Strategic Tourist Spots
* URUGUAY: WB Grants US$6.5MM for Livestock Tracking System

V E N E Z U E L A

FERRO CORP: Files Report for Quarter Ended Sept. 30, 2006
FERRO CORP: Increases Price for Calcium Stearate Product Lines
HARVEST NATURAL: Okays Plans for Joint Venture with Venezuela
HARVEST NATURAL: Stockholders Approve Mixed Company Conversion
PEABODY ENERGY: Moody's Rates US$500 Million Debentures at Ba2

PETROLEOS DE VENEZUELA: Rafael Ramirez Remains as President

* VENEZUELA: Renews Petrocaribe Accord with Dominican Republic


                         - - - - -


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


GAS DEL SUR: S&P Says Debt Repayment Won't Affect Ratings
---------------------------------------------------------
Standard & Poor's Ratings Services said that the ratings on
Transportadora de Gas del Sur S.A. aka TGS (B/Positive/--) are
not affected by the company's recent US$130 million early debt
prepayment.

In line with Standard & Poor's expectations, on Dec. 15, 2006,
TGS prepaid US$130 million of its series A bonds and loans in
accordance with the terms and conditions of its financial debt.
After this prepayment, TGS' total debt amounts to approximately
US$640 million.

Standard & Poor's has already incorporated this debt reduction
into our analysis of and ratings on the company.  Thus, the
ratings and outlook on TGS remain unchanged after the effective
payment.  An upgrade would require a further strengthening of
the company's credit quality in line with additional debt
reductions, as well as the maintenance of satisfactory operating
performance at its nonregulated business (in particular,
adequate availability of natural gas to be processed at the
Cerri plant).


GO KART: Trustee Verifies Proofs of Claim Until March 7, 2007
-------------------------------------------------------------
Benigno Ramon Fernandez, the court-appointed trustee for Prosys
SRL's bankruptcy proceeding, verifies creditors' proofs of claim
until March 7, 2007.

Mr. Fernandez will present the validated claims in court as
individual reports on May 9, 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 Go Kart 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 Go Kart's accounting
and banking records will follow on July 11, 2007.

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

The debtor can be reached at:

         Go Kart SA
         Florida 439
         Buenos Aires, Argentina

The trustee can be reached at:

         Benigno Ramon Fernandez
         Vedia 1624
         Buenos Aires, Argentina


KF SRL: Proofs of Claim Verification Deadline Is Feb. 2, 2007
-------------------------------------------------------------
Maria C. Amandule, the court-appointed trustee for Prosys SRL's
bankruptcy proceeding, verifies creditors' proofs of claim until
Feb. 2, 2007.

Ms. Amandule will present the validated claims in court as
individual reports on March 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 KF SRL 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 KF SRL's accounting
and banking records will follow on May 3, 2007.

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

The trustee can be reached at:

         Maria C. Amandule
         Urquiza 1133
         Buenos Aires, Argentina


MAG CONSULTORES: Claims Verification Deadline Is Feb. 12, 2007
--------------------------------------------------------------
Gerardo Miguel Seghezzo, the court-appointed trustee for Mag
Consultores SRL's bankruptcy proceeding, verifies creditors'
proofs of claim until Feb. 12, 2007.

Mr. Seghezzo will present the validated claims in court as
individual reports on March 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 Mag Consultores 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 Mag Consultores'
accounting and banking records will follow on May 11, 2007.

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

The trustee can be reached at:

         Gerardo Miguel Seghezzo
         Combate de los Pozos 129
         Buenos Aires, Argentina


MOVIL GAS: Reorganization Proceeding Concluded
----------------------------------------------
Movil Gas SRL's reorganization proceeding has ended.  Data
published by Infobae on its Web site indicated that the process
was concluded aftera court in Santa Fe approved the debt
agreement signed between the company and its creditors.

The debtor can be reached at:

          Movil Gas SRL
          Alfonso Duran 3760
          Santa Fe, Argentina


ORIZON SA: Proofs of Claim Verification Is Until Feb. 22, 2007
--------------------------------------------------------------
Marcela Adriana Mazzoni, the court-appointed trustee for Orizon
SA's bankruptcy proceeding, will verify creditors' proofs of
claim until Feb. 22, 2007.

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

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

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

The trustee can be reached at:

          Marcela Adriana Mazzoni
          Viamonte 1337
          Buenos Aires, Argentina


PLASTIPAK HOLDINGS: Moody's Shifts Ratings' Outlook to Positive
---------------------------------------------------------------
Moody's Investors Service changed the outlook for the ratings of
Plastipak Holdings, Inc., to positive from stable and
concurrently affirmed existing ratings including the B2
Corporate Family Rating and the B3, LDG5, 77% for the $250
million guaranteed senior unsecured notes due 2015.

The change of the ratings outlook to positive from stable
acknowledges the positive momentum the company has been
experiencing during a challenging period for the industry.

Despite weak results in the first quarter of 2006, primarily
because of softness in the North American operations and poor
performance in Brazil, Plastipak rebounded and achieved strong
consolidated operational results including good results in its
small subsidiaries -- Clean Tech and Whiteline Express, Ltd.

The positive outlook reflects an expectation during the near to
intermediate term of continued reduction in financial leverage
and improvement in cash flow generation, which has been delayed
due to the company's spending on growth initiatives.

There is an expectation of further improvement in its revenue
mix as the company slowly reduces reliance on its more
commoditized product offering.

The outlook also recognizes the realized benefits from the
integration of the LuxPET acquisition, the recently successful
renegotiation of significant customer contracts, and the
maintenance of solid liquidity.

An upgrade in the ratings could be considered if the company
sustains and improves its financial profile such that free cash
flow is positive and secondarily, FCF to debt migrates into the
low-single digits.  The company should also maintain EBIT
margins in the mid-single digits, and EBIT interest coverage of
at least 1.5x.

Absent an exogenous event, a change in the ratings outlook back
to stable is not likely to take place in the short to
intermediate term.

However, should Plastipak evidence a weakened performance and an
inability to generate positive free cash flow and maintain
interest coverage of at least 1 time in the medium term, the
outlook could revert back to stable.  Additionally, a debt
financed acquisition resulting in a sizeable increase of
leverage or a significant unexpected use of cash could
negatively impact the ratings outlook.

Moody's also notes that the rating of the existing senior notes
is highly sensitive to any incremental increase in senior
secured debt.

The affirmation of Plastipak's B2 CFR reflects the company's
good market position measured by its size, diversified product
offering, and strong relationships with multi-national and well-
established customers.  Regardless of higher resin costs and
some volatility in performance from quarter to quarter, the
company continues to perform according to expectations.
However, the company's credit metrics remain modest as evidenced
by weak interest coverage and negative free cash flow, while
acquisition risk remains a concern.

Moody's affirmed these ratings:

   -- B3 rating for the $250 million guaranteed senior unsecured
      notes due 2015, LGD-5, 77%;

   -- B2 Corporate Family Rating; and,

   -- B2 Probability of Default Rating.

The ratings outlook changed to positive from stable.

Plastipak Holdings, Inc., is a privately held leading
manufacturer of plastic packaging containers used by branded
companies in the beverage, food, personal care, industrial, and
automotive industries worldwide.  Headquartered in Plymouth,
Michigan, Plastipak Holdings, Inc. had revenues of roughly
US$1.43 billion for the twelve months ended July 29, 2006.


RUNAS SA: Last Day for Claims Verification Is on Feb. 5, 2007
-------------------------------------------------------------
Maria Pia Valentini, the court-appointed trustee for Runas SA's
bankruptcy proceeding, verifies creditors' proofs of claim until
Feb. 5, 2007.

Ms. Valentini will present the validated claims in court as
individual reports on Mar. 19, 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 Runas SA 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 Runas SA's accounting
and banking records will follow on April 30, 2007.

Mrs. Valentini is also in charge of administering Runas SA's
assets under court supervision and will take part in their
disposal to the extent established by law.

The trustee can be reached at:

         Maria Pia Valentini
         Calle 18 Nro. 425 La Plata
         Buenos Aires, Argentina


SEGURIDAD NAHUEL: Verification of Claims Is Until March 5, 2007
---------------------------------------------------------------
Jose Maria Colace, the court-appointed trustee for Seguridad
Nahuel SRL's bankruptcy proceeding, verifies creditors' proofs
of claim until March 5, 2007.

Mr. Colace will present the validated claims in court as
individual reports on April 19, 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 Seguridad Nahuel 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 Seguridad Nahuel's
accounting and banking records will follow on May 10, 2007.

Mr. Colace is also in charge of administering Seguridad Nahuel'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 Maria Colace
         Bernardo de Irigoyen 330
         Buenos Aires, Argentina


SUCESION DE GUMERSINDO: Claims Verification Ends Feb. 13, 2007
--------------------------------------------------------------
Fernando Altare, the court-appointed trustee for Sucesion de
Gumersindo Fernandez 's reorganization proceeding, will verify
creditors' proofs of claim until Feb. 13, 2007.

Under the Argentine bankruptcy law, Mr. Altare is required to
present the validated claims in court as individual reports.
Court No. 14 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 Sucesion de
Gumersindo and its creditors.

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

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

On Nov. 9, 2007, Sucesion de Gumersindo's creditors will vote on
a settlement plan that the company will lay on the table.

Clerk No. 28 assists the court in the proceeding.

The debtor can be reached at:

          Sucesion Gumersindo Fernandez
          Rosasrio 360
          Buenos Aires, Argentina

The trustee can be reached at:

          Fernando Altare
          Piedras 53
          Buenos Aires, Argentina


TELECOM ARGENTINA: Providing Deltathree Access in Latin America
---------------------------------------------------------------
deltathree, Inc., disclosed that Telecom Argentina USA, Inc., a
wholly owned subsidiary of Telecom Argentina SA will provide
deltathree access to its vast termination network in Latin
America.  This partnership will broaden deltathree's reach
within the expanding Latin American market, strengthen its
presence in the region and advance its growth strategy by
joining with an embedded Latin American vendor.

"We are excited to work directly with a superior vendor such as
Telecom Argentina to enhance our call quality and improve our
overall VoIP offering," stated deltathree Executive Vice
President of Sales and Business Development, Guy Gussarsky.
"This agreement opens new opportunities for deltathree in Latin
America.  We see this as a positive step in our continuing
efforts to satisfy the growing demand for our VoIP products in
the region."

"Having been selected to service one of the leading VoIP
enablers in the telecom space with our expertise is a testament
to our experience and capabilities in Latin American telecom,"
stated, Alejandro Silvestre, Regional Manager of Telecom
Argentina USA, Inc.  "We look forward to working with deltathree
as they continue to develop in numerous Latin American countries
to allow families and loved ones to communicate worldwide.
Telecom Argentina is proud to support deltathree as it enhances
its presence in the Latin American market."

For nearly a decade deltathree has been recognized as a global
innovator of VoIP products, applications and infrastructure.
deltathree's customized solutions enable companies to provide
premier VoIP products to their consumers worldwide.

                      About deltathree

Founded in 1996, deltathree is a leading provider of integrated
Voice over Internet Protocol (VoIP) telephony services,
products, hosted solutions, and infrastructure.  deltathree
offers customers high quality Internet telephony solutions that
are viable and cost-effective alternatives to traditional
telephone services.  Supporting hundreds of thousands of active
users around the world, deltathree serves customers through its
two primary distribution channels: the Service Provider and
Reseller channel and the iConnectHere direct-to-consumer
channel. deltathree offers a broad suite of private label VoIP
products and services as well as a back-office platform for
service providers, resellers, and corporate customers.

                About Telecom Argentina USA

Telecom Argentina USA is a wholly owned subsidiary of Telecom
Argentina S.A., a leading telecommunications group in Argentina
with 2005 net revenues of ARS5,718 million and net income of
ARS1,138 million.  It offers, by itself or through its
controlled subsidiaries, local and long distance basic
telephony, cellular, data transmission and Internet services,
among other services.  Additionally, through controlled
subsidiaries the Telecom Group offers various products and
services in foreign markets.  Telecom Argentina operates one of
the largest IP Backbones of Latin America and has established
itself as the leading traffic hub to the Americas.

                  About Telecom Argentina

Headquartered in Buenos Aires, Telecom Argentina S.A. --
http://www.telecom.com.ar/index-flash.html-- is the fixed-line
operator for local and long-distance services in northern and
southern Argentina.  It also provides cellular and PCS phone
services in Argentina, as well as in Paraguay through a 68%
stake in Nocleo.  France Telecom formerly controlled the company
through its Nortel Inversora venture with Telecom Italia.
France Telecom sold most of its stake in 2003 to the Werthein
Group, an Argentine agricultural concern owned in part by vice
chairman Gerardo Werthein.  Nortel continues to be Telecom
Argentina's largest shareholder with a 55% stake.  Nortel is
owned by Sofora, a consortium owned by Telecom Italia (50%), the
Werthein Group (48%), and France Telecom (2%).

                        *    *    *

As reported in the Troubled Company Reporter on April 27, 2006,
Fitch Ratings made these changes on Telecom Argentina's ratings:

   Foreign Currency

    -- Previous Rating: 'B-'
    -- New RR: 'B', Rating Outlook Stable

  Local Currency

    -- Previous Rating: 'B-'
    -- New RR: 'B', Rating Outlook Stable

  US$1.5 billion, Senior Unsecured Notes due 2011 and 2014

    -- Previous Rating: 'B-'
    -- New IDR: 'B/RR4'

                        *    *    *

As reported in the Troubled Company Reporter on April 26, 2006,
Standard & Poor's Ratings Services raised its foreign and local
currency corporate credit ratings on several Argentine entities
and removed them from CreditWatch, where they were placed with
positive implications on March 23, 2006.  Telecom Argentina
S.A.'s rating was upgraded to B from B-.

The rating actions followed the upgrade on the global foreign
and local currency ratings on the Republic of Argentina to 'B'
from 'B-' and the ratings on Argentina's national scale to
'raAA-' from 'raA'.


TURBINE POWER: Deadline for Claims Verification Is Feb. 23, 2007
----------------------------------------------------------------
Estudio Waisberg-Knoll, the court-appointed trustee for Turbine
Power Co. SA's reorganization proceeding, will verify creditors'
proofs of claim until Feb. 23, 2007.

Ms. Knoll will present the validated claims in court as
individual reports on April 11, 2007.  A court in Buenos Aires
will then determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Power turbine 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 Power Turbine's
accounting and banking records will follow on June 8, 2006.

On Nov.23, 2007,Power turbine 's creditors will vote on a
settlement plan that the company will lay on the table.

The trustee can be reached at:

          Estudio Waisberg-Knoll
          Avenida Cordoba 1237
          Buenos Aires, Argentina


UNION VECINAL: Claims Verification Deadline Is on Feb. 28, 2007
---------------------------------------------------------------
Jorge Alberto Amezqueta, the court-appointed trustee for Union
Vecinal La Estanzuela Barrio Dolores Prats de Huisi's
reorganization proceeding, will verify creditors' proofs of
claim until Feb. 28, 2007.

Ms. Amezqueta will present the validated claims in court as
individual reports on June 2, 2007.  A court in Mendoza will
determine if the verified claims are admissible, taking into
account the trustee's opinion and the objections and challenges
raised by Union Vecinal 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 Union Vecinal's
accounting and banking records will follow on Oct. 27, 2007.

On March 14, 2008, Union Vecinal's creditors will vote on a
settlement plan that the company will lay on the table.

The trustee can be reached at:

          Jorge Alberto Amezqueta
          Buenos Aires 136, Ciudad de Mendoza
          Mendoza, Argentina


YOCLE SA: Reorganization Proceeding Concluded
---------------------------------------------
Yocle SA's reorganization proceeding has ended. Data published
by Infobae on its Web site indicated that the process was
concluded after a court in Buenos Aires approved the debt
agreement signed between the company and its creditors.




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


TEEKAY SHIPPING: Moody's Lowers Corporate Family Rating to Ba2
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of Teekay
Shipping Corporation -- Corporate Family to Ba2 from Ba1, and
senior unsecured to Ba3 from Ba2.  Moody's also affirmed the
SGL-2 Speculative Grade Liquidity rating.  The rating outlook
was changed to negative. These actions resolve the review for
downgrade of all ratings initiated on Sept. 5, 2006.

The lower Corporate Family rating reflects the weakening of
credit metrics from the primarily debt-financed acquisition of a
majority interest in Petrojarl ASA, and from ongoing payments to
shipyards as construction on the substantial order book
progresses during a period of expected lower earnings due to
softening of tanker spot rates.

Teekay's credit metrics are at levels that align to the single-B
category under Moody's Global Shipping Rating Methodology;
Retained Cash Flow to Net Debt declined to 14.7%, Debt to EBITDA
increased to 6.0x and EBIT to Interest declined to 2.1x since
Dec. 31, 2005.

However, Teekay's large size, diverse fleet, of which
approximately 55% is committed to long-term fixed-rate contracts
with large-petroleum company customers, strong EBIT margins,
solid liquidity and the generation of substantial operating cash
flow, balance the weaker metrics and support the Ba2 Corporate
Family rating.  The lowered ratings also reflect the recent
financial policies of Teekay, which in Moody's view, have
prioritized returns to equity-holders rather than to debt-
holders.  Teekay repurchased over US$700 million of shares,
primarily with proceeds of sales of vessels, during the up-cycle
rather than de-lever.  Consequently, the capital structure is
highly leveraged as the outlook for the spot tanker market
weakens.  Further, the creation of two Master Limited
Partnerships has complicated the company's organization and
capital structures.

Moody's expects total debt of Teekay to be approximately US$6.5
billion after funding the purchase of approximately 64% of the
outstanding shares of Petrojarl ASA, a provider of FPSO vessels
in the North Sea.  The tender offer price implied an approximate
US$1.1 billion enterprise value of Petrojarl ASA, and a low
double digit multiple of EBITDA, based on reported EBITDA of
about US$60 million in the first nine months of 2006.  Moody's
believes that the entry into this capital-intensive sector,
while increasing diversification of revenues, increases Teekay's
operating risk profile.  As well, Moody's anticipates increased
competition in the global FPSO sector due to the recent
heightened focus on this market as a potential source of growth.

The negative outlook reflects Moody's expectation that credit
metrics could face further pressure over the next 12 to 18
months due to on-going progress payments to shipyards for
newbuildings and the potential of lower earnings by the spot
tanker segment due to expected weakening of spot tanker rates.
The ratings may be downgraded if Retained Cash Flow to Net Debt
declines to below 10%, if Debt to EBITDA is sustained above 6.0x
or if EBIT to Interest is sustained below 1.7x.  The ratings may
be upgraded if Retained Cash Flow to Net Debt is sustained above
15% or if the company becomes free cash flow positive and can
sustain a lower debt level.  Debt to EBITDA below 5.0x or EBIT
to Interest above 3.0x could also result in an upgrade.

The senior unsecured rating is one notch below the corporate
family rating, to reflect the effective subordination of the
senior unsecured notes, that are issued by Teekay but that do
not benefit from upstream guarantees of Teekay's subsidiaries.

Moody's downgraded these ratings:

   -- Corporate Family Rating, Downgraded to Ba2 from Ba1; and

   -- Senior Unsecured Regular Bond/Debenture, Downgraded
      to Ba3 from Ba2.

The outlook is changed to negative from rating under review.

Teekay Shipping Corp., a Marshall Islands corporation
headquartered in Nassau, Bahamas, having its main operating
office in Vancouver, Canada, operates a fleet of 151 owned,
chartered-in or managed crude, refined products, LNG, LPG and
FPSO vessels, including 26 newbuildings on order.




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

BANCAFE INTERNATIONAL: Chapter 15 Petition Summary
--------------------------------------------------
Petitioner: PriceWaterhouseCoopers EC, Inc.
            Attn: Marcus A. Wide, Authorized Officer
            The Financial Services Centre
            Bishop's Court Hill
            St. Michael, Barbados BB14004

Debtor: Bancafe International Bank, Ltd.
        P.O. Box 111
        Bridgetown, Barbados

Case No.: 06-16712

Type of Business: The Debtor offers financial services.

Chapter 15 Petition Date: December 19, 2006

Court: Southern District of Florida (Miami)

Judge: Robert A. Mark

Petitioner's Counsel: Gregory S. Grossman, Esq.
                      Astigarraga Davis Mullins & Grossman, P.A.
                      701 Brickell Avenue, 16 Floor
                      Miami, FL 33131
                      Tel: (305) 372-8282
                      Fax: (305) 372-8202

Estimated Assets: US$1 Million to US$10 Million

Estimated Debts:  More than US$100 Million




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


INTELSAT LTD: Renews & Expands Contract with Australia Networks
---------------------------------------------------------------
Australia Network, the Australian Broadcasting Corp.'s
international television channel, has renewed its multi-year
contract with Intelsat Ltd., and expanded the contract to
include transmission services on an additional satellite.

Using the Intelsat global system, Australia Network will now be
able to distribute programming beyond its existing Asia-Pacific
footprint to reach new viewers in the cable neighborhoods of the
South Asian region served by PAS-10 and to be positioned for
additional access into new markets such as the Middle East and
India.

Under the terms of the new agreement, Intelsat will also provide
Australia Network with turnaround services from its leased
teleport facilities in Singapore.  Prior to this contract,
Australia Network only had available a single time feed.
Intelsat's enhanced fleet and teleport facilities now enable the
broadcaster to transmit its programming in three prime time
feeds covering the Pacific island nations, Asian land mass and
South Asia regions.

"As Australia Network was seeking wider distribution in the
region, we needed a service provider that would enable us to
accomplish multiple business goals with one turnkey offering,
and Intelsat provided that solution," said Ian Carroll, Chief
Executive of Australia Network.  "Our long-standing relationship
with Intelsat was enhanced with the inclusion of PAS-10
transmission services into the South Asia markets and we look
forward to continued growth of this relationship."

David Ball, Regional Vice President, Asia-Pacific, said, "For
Intelsat, helping our customers achieve their strategic business
goals is top priority.  With respect to Australia Network, our
solution is unique in the market and showcases Intelsat's
regional strength for video distribution through its expanded
satellite fleet and terrestrial infrastructure.  We are proud
that Australia Network is entrusting us to transmit its
programming into these new markets."

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).




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


COEUR D' ALENE: Discloses Update on San Bartolome Silver Project
----------------------------------------------------------------
Coeur d'Alene Mines Corp. disclosed an updated summary of
engineering and construction progress on the San Bartolome
silver mine, which is targeted for completion near the end of
2007.

                         Engineering

Overall engineering and procurement activities continue to move
forward at an aggressive pace and are nearly two-thirds
complete. All major equipment purchase orders have been
released, including the main power transformer, SAG and ball
mills, and other related major process and recovery equipment.

                        Construction

The company recently initiated construction on the approximately
US$30 million tailings facility.  Site preparation work is
nearly complete for the process plant area.  Eight contractors
are currently on site, including ICE, the Bolivian firm
responsible for construction of the tailings facility, and Fluor
Corporation, which is acting as EPCM contractor.  During the
current phase of construction, the project expects to employ as
many as 300 Bolivian workers, with an increase in that number as
construction continues to ramp up.

In addition, the company has awarded the contracts for
structural steel supply, concrete supply, and concrete
installation.

                   Government Relations

The Government of Bolivia has repeatedly stated that it welcomes
foreign investment in Bolivia in the mining sector and that
private property rights will be respected.  In addition, the
company continues to receive specific expressions of support
from the Government for the San Bartolome project.

                San Bartolome Silver Mine

Empresa Minera Manquiri S.A., a wholly owned subsidiary of Coeur
d'Alene, is developing the San Bartolome silver mine Mines.  The
mine is located near the town of Potosi, Bolivia. The project
has silver mineral reserves of 152 million ounces.  The mine is
expected to produce approximately 9 million ounces of silver in
its first full year of operation and between 6 and 8 million
ounces per year thereafter.

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

                        *    *    *

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


* BOLIVIA: Gets US$2.045MM Loan to Boost Tourism & Help Growers
---------------------------------------------------------------
The Inter-American Development Bank's Multilateral Investment
Fund today announced the approval of grants for a total of
US$2,045,000 for two programs to develop and manage tourism
initiatives in Bolivia's Chiquitania region and to strengthen
the entrepreneurial capacity of rural producers in the Altiplano
highlands.

             Jesuit Missions in Chiquitania

This program will receive a US$1.3 million grant to promote
specialized tourism in the Chiquitania area by organizing micro,
small and medium-sized enterprises or MSMEs and local
communities around their living culture.

This technical cooperation will train 400 people and 300 MSMEs
in developing and managing tourism products; 150 MSMEs will
receive specialized assistance; 30 persons will be trained as
tourism instructors and in musical instrument making; and the
Association for Choirs and Orchestras will help over 200 at-risk
children and youth in Santa Cruz.

The project will have two non-governmental executing agencies:

   -- The Santa Cruz Chamber of Industry, Trade, Services and
      Tourism and

   -- the Center for Participation and Sustainable Human
      Development.

The project will support Bolivia in becoming more competitive as
a national and international tourist destination.

                      Rural Producers

A US$745,000 grant will help 80 small rural campesino economic
organizations in the Bolivian Altiplano and interandean valleys
of the La Paz and Oruro Departments by promoting their
entrepreneurial development and their capacity to respond to
market opportunities.  The project will improve their market
linkages and their coordination with public and private
entities.  These organizations group at least 1,600 small-scale
farmers.

The region covered by this project has comparative advantages in
the production of camelids, quinoa, fish, milk, milk products
and vegetables, with a large existing regional market (40
percent of the country's urban population lives in Altiplano
cities) and some international markets.  However, small farmers
have benefited much less from development projects than in other
regions.

Strategies for International Development, a non-governmental
organization created in 1992 to work in rural development,
strategic planning, democratic development and institutional
strengthening, will be the executing agency of the project.

These projects are consistent with the IDB's strategy with
Bolivia of improving productivity, competitiveness and
broadening social participation.  They also follow the Bank's
mandate to expand opportunities for the majority by supporting
low-income population in productive activities.

The MIF, an autonomous fund administered by the IDB, supports
private sector development in Latin America and the Caribbean,
focusing on microenterprise and small business.

                        *    *    *

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
===========


AUTOCAM CORP: Nonpayment of Interest Cues Moody's Default Rating
----------------------------------------------------------------
Moody's Investors Service has lowered Autocam Corp.'s
Probability of Default Ratings to D from Ca.  Ratings on
Autocam's senior secured first lien facilities (Caa1) and senior
subordinated notes (C) were confirmed although the expected loss
rates on those issues has increased from the assumed higher
probability of default. The company's Speculative Grade
Liquidity rating was also affirmed at SGL-4.

The actions follow disclosure by Autocam in an 8-K filing on
Dec. 15 that it had failed to pay interest on its subordinated
notes on Dec. 15, and it had entered into a 30-day grace period
under that obligation.  Autocam further disclosed in the filing
it had received a proposal signed by 85% of its subordinated
note holders to recapitalize the company.  The rating is stable
at the new PDR.

Moody's changed this rating:

   -- Probability of Default, D from Ca.

Moody's confirmed these ratings:

   -- Corporate Family Rating, Ca;
   -- First lien revolving credit, Caa1 LGD2, 20%;
   -- First lien term loan, Caa1 LGD2, 20%; and
   -- Senior Subordinated Notes, C LGD5, 85%.

Moody's affirmed these ratings:

   Autocam Corp:

   -- Speculative Grade Liquidity rating, SGL-4.

   Autocam France SARL:

   -- First lien revolving credit, Caa1 LGD2, 20%; and
   -- First lien term loan, Caa1, LGD2, 20%.

The last rating action was on Nov. 27, 2006, at which time
ratings were lowered and placed under review for possible
further downgrade.

Approximately US$7.6 million of interest on Autocam's
subordinated notes was due on Dec. 15 and was not paid.
Interest payments of roughly US$2.7 million on Autocam's US$77.6
million second lien credit facility plus interest on US$108.1
million of senior secured bank debt are due on Dec. 31, 2006.
In mid-November, Autocam disclosed it had approximately US$13
million of consolidated cash and US$1.2 million of remaining
availability under its revolving credit facilities.

The Probability of Default rating of D signifies an elevated
risk profile flowing from the company's failure to make a
payment when due under its subordinated notes.  In the absence
of resolution during the applicable 30-day grace period, holders
of the subordinated notes could accelerate their claims.
Autocam faces challenges from approaching interest payments on
its secured credit facilities as well as obtaining requisite
approvals and satisfying the conditionality of the proposed
recapitalization to avoid default on its other obligations.

While higher expected loss percentages result from the change in
the probability of default, they remain within the range for
their respective ratings at both the Corporate Family level and
for the rated obligations.  Hence, existing long-term ratings
have been confirmed.  The Caa1 rating on the secured bank debt
continues to reflect the benefits of a first lien priority and
the amount of junior capital beneath their claims.  The C rating
on the subordinated notes incorporates this junior position and
resultant loss experience in default scenarios.  The second lien
credit facility is not rated.

The SGL-4 rating continues to represent a poor liquidity profile
arising from the pending default(s) which may arise should there
be no resolution during the grace period, limited, if any,
remaining external liquidity, prospective covenant compliance
issues noted in the company's November SEC filing, and an
unlikely ability to arrange any incremental sources of
alternative liquidity given the extensive amount of secured
obligations in its existing capital structure.

Autocam Corporation, headquartered in Kentwood, MI, is a
manufacturer of extremely close tolerance precision-machined,
metal alloy components, sub-assemblies and assemblies, primarily
for performance and safety critical automotive applications.
Revenues in 2005 were approximately US$350 million from
operations in North America, Europe, and Brazil.


BANCO DO BRASIL: Vice President of Agribusiness Steps Down
----------------------------------------------------------
Published reports say that Ricardo Alves Da Conceicao, Banco do
Brasil's vice president for the agribusiness and institutional
areas, has left his post.

As reported in the Troubled Company Reporter-Latin America on
Dec. 13, 2006, Banco do Brasil said that Guido Mantega, the
finance minister of Brazil, appointed Antonio Francisco de Lima
Neto as the bank's interim chief executive officer, replacing
Rossano Maranhao.  Mr. de Lima Neto was Banco do Brasil's vice-
president of retail and distribution.

Business News Americas relates that Mr. Alves Da Conceicao had
been the vice president for the agribusiness and institutional
areas for 12 years and had a 42-year long career at Banco do
Brasil.

Mr. Alves Da Conceicao told Valor Economico that he decided to
leave as he felt his mission accomplished.

Banco do Brasil is Brazil's federal bank and is the largest in
Latin America with some 20 million clients and over 7,000 points
of sale (3,200 branches) in Brazil, and 34 offices and
partnerships in 26 other countries.  In addition to its
traditional retail banking services, Banco do Brasil underwrites
and sells bonds, conducts asset trading, offers investors
portfolio management services, conducts financial securities
advising, and provides market analysis and research.

                        *    *    *

As reported on Mar. 3, 2006, Standard & Poor's Ratings Services
raised its foreign currency counter party credit ratings on
Banco do Brasil SA to 'BB' from 'BB-'.  The foreign and local
currency ratings of this bank are now equalized at 'BB'.  S&P
said the outlook is stable.


BANCO NACIONAL: Inks BRL875MM Loan Pacts for Transmission Lines
---------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social said in a
statement that it has signed loan contracts totaling BRL875
million for construction of 1,600 kilometers of new transmission
lines.

Business News Americas relates that Banco Nacional's top
management ratified the loans in November 2006.

Banco Nacional told BNamericas that the financing is equivalent
to 61% of the BRL1.43 billion total project investment.  The
lines will connect power plants to the national grid.

According to BNamericas, Banco Nacional will lend BRL489 million
to Intumbiara Transmission to construct an 808-kilometer 500
kilo-volt line crossing Mato Grosso, Goias and Minas Gerais.

BNamericas underscores that another BRL188 million will go to
Vila do Conde Transmissora de Energia to construct a 324-
kilometer, 500 kilo-volt line connecting the 8-gigawatt Tucurui
hydro plant in Para to a local grid.

Some BRL198 million will go to Porto Primavera Transmissora to
construct a 490-kilometer, 230 kilo-volt line in Brazil's
southeastern region, the report says.

BNamericas emphasizes that total investment in the lines is
estimated at:

          -- BRL788 million for Mato Grosso, Goias and Minas
             Gerais line;

          -- BRL269 million for the Tucurui line; and

          -- BRL327 million for the southern region line.

The 30-year concessions involving construction and operation of
the lines were awarded in a government auction in 2004,
BNamericas states.

Banco Nacional de Desenvolvimento Economico e Social is Brazil's
national development bank.  It provides financing for projects
within Brazil and plays a major role in the privatization
programs undertaken by the federal government.

                        *    *    *

As reported on Nov. 27, 2006, Standard & Poor's Ratings Services
changed the ratings outlook on both of Banco Nacional de
Desenvolvimento Economico e Social SA's foreign and local
currency counterparty credit ratings:

   -- Foreign currency counterparty credit rating
      * to BB/Positive/-- from  BB/Stable/--

   -- Local currency counterparty credit rating
      * to BB+/Positive/-- from BB+/Stable/--


BANCO NACIONAL: Okays BRL5.2B Financing for 29 Power Projects
-------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social said in a
statement that it has approved BRL5.2 billion in financing for
29 power generation projects from Jan. 1 to Dec. 18, 2006.

Business News Americas relates that the combined installed
capacity of the projects is 3,190 megawatts.

Total combined investment in the projects is estimated at BRL8.9
billion, compared with the BRL4.8 billion in financing ratified
between January 2003 and December 2005 for generation projects,
BNamericas notes.

BNamericas underscores that of the 29 projects approved in 2006:

          -- eight are hydroelectric projects bigger than 30
             megawatts,

          -- 19 are small-scale hydroelectric projects below 30
             megawatts, and

          -- two are biomass.

Banco Nacional did not ratify funding for wind or thermo
projects this year, BNamericas notes.

According to BNamericas, Banco Nacional has been the main source
of long-term financing in Brazil for 12 years.  The bank offers
the long-term interest rate that has decreased in recent years
to 6.85% a year.

A spokesperson of Banco Nacional told BNamericas that combined
approvals of new loans for generation, transmission and
distribution projects totaled BRL7.7 billion in 2006, compared
with BRL3.9 billion in 2005.

According to BNamericas, approval of funding for transmission
lines in 2006 totaled BRL2.2 billion.  Financing went to seven
projects that measure a combined 2,607 kilometers for total
investments of BRL4.1 billion.

Banco Nacional told BNamericas that financing for distribution
projects in 2006 was BRL300 million.  The bank approved three
projects with total combined investments of BRL400 million.

The report notes that Banco Nacional has a portfolio of 168
power projects, including:

          -- generation,
          -- transmission, and
          -- distribution.

Combined investment needs for the projects totaled BRL24.2
billion.  The generation projects have installed capacity of 15
gigawatts, BNamericas says, citing the Banco Nacional
spokesperson.

Banco Nacional disbursed BRL3 billion in financing for the power
sector through Dec. 18, 2006, about 25% lesser compared with the
BRL4 billion in 2005, the spokesperson told BNamericas.

Banco Nacional de Desenvolvimento Economico e Social is Brazil's
national development bank.  It provides financing for projects
within Brazil and plays a major role in the privatization
programs undertaken by the federal government.

                        *    *    *

As reported on Nov. 27, 2006, Standard & Poor's Ratings Services
changed the ratings outlook on both of Banco Nacional de
Desenvolvimento Economico e Social SA's foreign and local
currency counterparty credit ratings:

   -- Foreign currency counterparty credit rating
      * to BB/Positive/-- from  BB/Stable/--

   -- Local currency counterparty credit rating
      * to BB+/Positive/-- from BB+/Stable/--


BEARINGPOINT: Completes SAP Utility Project for Light Servicos
--------------------------------------------------------------
BearingPoint, Inc., has completed a large-scale SAP application-
based implementation for Light Servicos Electricidade SA, a
Brazilian energy company with more than 3.8 million consumers in
31 cities in the city and state of Rio de Janeiro.  Light
invested heavily over two years to complete the implementation
of the new commercial system, which is designed to optimize and
streamline customer service and commercial processes.

Utilizing SAP's solution for the utilities industry,
BearingPoint delivered a customized solution -- one of the
largest in the Americas -- that provides a consolidated view of
Light's clients, integrates communication channels, such as the
call center, the company's self-service website and agencies,
manages billing and collection, and provides managerial
information.  Additionally, customers have direct online access
to their past and present information, resulting in personalized
and faster service.  The project objectives included increasing
Light's billing efficiency, as well as providing faster and
better-controlled field services, contributing to fraud
prevention.

"We will have more precision in fraud inspections that are
expensive for the company," said Mauro Andrade, Light's project
director.

The solution, implemented by BearingPoint, had an initial pilot
for 80,000 residential customers and 20,000 commercial and
governmental customers in March of this year.  Between Sept. 23
and Oct. 8 the migration of Light's complete customer base took
place.

"After a two-week cutover, during which we migrated the
technical, financial and commercial data of 3.8 million
consumers, we finished the complete implementation of SAP's
solution," said Jan Vrins, a managing director in the utilities
practice of BearingPoint.

                       About Light

Light is the electricity distribution company for 31 cities in
the State of Rio de Janeiro, including the state capital and the
Metropolitan Region.  The company is controlled by Rio Minas
Energia Participacoes S.A. since Aug. 10, 2006, holding 79.4% of
the total social and voting capital of the company.  The
remaining 20.6% is with minority shareholders and Electricite de
France, Light's former controlling company, holding 10% of
Light's total social and voting capital.  RME is controlled by
Companhia Energetica de Minas Gerais, Andrade Gutierrez
Concessoes S.A., Pactual Energia Participacoes S.A. and Luce
Brasil Fundo de Investimentos em Participacoes, corporate groups
with proven competence and knowledge of the Brazilian energy
market.  All shareholders of RME have equal participation in the
voting and total capital of RME and are represented in Light's
Management Council.

                     About BearingPoint

Headquartered in McLean, Virginia, BearingPoint, Inc., (NYSE:
BE) -- http://www.BearingPoint.com/-- provides of management
and technology consulting services to Global 2000 companies and
government organizations in 60 countries worldwide.  The firm
has approximately 17,500 employees, and major practice areas
focusing on the Public Services, Financial Services and
Commercial Services markets.

BearingPoint has global locations in Australia, Austria, Brazil,
China, France, India, Indonesia, Japan, Mexico, Portugal,
Singapore, Thailand, and the United Kingdom, among others.

                        *    *    *

As reported in the TCR-Europe on Oct. 11, Moody's
downgraded and placed these ratings on review for further
possible downgrade:

   * Corporate Family Rating --downgraded to B2 from B1

   * US$250 million series A subordinated convertible bonds due
     2024 --downgraded to B3 from B2

   * US$200 million series B subordinated convertible bonds due
     2024 --downgraded to B3 from B2.


SADIA SA: Posts BRL800MM in Investments by End of Third Quarter
---------------------------------------------------------------
Sadia SA expected to invest about BRL900 million in 2006.  The
initial expectation was to end the year with investments
totaling BRL850 million, but by the end of the third quarter of
2006 a figure of BRL800 million had been reached, more than
double the average annual investment between 2003 and 2005.  As
a result, the company believes it will be better prepared and
more competitive to face any future market challenges as:

   -- It recently opened its new margarine factory in Minas
      Gerais state, an investment worth BRL60 million.

   -- This year, expansion of the Jundiai Distribution Centre
      was completed, in which BRL40 million was invested.
      Meanwhile, construction of a new distribution center in
      Uberlandia is under way, which has seen BRL45 million in
      investment.

   -- One of the company's highlights in 2006 was the domestic
      market, where volumes are set to grow 12% compared with
      2005.

   -- Expected 2006 Christmas sales point to grow at 8-10%.
      Revenue from Sadia's line of seasonal products accounts
      for around 15% of the revenue for the fourth quarter of
      2006.

    -- Sadias gross revenues will fall 4.5% in 2006, compared to
       the twelve months of the previous year.

    -- Sadia hired 1,600 employees, closing the year with over
       46,000 employees.

                   The Outlook for 2007

Sadia hopes to maintain investments of around BRL800 million
throughout 2007:

   -- The Lucas do Rio Verde complex in Mato Grosso state is
      already under construction, with both new plants expected
      to be operational by the second half of 2007, at one third
      of capacity.  Total capacity should be reached in 2009.  A
      total of BRL500 million is set to be invested by 2009. The
      chicken production plant will have a capacity of 500,000
      birds/day, while the pork production plant will be of
      5,000 animals/day.

   -- Expansion work at the Uberlandia plant is in its final
      phase and is due to be completed next year.  Total
      investment amounts to BRL400 million over the three-year
      period 2004-2007.

   -- Sadia is investing in the construction of its first
      overseas plant, in Kaliningrad, Russia.  Work is already
      under way, with a completion forecast in the second half
      of 2007.  US$70 million are to be invested in the venture.

   -- The company plans to expand its beef operation, growing
      and doubling its slaughtering capacity which currently is
      1,000 heads/day.  Eighty percent of its production is
      shipped to international markets.  This growth may be
      achieved by means of leasing, acquisition of plants or
      even by investing in its own plants.  At this time,
      however, no decision has been made about which alternative
      may be used.

      In the first nine months of this year, net income from the
      domestic market totaled BRL29.4 million while the
      international market brought in a net income of BRL170.4
      million from the beef line.

   -- Investments will represent a 10% increase in industrial
      capacity, signaling projections of a real growth of 9% to
      11% for 2007 in comparison with 2006.  The company's
      expectations are also to increase volumes in the domestic
      market by 8% and 10% and, in the international market,
      between 10% and 12%.

   -- Sadia plans to operate with an EBITDA margin of 13% in
      2007.

                      Modern Management

Another sure thing for the oncoming year is a continuous
investment in the enhancement of the company's management, which
is already highly professional.  Sadia has been promoting a
series of changes and rearranging its management team, to make
it stronger and ready to face market challenges.  Recently, the
company announced reinforcements in the marketing area with the
mission of enhancing the brand in Brazil and abroad.

With the company's focus on internationalization, other changes
have occurred in the organizational structure of the commercial
area. Executives have been rotated between markets and an
International Relations division has been created.

Headquartered in Sao Paulo, Brazil, Sadia S.A. --
http://www.sadia.com-- operates in the agro industrial and food
processing sectors in Brazil and primarily produces a range of
processed products, poultry, and pork.  The company distributes
around 1,000 different products through distribution and sales
centers located in Brazil, Latin America, the Middle East, Asia,
and Europe.

                        *    *    *

As reported by Troubled Company Reporter on Feb. 1, 2006,
Standard & Poor's Ratings Services affirmed its 'BB' foreign and
local currency corporate credit rating on Sadia S.A.  The
ratings affirmation followed Sadia's announcement of a Brazilian
reais 1.5 billion (about US$650 million) capital investment for
the construction of a new production plant in the Brazilian
state of Mato Grosso.  The outlook on the ratings is stable.

Moody's Investors Service assigned on April 4, 2006, a Ba2
global local currency scale corporate family rating to Sadia.


TECH DATA: Moody's Rates Proposed US$350 Mln Senior Notes at Ba2
----------------------------------------------------------------
Moody's Investors Service assigned a Ba2 to Tech Data Corp.'s
proposed offering of up to US$350 million convertible senior
notes due 2026 and affirmed its existing ratings.

The net proceeds from the offering will be used primarily to pay
down Tech Data's higher interest bearing intra-quarter debt and
enhance the company's liquidity position.

The rating reflects both the overall probability of default of
the company under Moody's LGD framework, to which Moody's
affirms its PDR of Ba1, and a loss-given-default of LGD-6 for
the convertible senior notes.

The ratings outlook remains negative.

This report is not viewed as a change in the company's overall
financial policies and Moody's notes that at the current rating
level of Ba1, the company has modest debt capacity.

Additionally, Tech Data is expected to save approximately
US$9 million in annual net interest expense through this
offering.  In May 2005, Tech Data implemented a restructuring
program to improve the cost structure and productivity of its
EMEA operations.  The company has incurred $55 million of total
cash restructuring costs, which should generate annualized cost
savings of the same amount.

It is Moody's understanding that Tech Data has completed the
restructuring program and expects no further cash charges.

Moody's most recent rating action on Tech Data occurred on
March 15, 2006, when Moody's affirmed Tech Data's ratings and
revised the outlook to negative from stable.  This was due to
increasing competitive pricing pressures, steady gross margin
decline, continued weakness in the EMEA operations and weakened
operating profitability on a year-over-year basis.

Tech Data's operating performance for the trailing twelve months
ending in October 2006 was weak with a gross margin of 4.5%
compared to 5% in fiscal 2006 and operating margin of 0.7%
versus 0.8% in the prior year.  Tech Data's margins, which have
continued to trend down over a multi-year period across several
cycles, are thinner than its peer distributors.  Moody's notes
that if the earnings were to experience further weakening from
current levels, the EMEA business continued to exhibit weak
operating results despite the restructuring efforts or gross
cash flow migrates below historical levels, Moody's would likely
downgrade the corporate family rating.  To the extent the
company experiences a reversal of margin trends and benefits
from the EMEA restructuring actions, resulting in operating
performance that returns to historical levels, Moody's could
stabilize the CFR.

These new ratings and assessments were assigned:

   -- Up to US$350 million Convertible Senior Unsecured Notes
      due 2026 at Ba2, LGD6, 94%

These ratings were affirmed:

   -- Corporate Family Rating at Ba1
   -- Probability of Default Rating at Ba1

The rating outlook is negative.

Clearwater, Florida-based Tech Data Corp. is a global
distributor of information technology and computer related
products.


TELE NORTE: Mulling TIM Participacoes Acquisition
-------------------------------------------------
Luiz Falco, Tele Norte Leste Participacoes' chief executive
officer, told O Globo that the firm is studying the acquisition
of TIM Participacoes SA.

Business News Americas relates that though Tele Norte is still
involved in a difficult restructuring process, the company may
still be keen on purchasing TIM Participacoes.

Mr. Falco told BNamericas that Tele Norte wants to establish a
third bastion in the Brazilian telecoms market to compete with
Telmex/America Movil and Telefonica.

BNamericas underscores that the Telmex group and Telefonica have
been purchasing into pay television operators to set up triple
play power blocs.

Mr. Falco commented to BNamericas, "Consolidation in the
telecoms market is likely to end up with two major platforms in
Latin America: one Mexican, Telmex [NYSE: TMX)], and one
Spanish, Telefonica.  We will fight to have a Brazilian
platform."

Tele Norte, however, is not in a strong position to bid for TIM
Participacoes, BNamericas notes, citing Andre Roche, telecoms
analyst at local brokerage Unibanco Corretora.

Mr. Roche told BNamericas, "The company (Tele Norte) would need
to raise a lot of debt and will have difficulty convincing the
banks that its owners want to stay with the company for the long
run."

According to BNamericas, Mr. Roche said that America Movil os
still the strongest candidate in the short term to acquire TIM
Participacoes.

Carlos Slim, the Mexican telecoms tycoon, raised his bid for TIM
Participacoes to around US$10 billion from the US$8 billion,
sources told Folha de S Paulo.

Meanwhile, the delay in passing Tele Norte's restructuring
process doesn't change the fundamentals of the firm, so the
rating remains the same, BNamericas says, citing Soummo
Mukherjee.

Mukherjee told BNamericas that raising debt or equity to acquire
TIM Participacoes could however affect the rating.  Mr.
Mukherjee said that he is reserving judgment and is waiting for
Tele Norte to disclose its growth strategy.

Tele Norte did not get approval for its restructuring plan at a
shareholders meeting on Dec. 15, as 36.9% voted against the
plan, compared with the 28.9% who accepted the plan.

Mr. Roche told BNamericas that a combination of factors made the
process very complex.  First, there was a conflict of interest
between BNDES and pension fund Previ, which both hold ordinary
and preferential shares.  Then the decision of Comissao de
Valores Mobiliarios, the Brazilian securities commission, to
lower the quorum to 25% in the third shareholders meeting from
50% may have lead to further legal disputes.

BNamericas underscores that organizations like Institutional
Shareholders Service, the US proxy advisory organization,
criticized the restructuring process.

Mr. Roche told BNamericas, "This swayed foreign shareholders
against supporting the restructuring process."

Tele Norte will experience difficulties in increasing its mobile
business if it doesn't do something to expand its coverage,
BNamericas says, citing Mr. Roche.

Mr. Roche explained to BNamericas, "Telemar's (Tele Norte)
mobile arm is active in only 16 states (without full national
coverage) and the fixed line and wireless business face strong
competition."

Mr. Roche said that shareholders of Tele Norte may make another
bid to restructure, BNamericas relates.  At the moment, the most
likely way forward for Tele Norte is to continue its business
plan of offering a package of fixed line services, wireless
services with Oi, its mobile unit, as well as Internet and cable
television.

Tele Norte and Telefonica want to move into the cable market but
have been waiting for regulatory approval of their acquisitions
of pay television firms, BNamericas states.

                   About TIM Participacoes

TIM Participacoes SA is a wireless provider in Brazil.  TIM Sul
SA and TIM Nordeste Telecomunicacoes SA are the TIM
Participacoes' wholly owned subsidiaries.  TIM Participacoes
offers value-added services, including short message services or
text messaging, multimedia messaging services, push-mail,
Blackberry service, video call, turbo mail, wireless application
protocol downloads, Web browsing, business data solutions,
songs, games, television access, voice mail, conference calling,
chats, and other content and services.

                      About Tele Norte

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'.


* BRAZIL: WB Grants US$50MM Loan for Water Resources Management
---------------------------------------------------------------
The World Bank's board of executive directors approved a US$50
million loan for Brazil to enhance the impact of the Federal
Water Resources Management Project -- PROAGUA, in the country's
drought-prone Northeast Region.  The new project builds on the
successful implementation of a previous US$198 million World
Bank loan approved in 1998.

"The semi-arid Northeast Region, with 35 percent of the
population, has only 3 percent of Brazil's water resources,"
said Alexandre Abrantes, acting World Bank Director for Brazil.
"PROAGUA has significantly reduced the vulnerability of
communities to recurrent droughts and contributed to
improvements in the quality of life of the poor by improving the
reliability of services and the quality of water delivered."

The project is working to improve living standards and economic
development in Brazil's Northeast by decentralizing water
resources management to river basin communities and local water
user associations, as well as implementing and enforcing water
user rights.  It seeks to optimize the storage, use, and
delivery of water supplies within the selected areas containing
high concentrations of poor, rural households.  In addition, the
project funds the training of participating agencies at the
Federal and State levels in environmental issues and promotes
private sector participation at all levels.

The additional financing will support these activities:

   -- Continue to promote and reinforce the implementation of
      infrastructure works in the semi-arid region.

   -- Strengthen the position of the Federal implementing
      agencies (National Water Agency and Ministry of National
      Integration) in developing and applying more restrictive
      criteria for the allocation of Federal funds to finance
      water resources infrastructure by States.

"PROAGUA contributed to reducing water-born diseases, improving
access to improved water and creating job opportunities for the
local population," said Luiz Gabriel Azevedo, World Bank task
manager for the project.  "The additional finance will enable
the project to consolidate these achievements, scale up its
successful results and expand its impact to other regions."

The US$50 million fixed-spread loan from the International Bank
for Reconstruction and Development has a repayment period of 17
years, including a five-year grace period.

                        *    *    *

As reported on Nov. 24, 2006, Standard & Poor's Ratings Services
revised its outlook on its long-term ratings on the Federative
Republic of Brazil to positive from stable.  Standard & Poor's
also affirmed these ratings on the Republic of Brazil:

   -- 'BB'for long-term foreign currency credit rating,
   -- 'BB+' for long-term local currency credit rating, and
   -- 'B' for short-term currency sovereign credit rating.




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


ADASTRA DIVERSIFIED: Proofs of Claim Filing Is Until Dec. 27
------------------------------------------------------------
Adastra Diversified Master Fund's creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidators:

          Geoffrey Varga,
          C/o Kinetic Partners Cayman LLP
          Strathvale House, P.O. Box 10387
          Grand Cayman KY1-1004, Cayman Islands
          Tel: (345) 623 9901
          Fax: (345) 623 0007

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Adastra Diversified's shareholders agreed on Oct. 29, 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:

          Blair Houston
          P.O. Box 493
          Grand Cayman, Cayman Islands
          Tel: 345-914-4334
               345-949-4800
          Fax: 345-949-7164


AFFINIUM FUND: Proofs of Claim Filing Deadline Is on Dec. 27
------------------------------------------------------------
Affinium Fund Ltd.'s creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidators:

          Linburgh Martin
          John Sutlic
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Affinium Fund's shareholders agreed on Nov. 16, 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:

          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


AFFINIUM MASTER: Creditors Must File Proofs of Claim by Dec. 27
---------------------------------------------------------------
Affinium Master Fund Ltd.'s creditors are required to submit
proofs of claim by Dec. 27, 2006, to the company's liquidators:

          Linburgh Martin
          John Sutlic
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Affinium Master's shareholders agreed on Nov. 16, 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:

          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


AFFINIUM PLAN: Deadline for Proofs of Claim Filing Is on Dec. 27
----------------------------------------------------------------
Affinium Plan Fund Ltd.'s creditors are required to submit
proofs of claim by Dec. 27, 2006, to the company's liquidators:

          Linburgh Martin
          John Sutlic
          P.O. Box 1034, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Affinium Plan's shareholders agreed on Nov. 16, 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:

          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


CITIGROUP ALTERNATIVE: Claims Filing Deadline Is on Dec. 27
-----------------------------------------------------------
Citigroup Alternative investments Diversified Arbitrage
Stratigies Fund Ltd's creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Citigroup Alternative's shareholders agreed on Oct. 24, 2006,
for the company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


CLINTON GLOBAL: Proofs of Claim Filing Is Until Dec. 27
-------------------------------------------------------
Clinton Global Investment Fund, Ltd's creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidators:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands


CLINTON (FIXED): Filing of Proofs of Claim Is Until Dec. 27
-----------------------------------------------------------
Clinton Global Fixed Income Fund, Ltd's creditors are required
to submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House, P.O. Box 31910 SMB
          Grand Cayman, Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


CLINTON (INVESTMENT): Proofs of Claim Must be Filed by Dec. 27
--------------------------------------------------------------
Clinton Global Investment Master Fund, Ltd's creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidator:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House, P.O. Box 31910 SMB
          Grand Cayman, Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


CLINTON GLOBAL (MASTER): Proofs of Claim Filing Is Until Dec. 27
----------------------------------------------------------------
Clinton Global Fixed Income Master Fund, Ltd's creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidator:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House
          P.O. Box 31910 SMB, Grand Cayman
          Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


CLINTON RIVERSIDE: Proofs of Claim Must be Filed by Dec. 27
-----------------------------------------------------------
Clinton Riverside Convertible Portfolio, Ltd's creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidators:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House
          BP.O. Box 31910 SMB, Grand Cayman
          Tel: (345) 946 7665
          Fax: (345) 946 7666

CLINTON RIVERSIDE CONVERTIBLE: Claims Filing Ends Dec. 27
---------------------------------------------------------
Clinton Riverside Convertible Fund, Ltd's creditors are required
to submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House
          P.O. Box 31910 SMB, Grand Cayman
          Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


DISTRESSED RECOVERY: Proofs of Claim Must be Filed by Dec. 27
-------------------------------------------------------------
Distressed Recovery Fund, Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          Lyster Watson Management, Inc.
          888 Seventh Avenue, 40th Floor
          New York, N.Y. 10019, U.S.A.

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Distressed Recovery's shareholders agreed on Nov. 10, 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:

          Quin & Hampson
          c/o P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647


DISTRESSED RECOVERY MASTERFUND: Claims Filing Is Until Dec. 27
--------------------------------------------------------------
Distressed Recovery MasterFund, Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          Lyster Watson Management, Inc.
          888 Seventh Avenue, 40th Floor
          New York, N.Y. 10019, U.S.A.

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Distressed Recovery's shareholders agreed on Nov. 10, 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:

          Quin & Hampson
          c/o P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647


DIVERGENCE FUND: Last Day to File Proofs of Claim Is on Dec. 27
---------------------------------------------------------------
The Divergence Fund (Offshore) Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          Dandong "Patrick" Zheng
          26 Hughes Place, Summit
          New Jersey, 07901 U.S.A.

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Divergence Fund's shareholders agreed on Nov. 16, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


DYNASTY FUND: Creditors Must File Proofs of Claim by Dec. 27
------------------------------------------------------------
Dynasty Fund, Ltd's creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidators:

          Q&H Nominees Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348, Grand Cayman
          KY1-1108, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Dynasty Fund'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:

          Quin & Hampson
          c/o P.O. Box 1348
          Grand Cayman KY1-1108, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647


EHL ENDICOTT: Creditors Must Submit Proofs of Claim by Dec. 27
--------------------------------------------------------------
EHL Endicott Ltd.'s creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidator:

          Anita Rampersad
          P.O. Box 501, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

EHL Endicott's shareholders agreed on Nov. 16, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


ENTER-KARSCH: Creditors Have Until Dec. 27 to File Claims
---------------------------------------------------------
Enter-Karsch Investments Ltd.'s creditors are required to submit
proofs of claim by Dec. 27, 2006, to the company's liquidator:

          Anita Rampersad
          P.O. Box 501, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Enter-Karsch's shareholders agreed on Nov. 16, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


EPIC EUROPEAN: Deadline for Proofs of Claim Filing Is on Dec. 27
----------------------------------------------------------------
Epic European Fund Inc's creditors are required to submit proofs
of claim by Dec. 27, 2006, to the company's liquidators:

          Q&H Nominees Ltd.
          P.O. Box 1348, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Epic European's shareholders agreed on Sept. 25, 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:

          Greg Link
          P.O. Box 1348, George Town
          Grand Cayman, Cayman Islands
          Tel: 949 4123
          Fax: 949 4647


FRUSTRATED LTD: Creditors Must Submit Proofs of Claim by Dec. 27
----------------------------------------------------------------
Frustrated Ltd.'s creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidator:

          C.I. Directors Ltd.
          P.O. Box 1110, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 7212
          Fax: (345) 949 0993

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Frustrated Ltd.'s shareholders agreed on Nov. 1, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


HALIOTIS LTD: Deadline for Proofs of Claim Filing Is on Dec. 27
---------------------------------------------------------------
Haliotis Ltd's creditors are required to submit proofs of claim
by Dec. 27, 2006, to the company's liquidators:

          C.I. Directors Ltd
          P.O. Box 1110, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 7212
          Fax: (345) 949 0993

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Haliotis Ltd.'s shareholders agreed on Nov. 9, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


ISIP 1: Creditors Have Until Dec. 27 to Submit Proofs of Claim
--------------------------------------------------------------
Isip 1, Ltd's creditors are required to submit proofs of claim
by Dec. 27, 2006, to the company's liquidators:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Isip 1's shareholders agreed on Nov. 7, 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:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House, P.O. Box 31910 SMB
          Grand Cayman, Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


JAIC-SOMERLEY: Proofs of Claim Filing Deadline Is Dec. 27
---------------------------------------------------------
Jaic-Somerley Corporate Development Fund Ltd's creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidators:

          Sabine,Martin Nevil
          Yoshiki Sasaki
          YoshiakiHasegawa
          Au Yip Hang
          Ms. Leung Mei
          Suite 2201, 22nd Floor
          Two International Finance Centre
          8 Finance Street, Central, Hong Kong

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Jaic-Somerley's shareholders agreed on June 30, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


MOUNTCASHEL FUND: Last Day to File Proofs of Claim Is Dec. 27
-------------------------------------------------------------
Mountcashel Fund's creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidators:

          Linburgh Martin
          John Sutlic
          P.O. Box 1034GT
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Mountcashel Fund's shareholders agreed on Oct. 11, 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:

          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


PALI PARTNERS: Proofs of Claim Filing Deadline Is Dec. 27
---------------------------------------------------------
Pali Partners International, Ltd's creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidators:

          Q&H Nominees Ltd.,
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Pali Partners's shareholders agreed on NOV. 8, 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:

          Quin & Hampson
          c/o P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647


PATINA INVESTORS: Last Day for Filing Proofs of Claim Is Dec. 27
----------------------------------------------------------------
Patina Investors Ltd's creditors are required to submit proofs
of claim by Dec. 27, 2006, to the company's liquidators:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited Walker House
          87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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


PETROCHEMICAL INVESTMENTS: Claims Must be Filed by Dec. 27
----------------------------------------------------------
Petrochemical Investments Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidators:

          Stuart K. Sybersma
          Ian A.N. Wight
          Deloitte, Cayman Islands
          P.O. Box 1787, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Nicole Ebanks
          Deloitte
          P.O. Box 1787, George Town
          Grand Cayman, Cayman Islands
          Tel: (345) 949 7500
          Fax: (345) 949 8258


POLAR CAPITAL: Creditors Must Submit Proofs of Claim by Dec. 27
---------------------------------------------------------------
Polar Capital European Market Neutral Absolute Return Fund,
Ltd's creditors are required to submit proofs of claim by
Dec. 27, 2006, to the company's liquidators:

          Q&H Nominees Ltd
          P O Box 1348, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Polar Capital's shareholders agreed on Sept. 29, 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:

          Greg Link
          P.O. Box 1348, George Town
          Grand Cayman, Cayman Islands
          Tel: 949 4123
          Fax: 949 4647


REDBACK NETWORKS: Deadline for Proofs of Claim Filing Is Dec. 27
----------------------------------------------------------------
Redback Networks Research's creditors are required to submit
proofs of claim by Dec. 27, 2006, to the company's liquidators:

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

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Redback Newtworks' shareholders agreed on Oct. 31, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.

Parties-in-interest may contact:

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


RESOURCES FUND: Proofs of Claim Must be Submitted by Dec. 27
------------------------------------------------------------
Resources Fund Management (Cayman) Ltd.'s creditors are required
to submit proofs of claim by Dec. 27, 2006, to the company's
liquidators:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Ltd.
          Walker House
          87 Mary St, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Resources Fund's shareholders agreed on Oct. 26, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


RIVERSIDE HEDGED: Proofs of Claim Must be Filed by Dec. 27
----------------------------------------------------------
Riverside Hedged Equity Fund Offshore Investors's creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidator:

          Q & H Nominees, Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Riverside Hedged's shareholders agreed on Nov. 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:

          Quin & Hampson
          P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: +1 345 949 4123
          Fax: +1 345 949 4647


RIVERSIDE HEDGED EQUITY: Proofs of Claim Filing Ends Dec. 27
------------------------------------------------------------
Riverside Hedged Equity Fund's creditors are required to submit
proofs of claim by Dec. 27, 2006, to the company's liquidators:

          Q & H Nominees, Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Riverside Hedged's shareholders agreed on Nov. 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:

          Quin & Hampson
          P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: +1 345 949 4123
          Fax: +1 345 949 4647


SAM CAPITAL: Proofs of Claim Filing Deadline Is on Dec. 27
----------------------------------------------------------
Sam Capital Fund International, Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          Q&H Directors Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Sam Capital's shareholders agreed on Nov. 7, 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:

          Quin & Hampson
          c/o P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647


SAM CAPITAL MASTER: Proofs of Claim Filing Is Until Dec. 27
-----------------------------------------------------------
Sam Capital Master Fund International, Ltd.'s creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidators:

          Q&H Directors Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Quin & Hampson
          c/o P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647


SAN FRANCISCO: Proofs of Claim Filing Deadline Is on Dec. 27
------------------------------------------------------------
San Francisco Small Cap Offshore Fund, Ltd.'s creditors are
required to submit proofs of claim by Dec. 27, 2006, to the
company's liquidators:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

San Francisco's shareholders agreed on Nov. 8, 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:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House
          P.O. Box 31910 SMB
          Grand Cayman, Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


STROME ALPHA: Last Day for Proofs of Claim Filing Is on Dec. 27
---------------------------------------------------------------
Strome Alpha Master Fund II, Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          Q&H Nominees Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Strome Alpha's shareholders agreed on Nov. 16, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


SWIFTWATER MASTER: Creditors Must Submit Claims by Dec. 27
----------------------------------------------------------
Swiftwater Master Fund, Ltd's creditors are required to submit
proofs of claim by Dec. 27, 2006, to the company's liquidator:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Swiftwater Master's shareholders agreed on Nov. 10, 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:

          Angela Nightingale
          dms Corporate Services Ltd.
          Ansbacher House
          P.O. Box 31910 SMB, Grand Cayman
          Tel: (345) 946 7665
          Fax: (345) 946 7666


SWIFTWATER OFFSHORE: Last Day for Claims Filing Is on Dec. 27
-------------------------------------------------------------
Swiftwater Offshore Capital, Ltd's creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidators:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Swiftwater Offshore's shareholders agreed on Nov. 10, 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:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House
          P.O. Box 31910 SMB
          Grand Cayman, Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


TRINITY FUND: Creditors Must File Proofs of Claim by Dec. 27
------------------------------------------------------------
Trinity Fund, Ltd.'s creditors are required to submit proofs of
claim by Dec. 27, 2006, to the company's liquidators:

          dms Corporate Services, Ltd.
          20 Genesis Close, Second Floor Ansbacher House
          P.O. Box 31910 SMB, George Town
          Grand Cayman, Cayman Islands

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

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

Parties-in-interest may contact:

          Angela Nightangle
          dms Corporate Services Ltd.
          Ansbacher House
          P.O. Box 31910 SMB
          Grand Cayman, Cayman Islands
          Tel: (345) 946 7665
          Fax: (345) 946 7666


WIMBLEDON A STERLING: Proofs of Claim Filing Deadline Is Dec. 27
----------------------------------------------------------------
Wimbledon A Sterling Fund Ltd.'s creditors are required to
submit proofs of claim by Dec. 27, 2006, to the company's
liquidator:

          Q&H Nominees Ltd.
          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman, Cayman Islands
          Tel: (+1) 345 949 4123
          Fax: (+1) 345 949 4647

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Wimbledon A's shareholders agreed on Nov. 9, 2006, for the
company's voluntary liquidation under Section 135 of the
Companies Law (2004 Revision) of the Cayman Islands.


ZANNET LOMBARDIER: Proofs of Claim Filing Deadline Is on Dec. 27
----------------------------------------------------------------
Zanett Lombardier Ltd.'s creditors are required to submit proofs
of claim by Dec. 27, 2006, to the company's liquidators:

          Olympia Capital (Cayman) Ltd.
          Williams House, 20 Reid Street
          Hamilton HM 11, Bermuda

Creditors who are not able to comply with the Dec. 27 deadline
won't receive any distribution that the liquidator will make.
Creditors are required to present proofs of claim personally or
through their solicitors.

Zannet Lombardier's shareholders agreed on Oct. 26, 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:

          Carolyn Heron
          Sasha Castle
          Olympia Capital (Cayman) Limited
          Williams House, 20 Reid Street
          Hamilton HM 11, Bermuda
          Tele: (441) 298-5034
          Fax: (441) 292-3358




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


ARMOR HOLDINGS: Receives US$16 Million Order for FMTV Program
-------------------------------------------------------------
Armor Holdings, Inc., received a US$16 million order for the
Family of Medium Tactical Vehicle or FMTV program from the U.S.
Army Tank-automotive and Armaments Command or TACOM.  The
company stated that the new order is issued under the existing
multi-year FMTV production contract for purchase of certain FMTV
accessories, such as additional air conditioning units for
specialized vehicle models.  Work will be completed in 2007 and
2008 by the Aerospace & Defense Group, Tactical Vehicle Systems
Division at its facilities located in Sealy, Texas.

Headquartered in Jacksonville, Florida, Armor Holdings, Inc. --
http://www.armorholdings.com/-- manufactures and distributes
security products and vehicle armor systems for the law
enforcement, military, homeland security, and commercial
markets.  The company's mobile security division are located in
Mexico, Venezuela, Colombia and Brazil.

                        *    *    *

In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology, the rating agency confirmed its Ba3 Corporate
Family Rating for Armor Holdings Inc.

Additionally, Moody's affirmed its B1 ratings on the company's
2% Convertible Senior Subordinated Notes Due 2024 and 8.25%
Senior Subordinated Notes Due 2013.  Moody's assigned those
debentures an LGD5 rating suggesting noteholders will experience
a 77% loss in the event of default.




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


ALCATEL: Executive Indicted for Alleged Bribery to Get Contract
---------------------------------------------------------------
A federal grand jury in Miami has indicted a former Alcatel CIT
executive on charges related to making corrupt payments to Costa
Rican officials in order to obtain a mobile telephone contract
from the state-owned telecommunications authority, in violation
of the Foreign Corrupt Practices Act or FCPA, the U.S.
Department of Justice disclosed.

The 10-count indictment returned, charges Christian Sapsizian, a
French citizen, with conspiring to make over US$2.5 million in
bribe payments to Costa Rican officials in order to obtain a
telecommunications contract on behalf of Alcatel, making corrupt
payments, and laundering the bribes through a consultant.  Mr.
Sapsizian was previously charged and arrested in Miami on a
criminal complaint issued Dec. 1, 2006.

Until Nov. 30, 2006, Alcatel was a French telecommunications
company, whose American Depositary Receipts were traded on the
New York Stock Exchange.  Mr. Sapsizian was employed by Alcatel
or one of its subsidiaries for over 20 years.  At the time of
the conduct alleged in the indictment, he was the deputy vice
president responsible for Latin America.

El Instituto Costarricense de Electricidad aka ICE, the state-
owned telecommunications authority in Costa Rica, was
responsible for awarding all telecommunications contracts,
including mobile telephone contracts.  Prior to 2000, Alcatel
had been unsuccessful in obtaining mobile telephone contracts in
Costa Rica, repeatedly losing to a competitor, which utilized a
different technology than Alcatel.  The indictment alleges that
from February 2000 through September 2004, Mr. Sapsizian
conspired with Alcatel's senior representative in Costa Rica to
make payments to a member of ICE's Board of Directors, who was
also an advisor to a more senior official in the Costa Rican
government.  The payments were intended to cause the ICE
official to exercise his influence to initiate a bid process
that favored Alcatel's technology and to vote to award Alcatel a
mobile telephone contract.  Mr. Sapsizian is charged with
offering the ICE official 1.5% to 2% of the value of the
contract in exchange for the ICE official's efforts in assisting
Alcatel to obtain the contract.  The indictment further alleges
that Sapsizian was aware that the ICE official intended to share
the corrupt payments with the senior government official.

Alcatel was in fact awarded a mobile telephone contract in
August 2001, which was valued at US$149 million.  According to
the indictment, Mr. Sapsizian authorized one of Alcatel's Costa
Rican consulting firms to funnel the payments to the ICE
official.  Mr. Sapsizian is charged with conspiring to launder
money for allegedly causing Alcatel CIT to wire US$14 million in
"commission" payments to the consultant. The consultant, in
turn, wire transferred $US2.5 million to the ICE official.
Thus, Mr. Sapsizian is charged with eight counts of violating
the FCPA for allegedly causing those payments to the ICE
official.

The conspiracy and FCPA charges each carry a maximum sentence of
five years in prison.  The money laundering charge carries a
maximum sentence of 20 years in prison.

An indictment contains only allegations.  A defendant is
presumed innocent of the charges and it is the government's
burden to prove a defendant's guilty beyond a reasonable doubt
at trial.

This case is being prosecuted by Deputy Chief Mark F.
Mendelsohn, and Trial Attorney Mary K. Dimke of the Fraud
Section of the Criminal Division at the U.S. Department of
Justice, Washington.  The case is being investigated by the
Federal Bureau of Investigation.  Costa Rican Attorney General
Francisco Dall'Anese and his office provided substantial
assistance to this investigation.

                       About Alcatel

Alcatel-Lucent provides solutions that enable service providers,
enterprises and governments worldwide, to deliver voice, data
and video communication services to end-users.  As a leader in
fixed, mobile and converged broadband networking, IP
technologies, applications, and services, Alcatel-Lucent offers
the end-to-end solutions that enable compelling communications
services for people at home, at work and on the move.  With
79,000 employees and operations in more than 130 countries,
Alcatel-Lucent is a local partner with global reach.  Alcatel-
Lucent achieved proforma combined revenues of EUR18.6 billion in
2005, and is incorporated in France, with executive offices
located in Paris.

                        *    *    *

As reported in the Troubled Company Reporter on Dec. 13, 2006,
Moody's Investors Service has downgraded to Ba2 from Ba1 the
Corporate Family Rating of Alcatel, which has completed its
merger with Lucent Technologies and was renamed to Alcatel-
Lucent.  The ratings for senior debt of Alcatel were equally
lowered to Ba2 from Ba1 and its Not-Prime rating for short-term
debt was affirmed.

At the same time, Moody's raised the ratings for senior debt of
Lucent to Ba3 from B1 reflecting both the standalone credit
profile of Lucent and, given the strategic importance of Lucent
to round-off the group's product range and regional presence,
expected financial support from Alcatel-Lucent, although this is
not formally committed at this time.  The ratings for the other
legacy debt of Lucent were raised to B2 from B3 for subordinated
debt and trust preferreds, and to P(B3) from P(Caa1) for
preferred stock issuable under its shelf registration.

Moody's has withdrawn Lucent's Corporate Family Rating of B1,
assuming that management of the two entities will be fully
integrated over the next several months and all of Lucent's non-
US activities merged with their Alcatel counterparts.


DENNY'S CORP: Units Enter Into New US$350MM Sr. Credit Facility
---------------------------------------------------------------
Denny's Corp. disclosed its operating subsidiaries, Denny's Inc.
and Denny's Realty, LLC, have entered into a new senior secured
credit agreement in an aggregate principal amount of US$350
million.  The company estimates that based on current interest
rates, the refinancing will save approximately US$5.5 million
per year in cash interest.

The new credit facility consists of a US$50 million revolving
credit facility (including a US$10 million revolving letter of
credit facility), a US$260 million term loan, and an additional
US$40 million synthetic letter of credit facility.  The
revolving facility matures in five years and the term loan and
synthetic letter of credit facility mature in five and a half
years.  Banc of America Securities LLC acted as sole lead
arranger and book manager for the new credit facility and Bank
of America, N.A. will serve as administrative agent.

The new credit facility has been used to refinance the company's
prior credit facility and will be available for working capital,
capital expenditures and other general corporate purposes.  The
new facility is guaranteed by Denny's Corp. and its other
subsidiaries and is secured by substantially all of the assets
of the company and its subsidiaries.  In addition, the new
facility is secured by first-priority mortgages on 140 company-
owned real estate assets.  Interest on loans under the new
revolving facility will be payable, initially, at per annum
rates equal to LIBOR plus 250 basis points and adjusting over
time based upon Denny's leverage ratio.  Interest on the new
term loan will be payable at per annum rates equal to LIBOR plus
225 basis points.  The covenants under the new agreement remain
generally consistent with those under the prior agreement.

"We are pleased to be able to complete this refinancing
transaction, which further strengthens the company's capital
structure, as it will allow us to reduce Denny's cost of
borrowing," said Nelson J. Marchioli, President and Chief
Executive Officer.  "The positive response to this transaction
by the credit rating agencies and our lenders is a testament to
Denny's ongoing operational improvements that have generated
increasing cash flow and greater financial stability. The
favorable terms of this refinancing will result in further
improved cash flow, which will provide additional flexibility to
continue investing in the Denny's brand and to advance our
commitment to reducing debt."

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

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 22, 2006,
Moody's Investors Service raised Denny's Holdings, Inc.,
corporate family rating to B1 from B2 and assigned Ba2 ratings
to Denny's, Inc.'s proposed US$350 million senior secured credit
facility consisting of a US$50 million revolver, a US$260
million term loan B and a US$40 million synthetic letter of
credit facility.  At the same time, the senior unsecured notes
at Holdings were upgraded to B3 from Caa1.  The proceeds of the
proposed bank facilities will pay off Denny's existing 1st lien
credit facility and the 2nd lien term loan.  Accordingly,
Moody's expects to withdraw the ratings on these issues once the
proposed credit facility is closed.  The rating outlook remains
stable. Moody's noted that the rating assignments are subject to
a review of the final documentation.


* COSTA RICA: Terminating Contract with Alterra Partners
--------------------------------------------------------
Published reports say that the Costa Rican government has
arranged to terminate within the next seven months its contract
with Alterra Partners, an airport infrastructure services
provider in the United Kingdom.

Business News Americas relates that Alterra Partners signed a
20-year concessions contract with Costa Rica in 2001 to complete
US$160-million worth of modernizations at the Juan Santamaria
airport by 2021.

Karla Gonzalez, the Costa Rican public works and transport
minister, told BNamericas that the government took the advanced
cancellation decision due to uncertainty as to whether the
International Finance Corp. aka IFC would provide Alterra
Partners with the remaining US$30 million needed for the company
to complete the renovations.

Minister Gonzalez said that the government is keen on allowing
Alterra Partners to continue with works at the airport, assuming
that they and the IFC can respond within the next 30 days with a
plan to guarantee financial support for the project, BNamericas
notes.

The report says that the government would then have 30 days to
analyze the proposal, before it would decide whether to allow
Alterra Partners to continue for the duration of its contract,
or move forward with plans to terminate the agreement.

Alfredo Aguileta, president of Alterra Partners, told BNamericas
that as a sign that the company is interested in continuing its
operations at the airport, its associates have offered to
provide US$4 million to support the project.

According to BNamericas, the Consejo Tecnico de Aviacion Civil,
the Costa Rican civil aviation authority, will form a special
commission that will compare the alternatives proposed by
Alterra Partners and its lenders, with the possibility of the
government taking over operations at Juan Santamaria.

BNamericas states that should Alterra Partners decide to halt
its operations, or should the government decide to terminate its
contract within the stipulated seven-month period, either side
would risk legal repercussions.

For the meantime, works and operations at the airport will
proceed as normal, BNamericas says.

BNamericas emphasizes that of the project's US$160 million
needed investment, US$90 million has been provided by 10
international financing banks, with an additional US$40 million
from Alterra Partners.

Alterra Partners has been trying to reach an accord with the IFC
for months regarding efforts to secure the remaining US$30
million of funding for the project, initially held up by banks
in March 2003 due to an impasse between the company and the
Costa Rican government, according to the report.

Alterra Partners claimed in 2003 that it had lost US$18.7
million in revenue when Costa Rica's comptroller general
interpreted differently a contract governing its tariff model.
In June 2005, the two sides finally agreed that the public works
ministry would pay Alterra Partners a US$15-million settlement
for the lost revenue, BNamericas reports.

                        *    *    *

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




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


AES CORP: US Judge Says Dominican Republic Has Right to Sue Firm
----------------------------------------------------------------
Judge Gerald Bruce Lee of the East Virginia Federal District
Court has ruled that the Dominican Republic has just cause to
file a lawsuit suit against AES Corp. for pollution, Dominican
Today reports.

As reported in the Troubled Company Reporter-Latin America on
April 10, 2006, the Dominican Republic sought for US$80 million
in damages from AES Corp. for 82,000 tons of coal ash dumped on
its beaches.  The government said that the tons of ash were left
on the beaches in Manzanillo and the Samana Bay port town of
Arroyo Barril between October 2003 and March 2004 without proper
government permits.  These tons of ash were transported from an
AES Plant in Guayama, Puerto Rico.  AES Corp. confirmed that the
ash originated at its plant.  However, the company said that it
did nothing improper and that the dispute is between the
Dominican government and a Florida businessman Roger Charles
Fina, chief executive officer of Silverspot Enterprises, who was
hired by AES to transport the ash.  AES Corp. said that it had
proper permits for disposal of the ash and believed that it was
not toxic.

Dominican Today relates that David La Hoz, the former
environment prosecutor in the Dominican Republic, felt that the
ruling by Judge Lee against AES Corp. was correct.  He said that
his country's Environmental and Natural Resources Law 64-00 is
on par with international legislations that address the topic,
and that what's needed in the country, which has had two court
reversals in the rock ash case, are independent and impartial
judges.

Mr. La Hoz told Dominican Today that he doesn't doubt that there
will be a decision different from those handed down in the
country because in his view those sentences were product of the
influences of the political power in the Judicial Branch.

Mr. La Hoz explained to Dominican Today, "The United States
justice is better established, has a greater experience and in
cases as this where the health of the planet is touched, that is
the health of all Dominicans, I doubt that it isn't suited and
that a strictly judicial decision will be made in which the
point of view of the law is going to be prioritized over the
political interests that could be in play."

Dominican Today underscores that Nelson Pimentel, who is the
complainant in the lawsuit against AES Corp. at the local level,
is confident that the Dominican Republic will be victorious.

According to Dominican Today, the Dominican Republic wants AES
Corp. to pay the US$80 million it demanded without having to go
to trial.

The Dominican Environment Ministry told Dominican Today that if
the AES Corp. defense continues refusing its proposal, the
country will go to trial.

The court will still decide on the date for opening arguments,
Dominican Today notes.  Meanwhile, the Dominican government has
proposed starting the trial on Jan. 18, 2007, due to the
pressing urgency to pay for the disposal of the rock ash.

However, Judge Lee did not let the Dominican Republic file the
lawsuit suit under the Puerto Rico Law against Corrupt
Organizations and Influences from Bribes, because the law was
not in effect, according to Dominican Today.

The court also prohibited the Dominican Republic from suing AES
Corp. for alleged damages to the tourism sector, Dominican Today
states.

The prosecutor can be reached at:

          David La Hoz Vasquez
          Procuradores Adjuntos
          Ministerio Publico
          Procuraduria General de la Republica
          Avenida Jimenez Moya Esq. Juan Ventura Simo,
          Centro de los Heroes, Constanza
          Maimon y Estero Hondo
          Dominican Republic
          Phone: 809-533-3522
          E-mail: dlahoz@procuraduria.gov.do

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

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

                        *    *    *

As reported in the Troubled Company Reporter - Asia Pacific on
Oct. 20, 2006, Moody's Investors Service's downgraded its B1
Corporate Family Rating for AES Corporation in connection with
the implementation of its new Probability-of-Default and Loss-
Given-Default rating methodology.  Additionally, Moody's revised
its probability-of-default ratings and assigned loss-given-
default ratings on the company's loans and bond debt obligations
including the B1 rating on its senior unsecured notes 7.75% due
2014, which was also given an LGD4 loss-given default rating,
suggesting noteholders will experience a 55% loss in the event
of a default.


* DOMINICAN REPUBLIC: Has Right to Sue AES, Says US Judge
---------------------------------------------------------
Judge Gerald Bruce Lee of the East Virginia Federal District
Court has ruled that the Dominican Republic has just cause to
file a lawsuit suit against AES Corp. for pollution, Dominican
Today reports.

As reported in the Troubled Company Reporter-Latin America on
April 10, 2006, the Dominican Republic sought for US$80 million
in damages from AES Corp. for 82,000 tons of coal ash dumped on
its beaches.  The government said that the tons of ash were left
on the beaches in Manzanillo and the Samana Bay port town of
Arroyo Barril between October 2003 and March 2004 without proper
government permits.  These tons of ash were transported from an
AES Plant in Guayama, Puerto Rico.  AES Corp. confirmed that the
ash originated at its plant.  However, the company said that it
did nothing improper and that the dispute is between the
Dominican government and a Florida businessman Roger Charles
Fina, chief executive officer of Silverspot Enterprises, who was
hired by AES to transport the ash.  AES Corp. said that it had
proper permits for disposal of the ash and believed that it was
not toxic.

Dominican Today relates David La Hoz, the former environment
prosecutor in the Dominican Republic, felt that the ruling by
Judge Lee against AES Corp. was correct.  He said that his
country's Environmental and Natural Resources Law 64-00 is on
par with international legislations that address the topic, and
that what's needed in the country, which has had two court
reversals in the rock ash case, are independent and impartial
judges.

Mr. La Hoz told Dominican Today that he doesn't doubt that there
will be a decision different from those handed down in the
country because in his view those sentences were product of the
influences of the political power in the Judicial Branch.

Mr. La Hoz explained to Dominican Today, "The United States
justice is better established, has a greater experience and in
cases as this where the health of the planet is touched, that is
the health of all Dominicans, I doubt that it isn't suited and
that a strictly judicial decision will be made in which the
point of view of the law is going to be prioritized over the
political interests that could be in play."

Dominican Today underscores that Nelson Pimentel, who is the
complainant in the lawsuit against AES Corp. at the local level,
is confident that the Dominican Republic will be victorious.

According to Dominican Today, the Dominican Republic wants AES
Corp. to pay the US$80 million it demanded without having to go
to trial.

The Dominican Environment Ministry told Dominican Today that if
the AES Corp. defense continues refusing its proposal, the
country will go to trial.

The court will still decide on the date for opening arguments,
Dominican Today notes.  Meanwhile, the Dominican government has
proposed starting the trial on Jan. 18, 2007, due to the
pressing urgency to pay for the disposal of the rock ash.

However, Judge Lee did not let the Dominican Republic file the
lawsuit suit under the Puerto Rico Law against Corrupt
Organizations and Influences from Bribes, because the law was
not in effect, according to Dominican Today.

The court also prohibited the Dominican Republic from suing AES
Corp. for alleged damages to the tourism sector, Dominican Today
states.

                       About AES Corp.

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

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

                        *    *    *

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

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

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

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

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

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

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

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

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

Fitch also affirmed these ratings:

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

   -- Short-term Issuer Default Rating: B.

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

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

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


* DOMINICAN REPUBLIC: Renews Petrocaribe Accord with Venezuela
--------------------------------------------------------------
The government of the Dominican Republic has renewed its
Petrocaribe accord with Venezuela, Centro de Informacion
Gubernamental reports.

Under Petrocaribe, nations pay 60% of the cost of Venezuelan oil
products at the time of purchase.  Governments can retain 40% of
the cost as funding for development projects.  The financing is
then amortized after a two-year grace period over 23 years at
yearly interest of 1%.

Business News Americas relates that beginning Feb. 20, the
Dominican Republic will be able to increase its oil purchase to
45,000 barrels per day, or even up to 50,000 barrels per day,
from an average of 35,000 barrels per day.

The Dominican Republic imports the oil through Refidomsa, the
country's sole refinery, BNamericas states.

                        *    *    *

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

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

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

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

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

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

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

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

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

Fitch also affirmed these ratings:

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

   -- Short-term Issuer Default Rating: B.

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

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

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




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


BANCO DE LOS ANDES: Will Get Back Deposits
------------------------------------------
SB, the financial sector regulator of Ecuador, said in a
statement that Banco de los Andes depositors will be able to
request their deposits from Dec. 20-24.

Business News Americas relates that Agencia de Garantia de
Depositos, the deposit guaranty agency of Ecuador, will pay off
a total of US$4.0 million to some 90% of Banco de los Andes
customers through Banco del Pacifico, Ecuador's third largest
bank.

According to BNamericas, Agencia de Garantia covers deposits of
up to US$10,008.

SB said in a statement that funds for the payment of deposits
that surpass this limit will come from the proceeds of the bank
liquidation.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Dec. 13, 2006, the financial regulator of Ecuador ordered the
liquidation of Banco de los Andes due to the latter's financial
difficulties.




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


AFFILIATED COMPUTERS: Promotes Two Executives as CFO's
------------------------------------------------------
Affiliated Computer Services, Inc., has promoted two key leaders
into new positions of responsibility.  Ann Vezina, Executive
Vice President and Group President of ACS Commercial Solutions,
has been promoted to Chief Operating Officer - Commercial
Solutions Group, and Tom Burlin, Executive Vice President and
Group President of ACS Government Solutions, has been promoted
to Chief Operating Officer - Government Solutions Group,
reporting directly to Lynn Blodgett, ACS president and chief
executive officer.

The promotions set in motion Ms. Blodgett's vision for the
future of ACS.  Ms. Blodgett envisions an ACS that is more
client-focused than ever and absolutely committed to operational
excellence and organizational simplicity.  The promotions
underscore Ms. Blodgett's desire to give ACS' proven leaders and
operating groups more authority and autonomy.

Ms. Blodgett said, "Promoting Ann and Tom to their new positions
opens the door for better and deeper client relationships and
provides an improved market-facing structure for our operating
groups. This organizational change will help meet our objective
of future growth in two ways.  First, by eliminating a layer of
leadership between my office and the field, we can push
authority back into our lines of business, giving our employees
the freedom to make critical, client-affecting decisions
quickly.  Second, it improves the simplicity and effectiveness
of our operations that will best leverage our knowledge, best
practices, and advanced technologies across the company and
throughout our operations."

In her new position, Ms. Vezina will be responsible for the
operations and growth of the Commercial Solutions Group or CSG
that contributes more than US$3 billion to ACS' annual revenue.
CSG serves thousands of clients around the world in industries
including communications, education, energy, financial services,
healthcare, insurance, manufacturing, retail, and transportation
and travel.

Ms. Vezina has more than 20 years of global BPO and IT
experience across a broad spectrum of industries.  Before
joining ACS, she spent 18 years with EDS, progressively
advancing her management and leadership skills through
experience in BPO operations, sales and business development,
project and client management, relationship development, and IT
services.

Ms. Vezina said, "In basic terms, our vision is to be a leader
of the global, integrated BPO and IT services market. The
capabilities we've built are in place today and are the best in
the market. I've never seen a more exciting time in our
history."

In his new position, Mr. Burlin will be responsible for the
operations and growth of the Government Solutions Group or GSG
that contributes more than US$2 billion to the company's annual
revenue and is the leading provider of BPO services to state and
local governments.

Mr. Burlin has almost 30 years of industry experience, joining
ACS in 2005 after a successful 26-year career with IBM. Prior to
his work at ACS, he was a Partner of the U.S. Federal Industry
Group of IBM's Business Consulting Services, responsible for a
US$1.5 billion book of business servicing the U.S. Federal
Government.  Under his leadership, all IBM Global Services
offerings to the Federal Government were consolidated.

Mr. Burlin commented, "ACS is proud of its record of helping
governments around the world improve the levels of services they
provide their citizens.  With a renewed focus on client service,
our future growth is assured."

Ms. Blodgett concluded, "Together, Ann and Tom have more than 50
years of industry experience.  With the full weight, scope,
autonomy, and authority deserving of their titles, we are in the
right hands to continue growing ACS and I have the utmost faith
in their abilities."

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

                        *    *    *

Standard & Poor's Ratings Services kept its ratings for
Affiliated Computer Services Inc., including the 'B+' corporate
credit rating, on CreditWatch, where they were placed with
negative implications on Sept. 29, 2006.




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


DYOLL INSURANCE: Continues to Experience Cash Flow Problems
-----------------------------------------------------------
Dyoll Insurance Co. told Radio Jamaica that it is still
experiencing severe cash flow problems resulting from the
collapse of its insurance subsidiary.

The financial difficulties continue although the company has
decided to dispose Dyoll/Wataru Coffe Co., another subsidiary,
Radio Jamaica says, citing the board of directors of Dyoll
Insurance.

Radio Jamaica relates that proceeds from the sale of
Dyoll/Wataru were reportedly used to run the daily activities of
Dyoll Insurance.

Dawn Azan, Hayden Singh and Aubrey Garcia have resigned as
directors of Dyoll Insurance, Radio Jamaica states.

Dyoll Group Ltd. is a Jamaica-based company that is principally
engaged in the insurance business.  Jamaica's Financial Services
Commission has assumed temporary management of the Jamaica-based
Dyoll Insurance Co. Ltd. in Mar. 7, 2005, in order to establish
the true position of the Company, address the matter of
settlement to its claimants and ensure that its policies will
remain in force after a high level of insurance claims were
levelled on the company as a result of the hurricane Ivan.
Kenneth Tomlison was appointed temporary manager.  Jamaica's
Supreme Court ordered for the distribution of a US$653 million
fund held by the FSC in accordance with the Insurance Act 2001,
section 59, which says that the prescribed deposit, on the
winding up of an insurance company, should be applied first to
settle the claims of local policyholders.




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


BALLY TOTAL: Appoints KPMG LLP as Independent Auditor
-----------------------------------------------------
Bally Total Fitness Holding Corp. disclosed the results of its
Annual Meeting held on Dec. 19, 2006, in Chicago.  Stockholders
re-elected Don R. Kornstein to serve as a Class I Director for a
three-year term expiring in 2009.

At the meeting, stockholders also voted to ratify the
appointment of KPMG LLP as independent auditor for the company
and to approve the 2007 Omnibus Equity Compensation Plan.

Bally Total Fitness Holding Corp. --
http://www.Ballyfitness.com/-- is a commercial operator of
fitness centers in the U.S., with nearly 390 facilities and 30
franchises and joint ventures located in 29 states, Mexico,
Canada, Korea, China and the Caribbean.  Bally also sells
Bally-branded apparel, nutritional products, fitness-related
merchandise and its licensed portable exercise equipment is sold
in more than 10,000 retail outlets.

                        *    *    *

As reported in the Troubled Company Reporter on Oct. 19, 2006,
Moody's Investors Service affirmed the Caa1 rating on Bally
Total Fitness Holding Corp.'s US$235 million 10.5% senior
unsecured notes (guaranteed) due 2011 and the Caa3 rating on the
company's US$300 million 9.875% senior subordinated notes due
2007.  Moody's said the rating outlook remains negative.


CINRAM INT'L: Units Declare Cash Distribution for December 2006
---------------------------------------------------------------
Cinram International Income Fund has declared a cash
distribution of CAD0.2708 per unit for the month of December
2006, payable on Jan. 15, 2006, to unitholders of record at the
close of business on Dec. 29, 2006.

Cinram International Limited Partnership also announced that it
has declared a cash distribution of CAD0.2708 per Class B
limited partnership unit for the month of December 2006, payable
on Jan. 15, 2006, to unitholders of record at the close of
business on Dec. 29, 2006.

The Fund and the Partnership's current annualized distribution
rate is CAD3.25 per unit, payable in monthly distributions of
CAD0.2708 per unit.  In accordance with the distribution policy
of both the Fund and the Partnership, unitholders of record at
the close of business on the last business day of each calendar
month are paid a distribution on or about the 15th day of the
following month.

Cinram International Inc. (TSX: CRW.UN) - http://www.cinram.com/
-- an indirect wholly owned subsidiary Cinram International
Income Fund, provides pre-recorded multimedia products and
related logistics services.  With facilities in North America
and Europe, Cinram International Inc. manufactures and
distributes pre-recorded DVDs, VHS video cassettes, audio CDs,
audio cassettes and CD-ROMs for motion picture studios, music
labels, publishers and computer software companies around the
world.  The company has sales offices in Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 16, 2006,
Standard & Poor's Ratings Services said it revised its outlook
on Cinram International Inc., a wholly owned indirect subsidiary
of Cinram International Income Fund, to negative from stable.
At the same time, Standard & Poor's affirmed its 'BB-' long-term
corporate credit rating and its 'BB-' bank loan rating, with a
recovery rating of '4', on prerecorded multimedia manufacturer
Cinram.


CINRAM INTERNATIONAL: Appoints J. Bruce Terry as Trustee
--------------------------------------------------------
Cinram International Income Fund's board of trustees has
appointed J. Bruce Terry as a trustee.

"We are very pleased to welcome Mr. Terry to our Board," said
Henri A. Aboutboul, Chairman of the Board of Trustees. "His
broad-based strategic, financial, operating and business
development experience as well as his intimate knowledge of the
packaged goods industry will be a valuable asset to our Board."

J. Bruce Terry is Executive Vice-President and Chief Financial
Officer for Sobeys Inc., a leading Canadian grocery retailer and
food distributor.  Prior to joining Sobeys Inc. in January 2005,
Mr. Terry held progressively senior positions with domestic and
international businesses including McCain Foods Limited,
Shoppers Drug Mart, Tricaster Management Inc., Gulf Canada
Corporation, Imperial Oil Limited and Marsh Canada.  During his
24-year career, Mr. Terry has overseen the establishment and
growth of domestic and international operations for treasury,
accounting, corporate finance, taxation, risk management, legal,
information systems and technology, internal audit, planning and
strategy.

Mr. Terry has an MBA from The University of British Columbia, an
Honours BA in Economics from York University and is a member of
the Sauder School of Business Advisory Board, the C.D. Howe
Institute and the Marsh Canada Advisory Board.

Cinram International Inc. (TSX: CRW.UN) - http://www.cinram.com/
-- an indirect wholly owned subsidiary Cinram International
Income Fund, provides pre-recorded multimedia products and
related logistics services.  With facilities in North America
and Europe, Cinram International Inc. manufactures and
distributes pre-recorded DVDs, VHS video cassettes, audio CDs,
audio cassettes and CD-ROMs for motion picture studios, music
labels, publishers and computer software companies around the
world.  The company has sales offices in Mexico.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 16, 2006,
Standard & Poor's Ratings Services said it revised its outlook
on Cinram International Inc., a wholly owned indirect subsidiary
of Cinram International Income Fund, to negative from stable.
At the same time, Standard & Poor's affirmed its 'BB-' long-term
corporate credit rating and its 'BB-' bank loan rating, with a
recovery rating of '4', on prerecorded multimedia manufacturer
Cinram.


DELTA AIR: Rejects US Airways' Unsolicited Merger Proposal
----------------------------------------------------------
Delta Air Lines outlined key reasons why its Board of Directors
rejected the unsolicited merger proposal made by US Airways on
Nov. 15, 2006, and concluded that the company's standalone Plan
of Reorganization will provide creditors with superior value as
well as a faster recovery and much greater certainty of
execution.

After a thorough analysis, the Board concluded that the US
Airways proposal of US$8.4 billion will result in substantially
inferior value for creditors compared with Delta's standalone
Plan, which is estimated by Delta's financial adviser, The
Blackstone Group, to have a consolidated equity value for the
company of approximately US$9.4 billion to US$12.0 billion.

Further, the Board determined that the US Airways proposal is
structurally flawed, because it:

   * Has an unacceptably high risk of not achieving antitrust
     clearance because the US Airways proposal would harm
     consumers and communities;

   * Has overwhelming labor issues precluding attainment of
     claimed synergies;

   * Depends on achieving "synergies" that are premised on
     faulty economic assumptions;

   * Saddles the company with a precariously high debt load;

   * Would reverse Delta's progress and erode the value of the
     Delta brand; and

   * Would expose Delta to merger-related risks.  US Airways
     continues to experience significant integration problems
     and has not completed its prior, much smaller merger with
     America West; it is not equipped to simultaneously
     integrate a substantially larger company.

Delta Chief Executive Officer Jerry Grinstein said, "Delta today
is moving forward with a plan designed to provide significant
value to our creditors as well as customers, employees and other
key stakeholders on a timely basis.  By contrast, the US Airways
proposal provides inferior value to our standalone plan, is
structurally flawed, and raises overwhelming regulatory and
labor issues that -- after a lengthy delay -- are likely to
prevent the proposed merger from being completed. For these
reasons, Delta's Board of Directors has unanimously rejected the
proposed transaction.  Instead, we will continue to focus on
creating value by building an airline that combines a right-
sized domestic network and a profitable and expanding
international presence with an best-in-class network cost
structure and a strong balance sheet."

The US Airways proposal is not in the best interest of Delta's
creditors and other stakeholders because:

The proposal is not likely to be cleared by the U.S. Department
of Justice because it would hurt consumers and communities.  The
proposed merger would substantially reduce competition because
US Airways and Delta have an extremely high percentage of
overlapping routes and hubs. This creates major antitrust
concerns and regulatory obstacles that would, at the very least,
delay closing of this transaction for a considerable period and
likely prevent the transaction from closing at all.

Among other things, the merger would create approximately 2,000
city pairs -- the relevant measure for DOJ analysis -- where the
combined airline would have a monopoly passenger share position
of over 90%.  The proposal would result in over 9,500 city pairs
with reductions in competition that create a presumption of
market power under DOJ merger guidelines.  Delta believes
consumers have valid reason for concern, as pricing has gone up,
not down, on approximately 6,600 US Airways routes following its
merger with America West.

The proposal would also reduce service for Charlotte, Atlanta,
Pittsburgh, Salt Lake City, and New York-JFK, among others.  In
127 small communities throughout the nation, the merged company
would be the dominant or monopoly carrier, a situation likely to
result in increased fares.  According to Delta's analysis,
attempts to portray low-cost carriers as the cure-all to this
concentration of market power are flawed because low-cost
carriers have no presence in, and are unlikely to enter, more
than 110 U.S. cities where the combined carrier would be the
dominant carrier.  In addition, the economics in those markets
do not match those of other markets low-cost carriers have
chosen to enter.

Delta Chief Operating Officer Jim Whitehurst said, "A decrease
in service, which is so central to the economics of the US
Airways proposal, would have a profound impact.  In many small
communities that Delta or US Airways serve today, this
transaction would result in less service and higher fares.  For
every market where US Airways lowered fares over the past year,
it has increased fares in almost four other markets. Since its
merger with America West, US Airways has raised fares more than
its competitors have, with US Airways fares increased nearly two
times that of other network carriers."

Overwhelming labor issues would scuttle the proposed
transaction.  Delta's employees are voicing their strong
opposition to this proposed transaction, and expressing their
strong support for Delta's standalone plan.

The Delta unit of the Air Line Pilots Association or ALPA, the
union representing Delta's more than 6,000 pilots, has stated
its view that the US Airways proposal would violate the pilots'
collective bargaining agreement.  ALPA has publicly said -- and
Delta agrees -- that provisions in the Delta-ALPA contract would
prohibit the combined company from implementing the capacity
reductions that are the economic foundation of the proposed
transaction.  Among other things, the contract would prohibit
the reduction of scheduled pilot block hours operated by Delta
pilots below pre-merger levels, which would make it impossible
for the combined company to reduce capacity by 10%.  ALPA and
Delta also agree that the contract would prohibit the combined
company from paying the pilots not to fly.  In addition, that
and other restrictive provisions of the Delta-ALPA contract
would remain in effect for a far greater period of time than
presumed by US Airways.

The proposal's projected network and cost "synergies" are based
on deeply flawed economic assumptions.  Delta's analysis
demonstrates that US Airways' claimed US$1.65 billion in
synergies and financial benefits from the proposed merger are
significantly overstated. US Airways has ignored major negative
synergies -- "dis-synergies" -- that previous transactions have
proven will occur.

The issues resulting from US Airways' stated need to reduce the
network by 10% for the economics of its proposal to work are
likely insurmountable, including the loss of approximately
10,000 mainline jobs, 80 mainline aircraft, and nearly 100
regional aircraft.

These measures would trigger significant dis-synergies in the
form of higher labor costs and creditor claims that would offset
any savings. Merger-related fleet and facility rejections would
create incremental bankruptcy claims of more than US$1 billion
and delay the company's emergence from Chapter 11 well into 2008
or beyond.  Additionally, one-time costs would exceed US$1
billion.

Moreover, US Airways apparently has included in its estimates
very substantial cost savings that Delta has already achieved.

Delta Executive Vice President and Chief Financial Officer
Edward Bastian commented, "We do not believe this proposal will
create the most profitable network carrier with the lowest labor
costs as US Airways claims.  Labor integration and fleet
complexity alone would substantially increase costs.  The
proposal overestimates synergies while downplaying the impact of
trying to achieve them at the expense of our people, the
traveling public, and the communities we serve."

The combined company would be saddled with a precariously high
total debt load in a fragile industry.  Delta's analysis
confirmed that the proposal would result in approximately US$23
billion in total debt for the combined entity -- versus
approximately US$10 billion in total debt for a standalone Delta
when the company emerges from Chapter 11.

"If our industry has learned anything, it is that having a
precariously high level of debt on the balance sheet is not the
way to prudently run an airline, and that dealing with a huge
debt burden usually leads to poor employee relations and an
inferior product for customers. One thing is certain: while US
Airways claimed synergies are illusory and transient, the debt
is not," Mr. Bastian said.

US Airways' domestic-focused strategy and de-emphasis of premium
service would reverse Delta's progress and greatly dilute the
value of its brand.  US Airways' domestic-focused strategy,
which is designed to generate profits in the short term by
reducing capacity in existing markets and de-emphasizing the
quality of the service offering, is short-sighted and not in the
best long-term interest of Delta's customers and the communities
it serves.  Delta continues to focus on its plan to pursue new
international market and revenue opportunities from the solid
base of its right-sized domestic network, an appropriate cost
structure, and high levels of customer service.

The quality of Delta's service would suffer if the US Airways
proposal were to go forward.  A J.D. Power and Associates survey
in 2006 indicated that service has suffered across the merged US
Airways.  In that survey, US Airways ranked last in aircraft
condition and flight crew, and next to last in reservations,
boarding/deplaning/baggage, and in-flight service, and third
from last in customer service.  Delta, by contrast, remains at
or near the top among network carriers in every significant
category, delivering on its commitment to quality customer
service.

US Airways continues to experience significant integration
problems and has not completed its prior, smaller merger.  It is
not equipped to simultaneously integrate a substantially larger
company.  The most recent US Airways Form 10-Q filing contains
several examples of problems in the integration of US Airways
and America West, including these statements by US Airways:

   * "We have encountered complications and difficulties in
     integrating some of the company's automated systems and
     have not completed those integration efforts, including
     efforts to combine our two computerized airline
     reservation systems..."

   * "(HP(America West)/US) face significant challenges in
     consolidating functions, integrating their organizations,
     procedures and operations in a timely and efficient manner
     and retaining key company personnel.  The integration has
     been and will continue to be costly, complex and time
     consuming and management will continue to devote
     substantial effort to that integration and may have its
     attention diverted from ongoing operational matters or
     other strategic opportunities..."

   * "Some of our unions have brought grievance arbitrations in
     the context of the labor integration process.  Unions may
     bring additional court actions or grievance arbitrations
     and may seek to compel us to engage in the bargaining
     process..."

Delta observed that even now, 8 out of 9 labor agreements being
negotiated to cover the work groups of US Airways and America
West remain unsettled, months after the "completion" of the
merger between those two airlines.

Mr. Grinstein concluded, "We must not reverse direction.  We
have made great progress in our plan to deliver value to
creditors, quality service to customers and benefit all of our
stakeholders.  Now that Delta's Board of Directors and
management have rejected the US Airways proposal, we trust Doug
Parker will keep his word and cease pursuing his proposal so our
respective organizations can return to competing vigorously in
the marketplace."

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: Files Standalone Plan of Reorganization & Disclosure
---------------------------------------------------------------
Delta Air Lines' board of directors has unanimously concluded
that the company's creditors, as well as its other stakeholders,
are best served by moving forward with the company's standalone
Plan of Reorganization.  Accordingly, the company filed its
standalone Plan and a related Disclosure Statement with the U.S.
Bankruptcy Court for the Southern District of New York.  The
company intends to emerge from Chapter 11 in 2007.

The Disclosure Statement includes an overview of Delta's
five-year business plan, which is intended to enable Delta to
maintain and improve its competitive cost structure, to further
strengthen its financial position and to achieve a profitable,
long-term future.  In particular, the business plan projects
that Delta will achieve significant increases in cash flow,
operating margin and net income, driven by the company's success
in increasing revenue, reducing costs and lowering debt.

The Disclosure Statement also includes a valuation analysis
prepared by Delta's financial advisor, The Blackstone Group,
which estimates a consolidated equity value for the company of
approximately US$9.4 billion to US$12.0 billion.  These values
would result in a recovery for Delta's unsecured creditors of
approximately 63% to 80% of their allowed claims, subject to
certain assumptions and adjustments as detailed in the Plan.

Delta also disclosed that its Board of Directors, with the full
support of the company's management team, has unanimously
rejected the unsolicited merger proposal made by US Airways on
Nov. 15, 2006.  The Board concluded that Delta's standalone Plan
will provide the company's creditors with superior value and
greater certainty on a much faster timetable than the US Airways
proposal.  As detailed below, the US Airways proposal:

   -- is structurally flawed and cannot be executed as claimed
      due to overwhelming antitrust and labor issues;

   -- would harm consumers and communities due to its
      substantial anticompetitive effects;

   -- relies on claimed synergies that are premised on flawed
      economic assumptions;

   -- would burden the combined company with a precariously high
      debt load; and

   -- would reverse Delta's progress and erode the value of the
      Delta brand.

Finally, US Airways continues to experience significant
integration problems and has not completed its prior, smaller
merger with America West -- it is not equipped to simultaneously
integrate a substantially larger company.

Jerry Grinstein, Delta's chief executive officer, said, "Our
progress over the past year attests to the strength of the Delta
brand and the resolve of our 45,000 people who are transforming
this company through their hard work.  Delta is well along in
the process of a top to bottom transformation -- implementing
changes that have made a vast improvement in our performance.
Our plan for a fundamentally new and different airline is
working and is creating real value. We will emerge as a
thoroughly new Delta that will be a strong global carrier with a
solid foundation for profitable growth in a highly competitive
environment."

                        Business Plan

Delta's business strategy touches all facets of Delta's
operations -- the destinations Delta will serve, the way Delta
will serve its customers, and the aircraft Delta will operate --
in order to earn customer preference and continue to improve
revenue performance.

The five-year business plan projects:

   * Operating margins from 8.0% in 2007 to 10.5% in 2010;

   * EBITDAR margins from 15.7% in 2007 to 17.8% in 2010;

   * Over 50% reduction in net long-term debt, from
     approximately US$17 billion in 2005 to approximately
     US$7.5 billion in 2007;(b) and

   * A return to profitability in 2007 and an increase in net
     income, after profit sharing, from approximately US$500
     million in 2007 to approximately US$1.2 billion in 2010.

Edward Bastian, Delta's executive vice president and chief
financial officer, said, "Our business plan is designed to
further build on the momentum we have achieved through the
successful implementation of our restructuring initiatives.  The
plan targets best-in-class cost performance which, coupled with
continued improvement in revenue performance, will generate the
cash flow necessary to reinvest in our operations.  The strategy
is also designed to enable Delta to generate the strong and
stable operating margins with a significantly improved balance
sheet necessary to enable us to weather future volatility in the
airline industry."

                   Restructuring Progress

In September 2005, Delta introduced a comprehensive
restructuring plan to realize US$3 billion in annual financial
improvements by the end of 2007.  As of Sept. 30, 2006, the
company had achieved 85% of the US$3 billion goal and had US$2.8
billion of cash equivalents and short-term investments.

As a result of its ongoing restructuring initiatives, Delta has
considerably strengthened its financial condition, with
performance among the best in the industry.  Key milestones
achieved in the past year include:

   * For the first nine months of 2006, Delta's length of haul
     adjusted passenger unit revenue increased 19% versus the
     prior year.  During the same period, the rest of the
     airline industry's passenger unit revenue increased 12.6%
     versus the prior year.

   * Delta achieved the lowest cost structure of network
     carriers and continued to close the gap with low-cost
     carriers during the third quarter of 2006.

   * Delta was ranked in the top two of all network carriers in
     overall customer service by J.D. Power and Associates in
     2006.  In the survey, the company ranked first for
     customer services across three metrics - aircraft
     condition/cleanliness, boarding/deplaning/baggage, and
     flight crew.

   * Delta has announced the recall of more than 1,250 flight
     attendants, approximately 330 pilots and 900 maintenance
     employees.

"Customers are choosing Delta in increasingly greater numbers
due to the many in-flight and on-the-ground product and service
enhancements that are making our airline even more convenient
and enjoyable," said Jim Whitehurst, Delta's chief operating
officer.  "Having right-sized our domestic capacity, we continue
to implement a profitable global expansion.  We now serve more
destinations than any other carrier, with Delta and Delta
Connection providing service to more than 300 airports
worldwide.  In 2006, Delta added nearly 70 new international
routes while increasing passenger unit revenues -- a remarkable
feat given the significant capacity we added to those markets.
We will continue our profitable international expansion in
2007."

                  Plan of Reorganization

The Disclosure Statement filed includes an overview of Delta's
restructuring progress and other information about the company,
a description of distributions to creditors and an analysis of
the Plan's feasibility, as well as many of the technical matters
required for the Chapter 11 exit process, such as descriptions
of who will be eligible to vote on the Plan and the voting
process.

Under the Plan, unsecured creditors generally will receive
distributions of new Delta common stock to settle their claims.
Current holders of Delta common stock will receive no
distribution, and those securities will be canceled upon the
effective date of the Plan. Delta has said for some time that
the company expected its common stock would not have any value
under any Plan of Reorganization the company might propose.

The Plan contemplates rolling Delta's debtor-in-possession
financing of approximately US$2.1 billion into a new financing
package that would go into effect when Delta emerges from
Chapter 11.  Delta has received multiple proposals with
competitive terms and conditions for this exit financing.

Court approval of the adequacy of the Disclosure Statement will
allow Delta to begin solicitation of votes for confirmation of
the Plan of Reorganization.

The Plan and Disclosure Statement filed today may be viewed at
www.deltadocket.com.

                    US Airways Proposal

The company outlined in a separate press release issued today
several of the concerns that Delta's Board and management
believe pose insurmountable hurdles to the proposed US Airways
transaction, including:

   * The transaction is not likely to receive antitrust
     clearance from regulators because it would negatively
     impact consumers and their communities.  The US Airways
     proposal would be subject to a lengthy Department of
     Justice review process, during which Delta would be forced
     to remain in bankruptcy.

   * There are overwhelming labor issues that would preclude the
     combination from attaining the claimed synergies.  The
     Delta unit of the Air Line Pilots Association, the union
     representing Delta's more than 6,000 pilots, has said -
     and Delta agrees - that Delta's pilot contract would
     prohibit the combined company from implementing capacity
     reductions that US Airways asserts are the economic
     foundation of the proposed transaction.

   * The flawed economic assumptions underpinning the
     "synergies" in the US Airways proposal would result in
     vastly lower value than US Airways claims.

   * The combined company would have the highest total debt
     load in the airline industry -- approximately US$23
     billion -- which would seriously limit its financial
     flexibility and ability to withstand the volatility of the
     industry.

   * The proposal's domestic-focused strategy, which calls for a
     significant reduction in service and would result in a
     decline in service quality, would reverse Delta's progress
     and erode the value of its brand.

   * US Airways continues to experience significant integration
     problems and has not completed its prior, smaller merger
     with America West.  It is not equipped to simultaneously
     integrate a substantially larger company.

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 Comments on Firm's Standalone Plan
--------------------------------------------------------
US Airways Group Inc. commented on the release of Delta Air
Lines Inc.'s standalone plan for its Chapter 11 restructuring.

"We have always expected that Delta would file a standalone plan
with the Bankruptcy Court.  This plan will provide Delta
creditors with a benchmark against which to evaluate the
competing proposals and we welcome that comparison.  This is an
important step in a process that we believe will result in the
merger of US Airways and Delta," US Airways' chairman and chief
executive officer Doug Parker said.

"Combining US Airways and Delta will create at least US$1.65
billion in annual synergies beyond the value that could be
created by any standalone plan.  These synergies come on top of
the certainty of US$4 billion in cash and the upside potential
of 78.5 million shares of US Airways stock.  These shared
synergies will benefit all shareholders in the 'New' Delta.
Factoring the synergy benefits into our offer, the current value
of our proposal is significantly greater than the value of
Delta's standalone plan.

"We remain a disciplined and determined bidder for Delta.  We
continue to work productively with the Creditors Committee and
the Ad Hoc Bondholders Committee.  Finally, we recognize and
appreciate the creditors' ultimate authority in this process,"
Mr. Parker added.

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: S&P Comments on Standalone Reorganization Plan
---------------------------------------------------------
In a preliminary analysis of the proposed plan Delta Air Lines
Inc. (rated 'D') filed for bankruptcy reorganization, Standard &
Poor's Ratings Services found Delta's plan less risky than US
Airways Group Inc.'s (B-/Watch Dev/--) merger proposal, but
reliant on assumptions that may be optimistic.

"Delta's proposed reorganization plan involves less risk than US
Airways' merger proposal in that it would not face antitrust
review by the Department of Justice, would not involve
potentially difficult labor integration, and would not require
US$4 billion in acquisition debt," said Standard & Poor's credit
analyst Philip Baggaley.  "However, Delta's stand-alone plan
foregoes opportunities for merger synergies and, like US
Airways' acquisition forecast, rests on various assumptions,
some of which may prove overly optimistic."

Delta's filing of its proposed plan of reorganization on Dec.
19, 2006, targets an April 30, 2007, emergence from bankruptcy
as an independent entity. Delta disclosed also that its Board of
Directors had rejected an acquisition proposal by US Airways
Group Inc. (B-/Watch Dev/--). Standard & Poor's Ratings Services
has undertaken a preliminary analysis of that plan, focusing on
Delta's strategy and its key forecast assumptions.

                  What Delta Is Offering

Delta's proposed reorganization plan involves less risk than US
Airways' merger proposal in that it would not face antitrust
review by the Department of Justice, would not require
potentially difficult labor integration, and would not require
the issuance of US$4 billion in acquisition debt.  However,
Delta's stand-alone plan foregoes potentially large merger
synergy opportunities and, like US Airways' acquisition
forecast, rests on assumptions, some of which may prove
optimistic.

Delta's reorganization plan estimates an equity value of US$9.4
billion to US$12 billion, and a recovery (in the form of common
shares in the reorganized airline) to unsecured creditors of 63
cents to 80 cents on the dollar.  The plan is effectively
Delta's proposed alternative to US Airways' acquisition bid, and
the forecast Delta equity valuation is somewhat above the
alternative US Airways' offer worth about US$8.6 billion.  Delta
disclosed also its analysis of the US Airways' proposal,
challenging some of its synergy assumptions (in particular
criticizing the cost assumptions relating to labor integration),
and suggesting that Delta's plan to emerge as an independent
entity could be accomplished more quickly and with less risk for
unsecured creditors.  Against this is the drawback for unsecured
creditors that Delta's offer is entirely in the form of common
shares (though the company suggests that it would be open to
considering a cash distribution funded by a rights offering),
whereas US Airways is offering US$4 billion in cash as part of
its acquisition bid.

                     Key Forecast Data

Delta's five-year forecast included in a disclosure statement
accompanying the proposed plan of reorganization projects much
improved earnings and cash flow, and a substantially reduced
debt burden achieved through the bankruptcy process.  Key
forecast data include:

   * Sharply improved operating earnings, with EBITDAR of almost
     US$2 billion in 2006, compared with less than US$700
     million (before reorganization items) in 2005, improving to
     almost US$3 billion in 2007 and over US$3 billion annually
     thereafter;

   * Commensurately improved cash from operations: US$1.6
     billion in 2006 (compared to roughly break-even cash flow
     in 2005), rising to US$2 billion in 2007 and higher levels
     thereafter;

   * A US$2.1 billion exit financing, secured by collateral
     currently backing Delta's debtor-in-possession credit
     facility; and

   * Significantly reduced debt levels, with debt and
     capitalized aircraft leases (using a 7x multiple) of
     US$10.3 billion at year-end 2006 (which incorporates
     changes achieved in bankruptcy), versus US$18.6 billion on
     a comparable basis at June 30, 2005, before bankruptcy
     (applying Standard & Poor's adjustments, which use a
     present value approach to capitalize all leases-aircraft
     and other-and including an estimated deficit in non-pilot
     pension plans, raises total debt to an estimated US$17
     billion as of year-end 2006).

Delta's disclosure statement forecast rests on various
assumptions, some of the more important being:

   * Achieving parity with peer "legacy carriers" (large U.S.
     hub-and-spoke airlines) in passenger revenue per available
     seat mile by the end of 2008;

   * Maintaining operating cost per available mile at levels
     below those of other legacy carriers;

   * U.S. GDP growth of 3% annually, with no recession over the
     forecast period;

   * Jet fuel prices of US$2.00 per gallon (around current
     levels), increasing 5% annually;

   * Delta capacity (available seat miles) growth averaging 3%
     annually, concentrating on international markets (which are
     to represent about 40% of totally flying by 2010, versus
     about 30% in 2006); and

   * Completing US$3 billion of "transformation plan" revenue
     and cost improvements (of which 85% have been achieved
     already).

                    Looking at the risks

Based on changes achieved in bankruptcy and recent earnings and
cash flow trends, it is reasonable to anticipate substantially
improved operating performance.  Still, some of Delta's forecast
assumptions and plans carry risks:

   * The 2007 GDP growth assumption of 3% is moderately above
     Standard & Poor's forecast 2.3%, and a recession will
     likely occur at some point during the forecast period;

   * The fuel price forecast is broadly consistent with Standard
     & Poor's expectation of oil prices remaining in the low
     US$60s per barrel range, though any fuel price forecast is
     subject to considerable uncertainty;

   * While Delta has made considerable progress in narrowing its
     unit revenue gap versus peer legacy carriers, further gains
     are likely to prove more challenging-Delta's domestic route
     system is disproportionately focused on price-competitive
     leisure markets and the airline has a limited presence in
     the rapidly growing Asia-Pacific region;

   * A slight decline in mainline unit costs, excluding fuel
     expense and regional airline flying, over 2007-2010
     appears aggressive, even allowing for the fact that Delta
     will terminate its pension plan (saving about 0.2 cents on
     a unit cost basis) and be adding long-range international
     routes that tend to have lower unit costs (and lower unit
     revenues);

   * Delta's debt maturity schedule over the forecast period is
     heavier than that faced by UAL Corp. as it emerged from
     bankruptcy in early 2006, with two large bullet maturities
     in 2007 and 2010 (though these are maturities of enhanced
     equipment trust certificates, which could likely be partly
     refinanced); and

   * A forecast cash balance that grows to almost US$8 billion
     by 2010 seems implausible, though even a significant
     shortfall against forecast in the later years (e.g. due
     to a recession) should leave Delta with ample liquidity.

Delta has substantially exceeded its earnings and cash flow
forecast upon entering bankruptcy, aided by execution of planned
initiatives and a favorable industry-wide revenue environment
(other legacy carriers also achieved substantial improvements,
though the turnarounds of Delta, Northwest Airlines Corp. [rated
'D'], and US Airways have been the most pronounced).  The
current outlook is for much more modest industrywide unit
revenue gains, due to a softer U.S. economy and more difficult
comparisons against year-earlier periods.  At the same time,
fuel prices have eased after run-ups in the autumn of 2005
(following hurricanes Katrina and Rita) and in the summer of
2006.

   Comparing Delta's and UAL's bankruptcy emergence forecasts

By comparison with UAL's early 2006 disclosure statement
forecast (originally developed in mid-2005), Delta's plan
foresees more rapid capacity and revenue growth, with a somewhat
greater improvement in profit margins.  UAL's basic operating
strategy has been to target peer-average unit costs (which it
has not yet achieved) and use its broad route network to try to
generate above-average unit revenues. Delta, by contrast, seeks
to maintain relatively low unit costs and bring its unit
revenues up to peer average levels.  Accordingly, Delta's
forecast compound annual growth rate in passenger revenue per
available seat mile of 2.6% over 2006-2010 is slightly higher
than was UAL's projected 2.5% over 2005-2010.  The recent
industry performance on this measure has, in fact, been much
better than either of those growth rates, although that trend is
expected to moderate considerably going forward.

Conversely, Delta's assumption of a slight decline in nonfuel
operating cost per available seat mile is rather more optimistic
than UAL's projected 2.3% compound annual growth rate over 2006-
2010.  Delta's plan includes growth of international operations,
which will lengthen the airline's average trip length and tends
to lower both unit revenues and unit costs, relative to UAL's
flat capacity assumption. Delta's fuel price assumption is more
conservative than was UAL's, with much higher, and gradually
increasing, fuel prices (UAL's original assumption, developed in
mid-2005, was fuel prices based on US$50/barrel oil throughout
the forecast period). The result of these two forecasts for
pretax profit margins (excluding bankruptcy reorganization
items) is shown in the accompanying chart. Delta foresees an
improvement in pretax margin from negative 2.5% in its last full
year in Chapter 11 (2006) to 8.7% four years later-a gain of
11.2 percentage points.  UAL projected a similar improvement:
from negative 3.8% (in 2005) to 6.9% four years later-a gain of
10.7 percentage points.  UAL's projections extended to a fifth
year, and the cumulative improvement in pretax margin by then
was 12.4 percentage points.  Standard & Poor's considers both
forecasts plausible in the near term, but unlikely to be
achieved in later years.

Delta's business plan requires higher capital expenditures (with
delivery of new aircraft to continue fleet rationalization and
modernization, and to add capacity on international routes) and
faces more substantial debt maturities over the plan period.
However, Delta appears likely to achieve more substantial debt
reduction in Chapter 11 (almost all of which is already
negotiated) than did UAL.  However, Delta, unlike UAL, will
emerge with underfunded (albeit frozen) non-pilot pension plans.

The US$9.4 billion to US$12 billion equity value upon emergence
estimated by Delta's advisors is based on forecast earnings and
valuations using several alternative approaches.  The result is
far in excess of the US$1.95 billion reorganization value
assigned under fresh start accounting when UAL emerged from
Chapter 11.  A more relevant comparison, however, is UAL's
current market capitalization of around US$5 billion as of this
writing.  Both Delta's own estimated valuation and US Airways'
offer for Delta exceed the market capitalizations of each U.S.
airlines, except Southwest Airlines Co. (A/Stable/--).  The
valuation also tops the recent price paid for Qantas Airways
Ltd. (BBB+/Watch Neg/--), a consistently profitable (though
smaller) airline with a majority share in its home market and a
strong balance sheet.

US Airways' acquisition proposal, like Delta's forecast, rests
on assumptions, some of which may prove challenging.  Labor
integration in airline mergers has proven particularly
difficult, and costs (and possible loss of revenue due to
disruptions or deterioration of service) assumed in that
proposal may be understated.  US Airways' material overlap with
Delta, while it provides synergy opportunities, could require
divestiture of some assets beyond the sale of a Northeast
Shuttle operation suggested by US Airways in order to secure
Department of Justice clearance.  A further potential risk is
the effect of competing industry mergers in response to a
Delta/US Airways combination.

                         Next steps

The competing proposals will be considered by Delta's unsecured
creditors' committee, which will make a recommendation to
unsecured creditors.  Four of the nine seats on the committee
are held by representatives of bondholders, with remaining
members representing pilots, the Pension Benefit Guaranty Corp.,
and various suppliers.  The plan must be approved by at least
two-thirds of the dollar value and a majority of the number of
claims for each impaired class, including the unsecured
creditors.  Although a bankruptcy judge can impose a plan on
creditors, it would be very unusual to do so against the wishes
of the unsecured creditors' committee.  It is possible that
either Delta and US Airways may amend their proposals, or that
another airline could make a competing bid for Delta if it
appears that unsecured creditors favor a sale of the company.

Standard & Poor's anticipates undertaking a more in-depth
analysis of Delta's proposed reorganization plan and
accompanying forecast as its Chapter 11 process proceeds.

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.


EMPRESAS ICA: Inks 3 Civil Construction Contracts for MXN541MM
--------------------------------------------------------------
Empresas ICA, SAB de CV has signed three civil construction
contracts with a total value of MXN541 million.  These contracts
are:

   -- Two contracts with the Mass Transit Administration of the
      Federal District for the rehabilitation of sections of the
      Metro System.  The first contract includes rehabilitation
      of the roadbed and rails and electrical and electronic
      installations on the entire length of Line 4, on Line 5
      from the Valle Gómez station to the Politechnical
      Institute terminus, and at the Pantitlán transfer station.
      The second contract is for replacement of the 15kv
      monopole power supply cable for traction, lighting and
      power on Line 2 between the San Antonio Abad and Taxquena
      stations. The two contracts have a combined value of
      MXN294 million and are unit price, fixed-term contracts
      that will be executed over a period of 334 days, with
      delivery scheduled for September 2007.

   -- The contract with the Federal Judiciary Council for the
      construction of the Palace of Justice in Culiacan,
      Sinaloa.  The contract is a fixed-price, turnkey project
      with a value of MXN247 million, with work to be executed
      over 12 months.

Empresas ICA -- http://www.ica.com.mx/-- the largest
engineering, construction, and procurement company in Mexico,
was founded in 1947.  ICA has completed construction and
engineering projects in 21 countries.  ICA's principal business
units include civil construction and industrial construction.

Through its subsidiaries, ICA also develops housing, manages
airports, and operates tunnels, highways, and municipal services
under government concession contracts and/or partial sale of
long-term contract rights.

                        *    *    *

Standard & Poor's assigned these ratings to Empresas ICA, with
stable outlook:

   -- LT Foreign Issuer Credit B; and
   -- LT Local Issuer Credit B.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Aug. 23, 2006, Standard & Poor's Ratings Services revised its
long-term corporate credit rating on Empresas ICA S.A. de C.V.
to 'BB-' from 'B'.  The ratings were removed from CreditWatch
Positive, where they were placed on April 7, 2006.  S&P said the
outlook is stable.


HOME PRODUCTS: Files for Chapter 11 Protection in Delaware
----------------------------------------------------------
Home Products International Inc. and its affiliate, Home
Products International-North America Inc., filed for chapter 11
protection on Dec. 20, 2006, in the U.S. Bankruptcy Court for
the District of Delaware.

The company said it failed to make a US$5.6 million interest
payment last month because of cash shortage.

The company asks the court to convert more than US$116 million
in public debt to equity.  A month ago, Home Products reached an
agreement with some noteholders to convert their debt holdings
in the company for 95% of equity.

The company will continue operating while under bankruptcy
protection, provide employment to their 700 employees, pay
suppliers, and provide quality products to customers, chief
financial officer Donald Hotz said in a court filing.

As of Dec. 2, 2006, the company had US$172.2 million in assets
and US$217.4 million in liabilities.

Investor Sam Zell's Equity Group Investments LLC owns more than
90% of Home Products.

Home Products International Inc. -- http://www.hpii.com/and
http://www.homz.biz/-- is an international consumer products
company which designs and manufactures houseware products.  The
company sells its products through national and regional
discounters including Kmart, Wal-Mart and Target, hardware/home
centers, food/drug stores, juvenile stores and specialty stores.

                        *    *    *

As reported in the Troubled Company Reporter on Dec. 5, 2006,
Moody's Investors Service lowered Home Product International
Inc.'s corporate family rating to Caa3 from Caa1, and its senior
subordinated notes rating to Ca from Caa2.

Standard & Poor's Ratings Services lowered on Dec. 2, 2006, its
corporate credit rating on Chicago, Ill.-based household goods
manufacturer Home Products International Inc. to 'D' from
'CCC+'.  At the same time, the subordinated debt rating on the
company was lowered to 'D' from 'CCC-'.


HOME PRODUCTS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Home Products International, Inc.
        4501 West 47th Street
        Chicago, IL 60632

Bankruptcy Case No.: 06-11457

Debtor-affiliate filing separate chapter 11 petition:

      Entity                               Case No.
      ------                               --------
      Home Products International-         06-11458
      North America, Inc.

Type of Business: The Debtors design, manufacture, and market
                  ironing boards, covers, and other high-
                  quality, non-electric consumer houseware
                  products.

                  The Debtors' product lines include laundry
                  management products, bath and shower
                  organizers, hooks, hangers, home and closet
                  organizers, and food storage containers.
                  Their products are sold under the HOMZ brand
                  name, and are distributed to hotels,
                  discounters, and other retailers such as Wal-
                  Mart, Kmart, Sears, Home Depot, and Lowe's.
                  See http://www.hpii.com/

Chapter 11 Petition Date: December 20, 2006

Court: District of Delaware (Delaware)

Judge: Christopher S. Sontchi

Debtors' Counsel: Eric D. Schwartz, Esq.
                  Morris, Nichols, Arsht & Tunnell
                  1201 North Market Street
                  P.O. Box 1347
                  Wilmington, DE 19801
                  Tel: (302) 658-9200
                  Fax: (302) 658-3989

Debtors'
Financial
Advisor:          Morris Anderson & Associates, Ltd.
                  55 West Monroe Street, Suite 2500
                  Chicago, IL 60603
                  Tel: (312) 254-0880
                  Fax: (312) 727-0180

Debtors' Claims
and Noticing
Agent:            The BMC Group, Inc.
                  875 Third Avenue, 5th Floor
                  New York, NY 10022
                  Tel: (212) 310-5900
                  Fax: (888) 316-2354

                            Estimated Assets   Estimated Debts
                            ----------------   ---------------
   Home Products            US$100,000 to        More than
   International, Inc.      US$1 Million         US$100 Million

   Home Products            US$1 Million to      More than
   International-           US$100 Million       US$100 Millions
   North America, Inc.

A. Home Products International, Inc.'s Largest Unsecured
Creditor:

  Entity                          Nature of Claim   Claim Amount
  ------                          ---------------   ------------
HSBC as Agent for Bondholders      Money Loaned   US$122,217,971
c/o Harold Kaplan Gardner
Carton & Douglas LLP
191 North Wacker Drive
Suite 3700
Chicago, IL 60606-1698

B. Home Products International - North America, Inc.'s 20
Largest Unsecured Creditors:

  Entity                          Nature of Claim   Claim Amount
  ------                          ---------------   ------------
HSBC as Agent for Bondholders      Money Loaned   US$122,217,971
c/o Harold Kaplan Gardner
Carton & Douglas LLP
191 North Wacker Drive
Suite 3700
Chicago, IL 60606-1698

Formosa Plastics SPE LLC           Goods, Services  US$5,375,237
100 Berwyn Park Suit               & Trade
Berwyn, PA 19312

Entec Distribution LLC             Goods, Services  US$4,400,087
1210 Washington Street             & Trade
Newton, MA 02465

Basell USA                         Goods, Services  US$1,507,885
912 Appleton Road                  & Trade
Elkton, MD 21921

Li & Fung (Trading) Ltd.           Goods, Services  US$1,005,210
Lifung Tower, 888 Cheung           & Trade
Sha Wan Road
Kowloon, Hong Kong

Clathermo Plastics                 Goods, Services    US$838,707
2660 Townsgate Road, Suite 150     & Trade
Westlake Village, CA 91361

Colors for Plastics, Inc.          Goods, Services    US$461,372
2245 Pratt Boulevard               & Trade
Elk Grove Village, IL 60007

United Polychem                    Goods, Services    US$439,405
26400 La Alameda, Suite 112        & Trade
Mission Viejo, CA 92691

Paramount PL.                      Goods, Services    US$435,048
15160 South New Avenue             & Trade
Lockport, IL 60441-2244

Perry Machine & Die, Inc.          Goods, Services    US$392,963
P.O. Box 270                       & Trade
27124 Highway J
Perry, MO 63462

Design Molding, Inc.               Goods, Services    US$383,204
600 Factory Road                   & Trade
Addison, IL 60101-4413

Smurfit-Stone Container            Goods, Services    US$363,311
Enterprises                        & Trade
9600 South Harlem Avenue
Bridgeview, IL 60455

A-1 Tool Corporation               Goods, Services    US$362,716
8609 West Port Avenue              & Trade
Milwaukee, WI 53224

Plasticos Promex USA, Inc.         Goods, Services    US$353,316
1220 Baranca Building              & Trade
Suite 4C
El Paso, TX 79935

Performance Polymers               Goods, Services    US$329,855
13009 Collections Court            & Trade
Chicago, IL 60693

Makray Manufacturing               Goods, Services    US$321,909
4400 North Harlem Avenue           & Trade
Norridge, IL 60706-4710

Weber Distribution Warehouse       Goods, Services    US$285,013
13530 Rosecrans Avenue             & Trade
Santa Fe Springs, CA 90670

Macsteel                           Goods, Services    US$279,466
Department CH 10367                & Trade
Palatine, IL 60055-0367

The Royal Group                    Goods, Services    US$248,131
2318 Paysphere Circle              & Trade
Chicago, IL 60674

Rapid Industrial Plastic           Goods, Services    US$203,986
13 Linden Avenue East              & Trade
Jersey City, NJ 07305


HOME PRODUCTS: Plan Proposes to Convert Debt to Equity
------------------------------------------------------
Home Products International, Inc., and its debtor-affiliate,
Home Products International-North America, Inc., filed a
Disclosure Statement explaining their Chapter 11 Plan of
Reorganization with the U.S. Bankruptcy Court for the District
of Delaware.

The Debtors say that the primary purpose of the Plan is to
effectuate a restructuring of their outstanding indebtedness and
resolve liquidity problems.  The Plan is a product of extensive
negotiations among the Debtors, the Ad Hoc Committee of
Noteholders, and Storage Acquisition Company, LLC, a majority
interest holder in Home Products International.

Under the Plan, Administrative Claims, Priority Tax Claims,
Priority Non-tax Claims, and Prepetition Lender Secured Claims,
will be paid in full.

Holders of Miscellaneous Secured Claims and General Unsecured
Claims, at the option of the Reorganized Debtors, on the
effective date, will either:

    * have their legal, equitable and contractual rights remain
      unaltered; or

    * other treatment that will render their claims unimpaired.

Noteholders, on the effective date, will receive their pro rata
share of 95% of the new Home Products International stock issued
subject to dilution by the Management Incentive Plan Share and
Options.  Provided however, that no distributions will be made
on account of Noteholder claims that the Debtors hold, which
arise out of any notes held.  Noteholders receiving new stock
pursuant to the plan will be deemed party to and subject to the
Stockholders Agreement and the Registration Rights Agreement.

Interest in Home Products, on the effective will cancelled.  If
Noteholders and Home Products Interest Holders vote to accept
the Plan, Home Products Interest holders will receive their pro
rata share of the remaining 5% of the new stock.

Interests in Home Products-North America will not be cancelled
and holders will retain their interest.

A full-text copy of the Debtors' disclosure statement is
available for a fee at:

  http://www.researcharchives.com/bin/download?id=061220212256

Home Products International, Inc. -- http://www.hpii.com/and
http://www.homz.biz/-- is an international consumer products
company which designs and manufactures houseware products.  The
Company sells its products through national and regional
discounters including Kmart, Wal-Mart and Target, hardware/home
centers, food/drug stores, juvenile stores and specialty stores.
The company has operations in Mexico.


JETBLUE AIRWAYS: Expands Boston Service to Cancun, Mexico
---------------------------------------------------------
JetBlue Airways Corp. expanded its Caribbean network with
nonstop service between Boston's Logan International Airport and
Cancun, Mexico, effective March 2, 2007.  In addition, JetBlue
announced it will begin a second daily nonstop flight from New
York's John F. Kennedy International Airport to Cancun beginning
March 1.  The second daily flight from New York will complement
the existing daily nonstop service to the Mexican destination
that began Nov. 30, 2006.

Cancun is the low-fare carrier's third Caribbean destination and
23rd destination in its route system served nonstop from Boston.
JetBlue began service between Boston and San Juan, Puerto Rico,
on Dec. 13, 2006, and added service to Nassau, The Bahamas
earlier this year, on Feb. 2, 2006.  The low-cost airline will
operate a nonstop flight from Boston to Cancun every Friday,
Saturday and Sunday during the peak months of November through
April, and nonstop Saturday service from May through October.

"We are extremely pleased with the demand for our low-fare,
high-quality service to Mexico," said David Neeleman, CEO and
Founder of JetBlue Airways.  "After just two weeks of service
from New York to Cancun, it has become clear that more flights
will benefit the many visitors who desire to travel to this
tropical paradise. We look forward to making that possible with
our additional service from Boston and our second daily flights
from New York."

"Since beginning service from Boston just three years ago,
JetBlue has become part of the Massachusetts employer family --
growing steadily, adding hundreds of new jobs and helping to
build the Massachusetts economy," said Massachusetts Governor
Mitt Romney. "Today's announcement by JetBlue is part of a trend
that I'd like to see continue long into the future."

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.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 23, 2006,
Moody's Investors Service assigned ratings of Caa1 (LGD5, 88%)
to the approximately US$40 million of Special Facility Revenue
Bonds, Series 2006 (JetBlue Airways Corporation Project or the
JFK Facility Bonds) to be issued by the New York City Industrial
Development Agency.  Moody's affirmed the B2 corporate family
rating for JetBlue Airways Corp.  The outlook remains negative.

Standard & Poor's Ratings Services assigned its 'B' rating to
US$40 million of New York City Industrial Development Agency
special facility revenue bonds, series 2006 maturing on May 15,
2021, and May 15, 2030; the amount for each maturity have yet to
be determined.  The bonds, which will be used to finance a
hangar and other facilities, will be serviced by payments made
by JetBlue Airways Corp. (B/Stable/B-3) under a lease between
the airline and the agency.


SWIFT & CO: Faces US$23-Mil. Suit for Hiring Illegal Immigrants
---------------------------------------------------------------
The former Swift & Co. workers are filing a US$23-million
lawsuit against the company and HM Capital Partners LLC -- the
Dallas investment firm that owns Swift -- in the US District
Court for the Northern District of Texas for allegedly
conspiring in the hiring of illegal immigrants to keep wages
low, the Jamaica Observer reports.

According to The Observer, the 18 former workers are US citizens
and legal residents who worked at a Swift plant in Cactus in
north of Amarillo.  The plant was one of six facilities raided
in a multi-state federal drive against illegal immigrants.  The
raids were part of a probe into the theft of Social Security
numbers by people to work at Swift plants in:

          -- Cactus, Grand Island;
          -- Nebraska;
          -- Greeley, Colorado;
          -- Hyrum, Utah;
          -- Marshalltown, Iowa; and
          -- Worthington, Minnesota.

The report says that almost 1,300 workers were arrested.
Swift's operations were also temporarily halted.

The observer relates that the former workers claimed that Swift
and HM Capital engaged in racketeering to manipulate commerce.

Michael Heygood, one of the legal representatives of the
workers, told The Observer, "When the Swift plant opened in
Cactus, wages were approximately US$20 (euro15.27) an hour.
Now, the average wage is approximately US$12 (euro9.16) to US$13
(euro9.93) an hour.  Illegal immigration has fueled this
depression in wages."

Angel Reyes, who also represented the workers in the lawsuit,
commented to The Observer, "These plaintiffs are... victims in a
long-standing scheme by Swift to depress and artificially lower
the wages of its workers by knowingly hiring illegal workers.
By lessening its labor costs and increasing its profits, Swift
has severely damaged the potential earnings and livelihood of
these hardworking men and women."

Ms. Reyes said that though no charges were filed against Swift,
the plaintiffs believe company officials looked the other way
when hiring workers from Central America eager to work for less
money, according to The Observer.  Over time, those workers
started replacing legal residents and US citizens, many of them
Hispanic.

However, Swift and HM Capital said in a statement that the
lawsuit is completely without merit.

Sam Rovit, Swift president and chief executive officer, told The
Observer that the firm has never intentionally hired illegal
workers and does not overlook the practice.

Hiring managers of Swift receive training on document fraud,
federal hiring guidelines and interviewing practices.  They also
check the names and Social Security numbers of workers, The
Observer says, citing Sean McHugh, a spokesperson of Swift.

Mr. McHugh told The Observer, "We're continuing to use the same
practices we had in place before.  We're performing as much
diligence as we can under current law."

The lawsuit started from a separate case in which former Swift
workers claimed they were fired for filing workers' compensation
claims, The Observer notes, citing Ms. Reyes.

Meanwhile, Swift is recruiting employees to replace the workers
it lost, The Observer states.

The former Swift workers' attorneys can be reached at:

          Michael Heygood
          Angel Reyes, III
          Law Offices of Heygood, Orr, Reyes & Bartolomei
          2331 West Northwest Highway, 2nd Floor
          Dallas, TX 75220
          Phone: 214 526 7900
          Fax: 214 526 7910
          Toll-Free: 877 308 7900

                     About Swift & Co.

With over US$9 billion in annual sales, Swift & Co --
http://www.swiftbrands.com/-- is the world's second-largest
processor of fresh beef and pork.  Founded in 1855 and
headquartered in Greeley, Colorado, Swift processes, prepares,
packages, markets, and delivers fresh, further-processed and
value-added beef and pork products to customers in the United
States and international markets.

The company has foreign sales offices in Hong Kong, Japan,
Mexico, South Korea, China, and Taiwan.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Oct. 18, 2006, Moody's Investors service confirmed its B2
Corporate Family Rating for Swift & Co, in connection with the
rating agency's implementation of its new Probability-of-Default
and Loss-Given-Default rating methodology for the US Consumer
Products sector.  In addition, Moody's affirmed its probability-
of-default ratings and assigned loss-given-default ratings to
these notes:

                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   US$257.26 million
   10.125% Gtd. Global
   Notes Due
   Oct. 1, 2009           B3       B3      LGD4       61%

   US$150 million
   12.500% Sr. Sub.
   Global Notes
   Due Jan. 1, 2010      Caa1     Caa1     LGD5       77%


VALASSIS COM: Amends Merger Pact & Settle Litigation with ADVO
--------------------------------------------------------------
Valassis Communications Inc. and ADVO, Inc., have amended the
terms of their definitive merger agreement.  Under the amended
terms, Valassis will acquire all of the outstanding common
shares of ADVO stock for US$33 per share in cash, or an
aggregate of approximately US$1.2 billion (on a diluted basis),
including approximately US$125 million in existing ADVO long-
term debt which Valassis expects to refinance.  As part of the
agreement, the companies have agreed to dismiss with prejudice
their pending litigation in the Court of Chancery for New
Castle County, Delaware.

Valassis' obligations under the amended merger agreement are not
conditioned upon obtaining financing, and there are no
conditions to close other than the approval of ADVO stockholders
at a special shareholders meeting.  The parties expect to close
the transaction during the first quarter of 2007.  In the event
that the closing of the transaction is delayed after
Feb. 28, 2006 [sic] for reasons other than to obtain ADVO
shareholder approval, Valassis will pay ADVO stockholders
interest on the US$33 per share purchase price at a rate of
approximately 11% per annum, with the rate increasing every
month thereafter.

Valassis further disclosed that, as a result of the extensive
discovery proceedings in the litigation, including the continued
review of over one million documents produced by ADVO and the
depositions of over 30 ADVO witnesses, Valassis has determined
that the evidence will not support the conclusion that ADVO or
any of its directors, officers, agents or representatives
engaged in any fraud or other misconduct in connection with the
parties' entry into their original merger agreement.

"We are pleased to have reached this amended agreement with ADVO
and put the litigation behind us," said Alan F. Schultz,
Chairman, President and Chief Executive Officer of Valassis.
"As we have maintained since the execution of the original
agreement, we believe in the strategic value of an ADVO and
Valassis combination and look forward to becoming a more
diversified company with the benefits it will bring."

S. Scott Harding, Chief Executive Officer of ADVO, said, "We are
glad to have reached an agreement with Valassis that allows us
to move forward with a merger that has always made tremendous
sense. We look forward to focusing our energy on creating value
through combining and growing our businesses."

The transaction will create the nation's largest integrated
media services provider.  The combination will feature the most
comprehensive product and customer offering in the industry
serving 20,000 advertisers worldwide, including 94 of the top
100 advertisers in the United States.  The combined company will
be positioned to capture growth across the expanded product and
service portfolio, delivering customized, targeted solutions on
a national, regional, zip code, sub-zip code and household
basis.  ADVO's shared mail distribution business penetrates up
to 114 million households, or 90% of U.S. homes, adding
substantially to Valassis' weekly newspaper distribution of over
60 million households.  The combined company will have 7,900
employees with operations in nine countries.

                         About ADVO

Based in Windsor, Conn., ADVO, Inc. -- http://www.ADVO.com/--  
is a direct mail media company, with annual revenues of US$1.4
billion.  Serving 17,000 national, regional and local retailers,
the company reaches 114 million households, more than 90% of the
nation's homes, with its ShopWise(R) shared mail advertising.
ADVO employs 3,700 people at its 23 mail processing facilities,
33 sales offices.

                       About Valassis

Headquartered in Livonia, Michigan, Valassis Communications Inc.
(NYSE: VCI) -- http://www.valassis.com/-- provides marketing
services to consumer-packaged goods manufacturers, retailers,
technology companies and other customers with operations in the
United States, Europe, Mexico and Canada.  Valassis' products
and services portfolio includes: newspaper-delivered promotions
and advertisements such as inserts, sampling, polybags and on-
page advertisements; direct-to-door advertising and sampling;
direct mail; Internet-delivered marketing; loyalty marketing
software; coupon and promotion clearing; and promotion planning
and analytic services.  Valassis has been listed as one of
FORTUNE magazine's "Best Companies to Work For" for nine
consecutive years.  Valassis subsidiaries include Valassis
Canada, Promotion Watch, Valassis Relationship Marketing
Systems, LLC and NCH Marketing Services, Inc.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 1, 2006,
Moody's Investors Service downgraded Valassis Communications,
Inc.'s senior unsecured note ratings to Ba1 from Baa3.  Moody's
also assigned a Ba1 Corporate Family Rating, Ba1 Probability of
Default Rating, and LGD4 loss given default assessments to
Valassis' debt securities.  Moody's said the ratings remain on
review for a likely downgrade.


VALASSIS COMM: Amended Merger Pact Cues S&P to Hold Rating Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB' ratings
for Valassis Communications Inc. remain on CreditWatch with
negative implications where they were placed on June 26, 2006.

The CreditWatch update follows Valassis' announcement that it
has amended its merger agreement to acquire ADVO Inc. for US$33
per share in cash, or US$1.2 billion including the assumption of
US$125 million in debt at ADVO.  This compares to US$37 per
share plus debt assumption in the original agreement.  As a part
of the agreement, Valassis and ADVO have agreed to dismiss with
prejudice their pending litigation in the Delaware Court of
Chancery.  In addition, Valassis announced that evidence from
the trial discovery process would not support the conclusion
that ADVO or any of its representatives engaged in fraud or
misconduct in connection with the parties' entry into their
original merger agreement.

Standard & Poor's expects to resolve the CreditWatch listing
once the financing for the acquisition is known, and following a
review of the combined company's businesses, both of which have
been under pressure, and the company's financial policy.
Valassis expects the acquisition to close in the first quarter
of 2007.

Headquartered in Livonia, Michigan, Valassis Communications Inc.
(NYSE: VCI) -- http://www.valassis.com/-- provides marketing
services to consumer-packaged goods manufacturers, retailers,
technology companies and other customers with operations in the
United States, Europe, Mexico and Canada.  Valassis' products
and services portfolio includes: newspaper-delivered promotions
and advertisements such as inserts, sampling, polybags and on-
page advertisements; direct-to-door advertising and sampling;
direct mail; Internet-delivered marketing; loyalty marketing
software; coupon and promotion clearing; and promotion planning
and analytic services.  Valassis has been listed as one of
FORTUNE magazine's "Best Companies to Work For" for nine
consecutive years.  Valassis subsidiaries include Valassis
Canada, Promotion Watch, Valassis Relationship Marketing
Systems, LLC and NCH Marketing Services, Inc.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 1, 2006,
Moody's Investors Service downgraded Valassis Communications,
Inc.'s senior unsecured note ratings to Ba1 from Baa3.  Moody's
also assigned a Ba1 Corporate Family Rating, Ba1 Probability of
Default Rating, and LGD4 loss given default assessments to
Valassis' debt securities.  The ratings remain on review for a
likely downgrade.


VISTEON: Talks of Possible Sale of Driveline Assets Terminated
--------------------------------------------------------------
Visteon Corp. confirmed that discussions regarding the possible
sale of certain Visteon driveline assets in Europe and South
America to GKN plc have terminated.

Visteon continues to explore other alternatives for these assets
as it restructures its businesses as part of the company's
three-year improvement plan.

Headquartered in Van Buren Township, Michigan, Visteon Corp.
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and
services to aftermarket customers.  With corporate offices in
the Michigan (U.S.); Shanghai, China; and Kerpen, Germany; the
company has more than 170 facilities in 24 countries, including
Mexico, and employs approximately 50,000 people.

                        *    *    *

As reported in the Troubled Company Reporter on Dec. 5, 2006,
Standard & Poor's Ratings Services affirmed its bank loan and
recovery ratings on auto supplier Visteon Corp.'s senior secured
bank facility, following the announcement that the company will
increase its term loan to US$1 billion from US$800 million.

The secured loan rating is 'B' and the recovery rating is '2',
indicating the expectation for substantial (80%-100%) recovery
of principal in the event of a payment default.




=======
P E R U
=======


PERU ENHANCED: Fitch Assigns BB+ Rating
---------------------------------------
Fitch assigned a rating of 'BB+' to Peru Enhanced Pass-Through
Finance Limited, a Peruvian securitization of government payment
obligations in connection with parts of the IIRSA Sur toll road
concession.  The approximate US$635 million in transaction
proceeds will be indirectly used to cover the costs of expansion
and improvements on two sections of IIRSA Sur, a 2,500 kilometer
network of existing toll roads crossing southern Peru.

Similar to other Peruvian toll road concessions, upon
completion, the road is not expected to generate sufficient
revenues to cover its construction costs.  In lieu of strong
toll revenue, the government of Peru compensates the
concessionaire for construction progress with annual payments in
U.S. dollars (Certificados de Reconocimiento de Pago Annual de
Obras [CRPAOs]) prorated to the advance of works.  This
transaction will be a securitization of the CRPAOs.  CRPAOs
delivered from the Government Of Peru to the concessionaire will
be sold to the issuer.

Cash flow to maintain timely debt service on the transaction
will depend on the Government Of Peru's continued payment on all
issued CRPAOs.  CRPAOs are backed by the full faith and credit
of the Government Of Peru.  While legally different from public
debt, Fitch views the difference in probability of the
Government Of Peru honoring one obligation over the other as
immaterial.  The rationale behind the rating of the notes is
similar to a government pass-through.

CRPAOs are generated on an ongoing basis in parallel with the
advance of construction.  While waiting for CRPAOs to be
generated, transaction proceeds will be invested in an
InterAmerican Development Bank note and a Merrill Lynch cash
management agreement.  Cashflows from the IDB note will be
available to purchase CRPAOs.  Once generated, existing CRPAOs
are not subject to any condition or performance obligation
relating to the concession agreement.

While noteholders are not exposed to continuing construction
risk, material construction delays beyond six months would
eventually cause a termination in the CRPAO purchase agreement.
Under this scenario, noteholders' expected return will be
altered. Any outstanding transaction proceeds that have not been
used to purchase CRPAOs would be partially redeemed at a rate of
LIBOR plus 25 basis points.  This swapped rate is guaranteed
through a cash management agreement underwritten by Merrill
Lynch. Risks associated with these cash flows are commensurate
with the credit profiles of the InterAmerican Development Bank
and Merrill Lynch and are not correlated to CRPAOs.


PERU ENHANCED: S&P Puts BB Ratings on Class A Senior Notes
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' ratings to
Peru Enhanced Pass-Through Finance Ltd.'s US$741.68 million
class A-1 senior secured notes due 2018 and US$455.22 million
class A-2 senior secured notes due 2025.  The nominal face value
of the notes is US$474.75 for class A-1 and US$159.96 for class
A-2, representing the present value of the expected cash flows.

The transaction is a Peruvian securitization of U.S. dollar-
denominated certificates acknowledging the right to collect the
annual construction payments or CRPAOs issued by the Government
of Peru related to the construction of the IIRSA Sur toll road.
The payments are issued by the government through its Ministry
of Transportation and Communication and an Inter-American
Development Bank note.   With a portion of the proceeds from the
notes, the issuer will enter into a cash management agreement
with Merrill Lynch Capital Services Inc. to prevent the
transaction's available cash flow from having any negative
carry.  The issuer will also enter into a put agreement through
which it will be entitled to sell determined investments to
Merrill Lynch International acting as the counterparty.  These
financial mechanisms will enable the administration of available
collateral cash during the time the CRPAOs are issued.

The transaction also benefits from an insurance policy
equivalent to the next debt service payment that will be used if
amounts in the debt service account are insufficient.  If the
policy's amount is drawn, its maximum payout will be reduced.
Any such amounts will be reinstated after the debt service is
repaid throughout the life of the notes.  Insurer fees and
premium payments will be paid by Merrill Lynch Capital Services
Inc.

Upon completion of various construction milestones, the GOP,
through its Ministry of Transportation and Communications, will
issue the CRPAOs.  These eligible CRPAOs will be purchased by
the CRPAO purchaser, a Delaware limited liability company, from
two selected concessionaries that will receive payment under the
acquired CRPAOs from the government of Peru through the Peruvian
trustee.  The notes will be sold to Peruvian and international
investors.

For Peruvian investors to acquire the senior secured notes, the
issuer must have at least 51% of its underlying investments in
Peruvian assets at all times.  Until a sufficient amount of
CRPAOs is issued, the issuer will invest note proceeds in IADB
notes, which qualify under the local investment guidelines as
Peruvian assets.  These IADB notes will be issued specifically
for this transaction, and will have payments that match the
payments on the CRPAOs.  Payments on the senior secured notes
are scheduled to be equivalent to the CRPAOs' payment
obligations.  The flow of funds from the CRPAOs to the issuer
will depend entirely on the willingness of the GOP to comply
with its debt.

The one-notch difference between the 'BB' transaction rating and
the 'BB+' foreign currency rating on Peru reflects the CRPAOs'
exposure to budgetary restrictions and the indebtedness of the
sovereign.  The rating also reflects the GOP's strong commitment
to the IIRSA Sur toll road project.  The project is strategic in
nature, broadening areas for growth outside Lima, particularly
in remote areas.  The certificates have budgetary priority; once
allocated in the budget approved by Congress, they cannot be
canceled.

The senior secured notes will have semiannual payments in May
and November of each year.  The class A-1 notes have an interest
rate of 6.727% and begin paying principal in June 2008.  The
class A-2 notes have an interest rate of 7.331% and begin paying
both principal and interest in November 2018.  Payments on the
class A-2 notes will begin after all debt service payments for
class A-1 have been completed.  However, if an event of default
occurs, payments will be made pro rata for both classes, based
on the unpaid semiannual payments of the outstanding CRPAOs.
The final legal maturity for the class A-1 and A-2 notes will be
Nov. 30, 2018, and June 2, 2025, respectively.

                      Ratings Assigned

Peru Enhanced Pass-Through Finance Ltd.

    Class       Rating       Amount (mil. US$)

     A-1         BB            up to 741.68
     A-2         BB            up to 455.22


* PERU: Gets US$3.5B Loan Under WB's Country Partnership Program
----------------------------------------------------------------
The World Bank's board of executive directors discussed the new
Country Partnership Strategy or CPS for Peru, which provides
financial assistance of up to US$3.5 billion between July 2007
and June 2011 to support the country's development agenda.  In
addition, the Board of Directors approved two loans for a total
of US$250 million to support fiscal management and
competitiveness, as well as rural transport.

"With this CPS, the World Bank intends to support the new
administration and help it achieve its objectives in the areas
of poverty reduction, inequality, and governance," said Marcelo
Giugale, World Bank Director for Bolivia, Ecuador, Peru, and
Venezuela.  "This strategy provides greater flexibility to the
government in terms of the amounts of financing and the content
and timing of the lending operations than previous assistance
strategies.  This CPS is designed to keep up with Peru's status
as a rapidly-developing middle-income country."

The CPS, which includes a lending range of up to US$700 million
a year, seeks to support the new government's priorities.  The
strategy was designed in partnership with the Peruvian
authorities, and also benefited from the input of diverse
stakeholders, including civil society, private sector, donor
community, and government representatives.  These groups
participated in workshops in Ayacucho, Cajamarca, and Lima.

The new strategy proposes a selective program of operations from
the International Bank for Reconstruction and Development and
the International Finance Corporation, which is the private
sector arm of the World Bank Group. The program is built upon
three strategic pillars to support Peru's efforts to increase
economic growth and competitiveness, reduce poverty and
inequality, and strengthen the country's public institutions.

                       Economic Growth

Peru's new administration inherited a stable macroeconomic
situation from the previous government -- the result of sound
economic policies and a favorable external environment.  Among
the impressive achievements of recent years are:

   -- growth greater than 4% in each of the last four years;

   -- growth and diversification of exports (up 35% from 2004
      to 2005);

   -- reduction in country risk (down 21% from 2004 to 2005);

   -- stronger tax collection effort (up 14% from 2004 to 2005);
      and

   -- projected fiscal surplus for 2006 (expected to be between
      0.2 and 0.6% of GDP).

Over the next five years, the challenges will be to maintain
macro stability and reduce vulnerabilities, accelerate the rate
of growth and widen its base, and make it environmentally
sustainable.

The Bank will support these efforts by:

   * Consolidating the macroeconomic policy framework and
     reducing vulnerabilities to natural disasters and social
     conflicts.

   * Improving economic infrastructure and the business
     environment to deepen integration through the free trade
     agreements and broaden the basis for economic growth.

   * Managing water resources, biodiversity conservation and
     forest cover, controlling air and water pollution, as well
     as the sustainability of extractive industries.

                     Social Development

Despite recent strong growth, there has been limited progress in
poverty and inequality.  The national poverty rate declined only
from 54 to 51.6% between 2001 and 2004.  Inequality, measured by
the Gini coefficient, stood at 0.43 -- below the Latin American
average of 0.52, but still high by international standards.
Policies focusing on promoting new social policy standards and
addressing basic needs are key to improving these indicators.
Lack of sufficient and adequate human capital, and of initial
support systems for the poor are among the fundamental causes of
poverty, particularly in the areas of education, health care,
nutrition, and social assistance.

Therefore, Bank assistance to reduce poverty and inequality will
focus on:

   * Improving access to water, sanitation, housing, and
     electricity services;

   * Expanding land titling; and

   * Introducing standards and strengthening accountability to
     support achieving results in education, health, and
     nutrition.

                 Modernization of the State

The challenge for the government going forward will be to gather
support to reform those areas within the state's structure that
people care most about:

   -- decentralization and public service access,

   -- improvement of the efficiency and quality of public
      spending, and

   -- improvement of the justice system to reduce corruption.

Bank activities within this pillar will focus on:

   * Consolidating the decentralization process,
   * Strengthening public sector management, and
   * Improving perceptions of rule of law and access to justice.

In addition to discussing the CPS, the Board approved a US$200
million loan to support fiscal management and competitiveness,
and a US$50 million loan for rural transport.

First Programmatic Fiscal Management and Competitiveness
Development Policy Loan

The US$200 million First Programmatic Fiscal Management and
Competitiveness Development Policy Loan is the first in a series
of possibly three or four loans supporting the government's
reform plan to improve the functioning of Peru's public sector
institutions and business environment.  The programmatic series
on improving fiscal management and competitiveness is at the
core of the CPS' proposed assistance program and directly
addresses the economic growth pillar. This loan focuses on two
broad areas of policy reform -- efficiency and quality of fiscal
management, and competitiveness.

In the short term, the loan will have the twin benefits of
strengthening the Government of Peru's fiscal position, and
supporting the government's public sector and competitiveness
reform agenda. In the medium and long term, reforms supported by
the loan series will solidify Peru's overall fiscal framework,
improve the efficiency and quality of public sector spending,
and reduce bottlenecks to faster economic growth.

Some of the reforms supported by this loan include:

   -- Simplifying and improving tax collection;

   -- Controlling sub-national debt;

   -- Implementing incentives for greater sub-national revenue
      creation and judicious use of natural resource revenues;

   -- Promoting performance-based budgeting;

   -- Expanding e-governance procedures;

   -- Streamlining administrative obstacles faced by the private
      sector; and

   -- Strengthening Peru's ability to take advantage of
      opportunities offered by international trade.

"The reforms supported by this loan will in turn result in
budgetary savings that can be directed toward priority poverty
programs that promote human capital development and act as a
social safety net for the poor," said Rossana Polastri, World
Bank task manager for the operation.  "At the same time, Peru's
greater integration into the world economy will expand and
diversify markets, creating greater opportunities for economic
growth and development," added Fernando Rojas, World Bank co-
task manager for the operation.

The US$200 million, fixed-spread loan is repayable in 11.5
years, including 6.5 years of grace.

           Decentralized Rural Transport Project

The second US$50 million loan approved today for the
Decentralized Rural Transport Project will improve access of
rural households and entrepreneurs to goods, social services,
and income-generating opportunities through reduced transport
costs and better rural transport infrastructure.

The project will do so by supporting these activities:

   * Improve rural transport infrastructure by:

     -- rehabilitating or improving rural roads prioritized
        through participatory planning;

     -- improving and building bridges that are critical to
        ensure connectivity on rehabilitated rural roads;

     -- periodically maintaining rural roads;

     -- improving non-motorized transport tracks;

     -- improving other types of rural transport infrastructure
        (including river-based equipment); and

     -- piloting an initiative for the stabilization of slopes
        and the protection of rural roads against river-based
        erosion.

   * Provide a comprehensive institutional strengthening package
     at the local and central levels.  The main objective of
     this component is to strengthen regulatory capacity at the
     national level, while empowering municipalities to define
     and implement their rural transport policies.

   * Enhance the impact that improved transport conditions can
     make on rural development by scaling up the Local
     Development Window model developed during the second Rural
     Roads Project, and experimenting in 15 Peruvian provinces a
     Rural Infrastructure Pilot that will include specific
     incentives to promote greater complementarities across
     rural infrastructure investments.

"This project is closely aligned with the priorities of the new
CPS, particularly when it comes to building an economy that
generates jobs fast and in a sustainable way, and a state
Peruvians can feel proud of because it delivers the services
they need," said Nicolas Peltier-Thiberge, World Bank task
manager for the project.

The US$50 million, fixed-spread loan is repayable in 11.5 years,
including 10 years of grace.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 22, 2006,
Standard & Poor's Ratings Services raised its long-term foreign
currency sovereign credit rating on the Republic of Peru to
'BB+' from 'BB' and its long-term local currency sovereign
credit rating to 'BBB-' from 'BB+'.  Standard & Poor's also
raised its short-term local currency sovereign credit rating to
'A-3' from 'B', and affirmed its 'B' short-term foreign currency
sovereign credit rating on the republic.  The outlook on the
ratings was revised to stable from positive.  Standard & Poor's
also raised its assessment of the risk of transfer and
convertibility to 'BBB' from 'BBB-'.




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


PEP BOYS: Declares US$0.675 Per Share Quarterly Dividend
--------------------------------------------------------
The Pep Boys - Manny, Moe & Jack's board of directors approved
the payment of the next quarterly dividend of US$.0675 per share
payable on Jan. 29, 2007, to shareholders of record on
Jan. 8, 2007.  The annual dividend of US$.27 per share currently
yields approximately 1.9%.

The Pep Boys - Manny, Moe & Jack -- http://pepboys.com/-- has
593 stores and more than 6,000 service bays in 36 states and
Puerto Rico.  Along with its vehicle repair and maintenance
capabilities, the Company also serves the commercial auto parts
delivery market and is one of the leading sellers of replacement
tires in the United States.

                        *    *    *

As reported in the Troubled Company Reporter on Sept. 22, 2006,
Standard & Poor's Ratings Services affirmed its 'B+' rating on
Pep Boys-Manny, Moe & Jack's term loan after the company
announced plans to increase the size of the facility by US$120
million to US$320 million.  Proceeds from the additional US$120
million term loan will be used to refinance its convertible
notes which mature in June 2007.  At the same time, the rating
on the US$357.5 million asset-based revolver was raised to 'B+'
from 'B' to properly realign its ratings with the term loan and
to reflect Standard & Poor's increased comfort with the
collateral and terms securing this facility.  The 'B-' corporate
credit and other ratings were affirmed; the outlook is negative.




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


* URUGUAY: IDB Grants US$5MM to Promote Strategic Tourist Spots
---------------------------------------------------------------
The Inter-American Development Bank approved a US$5 million loan
to Uruguay for a program to enhance the competitiveness of
strategic tourist destinations.

The Ministry of Tourism and Sports will execute the project that
will create a framework for tourism development in which new
tourism products and services will be designed to capture new
segments of demand.  Emphasis will be placed on the areas of
Colonia, Rocha and the Salto-Paysandu hot springs corridor.

"Tourism is an important economic sector in Uruguay," said IDB
Team Leader Adela Moreda.  "According to official figures, the
sector was contributing nearly 7 percent of the country's
overall gross domestic product and 10 percent in services at the
beginning of the decade."

The program will seek to encourage a growing and sustainable
tendency in the generation of tourism income, fostering the
diversification of tourism demand and trip motivations and
reducing the sector's vulnerability to context changes.

The loan is for a 25-year term, with a six-year grace period, at
a variable interest rate.

                        *    *    *

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, at 'B+'.


* URUGUAY: WB Grants US$6.5MM for Livestock Tracking System
-----------------------------------------------------------
The World Bank's board of executive directors approved a US$6.5
million loan for Uruguay to support the Foot and Mouth Disease
Emergency Recovery Project and create a full-coverage livestock
tracking system in order to keep the country virus-free and
minimize economic losses.

The Foot and Mouth Disease Emergency Recovery Project,
originally supported by a US$18.5 million World Bank loan
approved on July 31, 2001, provided technical and financial
support to the Government of Uruguay to help contain and
mitigate the impact of the outbreak.

"We are very pleased to continue our support to this project.
The program was fully successful in making Uruguay free of an
economically devastating animal disease, which still has
occasional outbreaks in neighboring countries," said Axel van
Trotsenburg, World Bank director for Argentina, Chile, Paraguay
and Uruguay.

The additional resources will be used to develop and operate an
enhanced and more comprehensive epidemiological monitoring and
surveillance system, which would consolidate the epidemiological
gains achieved so far and contribute to their long-term
sustainability.

"The project will strengthen Uruguay's monitoring and
surveillance capacity to maintain its virus-free status with
respect to Foot and Mouth Disease, and ensure the country's
continued access to premium beef markets," said Alvaro J. Soler,
World Bank task manager for the project.  "The additional
financing will also make sure that state-of-the-art regional
information and tracking capabilities allow fluid communication
with neighboring countries."

Specifically, the additional financing will support these
activities:

   * Upgrading the country's existing laboratories to improve
     their diagnosis and sample testing capacity;

   * Scaling up the National Livestock Information System, its
     nationwide deployment, and full integration with the
     Ministry of Livestock, Agriculture and Fisheries' other
     information systems; and

   * Scaling-up nationally the livestock traceability system,
     following the successful experience of the voluntary Pilot
     Individual Livestock Traceability Program.

These monitoring and surveillance activities will also be
expanded from a focus on Foot and Mouth Disease to include other
transboundary animal diseases, including Avian Influenza, which
have gained importance in the past five years.  In addition, the
resources will support the expansion of related activities
focused on training, education, and awareness of stakeholders
involved with the Animal Health System, as well as the expansion
of measures aimed at improving the coordination and monitoring
of animal health activities beyond Uruguay's borders.

                        *    *    *

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, at 'B+'.




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


FERRO CORP: Files Report for Quarter Ended Sept. 30, 2006
---------------------------------------------------------
Ferro Corp. has filed its Quarterly Report on Form 10-Q with the
U.S. Securities and Exchange Commission for the three-month
period ended Sept. 30, 2006.  With this filing the company is
now current in its financial reports to the SEC.

Sales for the third quarter ended Sept. 30, 2006, were US$500.6
million, an increase of 7.4% from the third quarter of 2005.
Net income from continuing operations was US$5.4 million, or
US$0.12 per diluted share, compared with US$7.2 million, or
US$0.16 per share, in the third quarter of 2005.

"The third quarter results show good sales growth along with
solid growth in total segment income," said President and CEO
James Kirsch. "Total company results were not up to our original
expectations, however, we expect to deliver a solid fourth
quarter that will provide further evidence of the transformation
we are accomplishing within Ferro."

Included in the third quarter net income from continuing
operations were net pre-tax charges of US$1.3 million, primarily
related to accelerated depreciation resulting from the company's
restructuring program in Europe.  Also included in the net
charges is a US$0.8 million gain from the sale of property.  In
total, these items reduced third quarter net income from
continuing operations by US$0.02 per share.  In the third
quarter of 2005, restructuring charges reduced net income by
US$0.06 per share.  In addition, the company recognized a US$0.2
million non-cash, pre-tax loss in the third quarter resulting
from mark-to-market supply contracts for natural gas.  The
company recognized a US$5.3 million pre-tax gain from natural
gas supply contracts in the 2005 third quarter.

                  Third Quarter Results

Sales for the third quarter showed growth in the Performance
Coatings, Electronic Materials, Polymer Additives, and Color and
Glass Performance Materials segments, continuing the growth
trends seen through the first and second quarters of 2006.
Sales were down in the Specialty Plastics and Other segments
compared with the third quarter of 2005.

Most of the revenue increase for the quarter was due to
increases in average selling prices, including changes in
product mix and price increases.  Sales benefited less than 2
percent from favorable changes in currency exchange rates.

Gross margins for the third quarter were 19.7% of sales.
Included in the cost of sales during the third quarter were
charges of US$1.6 million for accelerated depreciation related
to previously announced restructuring programs in Europe.
Higher precious metal prices, which are generally passed through
to customers without mark-up, also had a negative impact on
gross margin percentage for the quarter.

Selling, general and administrative (SG&A) expenses for the
third quarter were US$74.1 million, or 14.8% of sales.  SG&A
expense was down by US$1.2 million compared with the prior-year
period and was lower as a percent of sales than the 16.1%
recorded in the third quarter of 2005.

Total segment income for the third quarter was US$33.9 million,
an increase of 9.7% from the third quarter of 2005.

As of the end of September, total debt, including off-balance-
sheet arrangements, was US$684.3 million, an increase of
US$129.6 million from the end of 2005.  This increase primarily
was the result of increased deposit requirements for precious
metal consignment arrangements and for working capital to
support increased sales. Deposits for precious metal
consignments were US$93 million at the end of the third quarter.
The company expects to reduce the amount of material under
consignment requiring cash deposits by year-end and anticipates
that a majority of the deposits will be returned by the end of
the first quarter of 2007.

Interest expense for the quarter increased by US$4.7 million
from the third quarter of 2005, reflecting increases in the
company's debt and higher interest rates.  Miscellaneous
income/expense was lower by US$4.6 million in the 2006 third
quarter, compared to 2005.  The change was driven by a reduction
of US$5.5 million in mark-to-market charges for natural gas
supply contracts compared to the prior-year period.

                 Fourth Quarter Guidance

Sales for the fourth quarter are expected to be approximately
US$500 million to US$510 million, reflecting continued growth
across multiple business segments.  Sales growth in the fourth
quarter, compared to the fourth quarter of 2005, is expected to
be led by the company's Electronic Materials, Performance
Coatings and Color and Glass Performance Materials segments.

As previously indicated, the company expects to recognize
charges related to its restructuring programs during the fourth
quarter.  The current estimate of the pre-tax charges is US$23
million.  These charges will reduce after-tax earnings by
approximately US$0.35 per share. Including these charges, the
net loss for the fourth quarter is expected to be in the range
of US$0.18 to US$0.22 per share.

Headquartered in Cleveland, Ohio, Ferro Corp. --
http://www.ferro.com/-- supplies technology-based performance
materials for manufacturers.  Ferro materials enhance the
performance of products in a variety of end markets, including
electronics, telecommunications, pharmaceuticals, building and
renovation, appliances, automotive, household furnishings, and
industrial products.  The Company has approximately 6,800
employees globally.  In Latin America, the company has
operations in Argentina, Brazil, Mexico and Venezuela.

                        *    *    *

Standard & Poor's Ratings Services' 'B+' long-term corporate
credit and 'B' senior unsecured debt ratings on Ferro Corp.
remains on CreditWatch with negative implications, where they
were placed Nov. 18, 2005.


FERRO CORP: Increases Price for Calcium Stearate Product Lines
--------------------------------------------------------------
Ferro Corp.'s Organic Specialties Group is increasing the price
in North America for all fused grades of Calcium Stearate and
Aqueous Calcium Stearate Dispersions, by US$0.05 per pound, as
contracts allow. The increase is effective with shipments on and
after Jan. 15, 2007.

Peter Thomas, Vice President, Organic Specialties, noted that
the increase is due primarily to the escalation of raw materials
costs. "Our pricing action supports our ability to continue
providing value to our customers while maintaining a competitive
position," Mr. Thomas added.

Headquartered in Cleveland, Ohio, Ferro Corp. --
http://www.ferro.com/-- supplies technology-based performance
materials for manufacturers.  Ferro materials enhance the
performance of products in a variety of end markets, including
electronics, telecommunications, pharmaceuticals, building and
renovation, appliances, automotive, household furnishings, and
industrial products.  The Company has approximately 6,800
employees globally.  In Latin America, the company has
operations in Argentina, Brazil, Mexico and Venezuela.

                        *    *    *

Standard & Poor's Ratings Services' 'B+' long-term corporate
credit and 'B' senior unsecured debt ratings on Ferro Corp.
remains on CreditWatch with negative implications, where they
were placed Nov. 18, 2005.


HARVEST NATURAL: Okays Plans for Joint Venture with Venezuela
-----------------------------------------------------------
Shareholders of Harvest natural Resources have ratified plans
for Harvest Vinccler, its Venezuelan affiliate, to enter into
joint venture dominated by state oil Petroleos de Venezuela,
Business News Americas reports.

Harvest Natural said in a statement that shareholders
representing 83% of issued and outstanding shares accepted the
plan.

James Edmiston, chief executive officer of Harvest Natural, told
BNamericas, "We are pleased with the overwhelming support
received from our stockholders to proceed with the conversion to
a mixed company in Venezuela."

BNamericas relates that Harvest Vinccler will own 40% of the
Petrodelta joint venture with Corporacion Venezolana de
Petroleos, a Petroleos de Venezuela affiliate, holding the
remaining 60%.

According to the report, Harvest Vinccler is collaborating with
Corporacion Venezolana and the energy and oil ministry to
finalize the joint venture as soon as possible.

Mr. Edmiston told BNamericas, "Once completed, we hope to begin
an aggressive long-term drilling and capital program to increase
production and reserves,"

BNamericas underscores that Petrodelta will operate and develop
the three South Monagas unit fields being operated by Harvest
Vinccler and the government's Isleno, Temblador and El Salto
fields.

Petrodelta expects production from proved reserves at the joint
venture properties to increase over 20% per year, reaching
75,000 barrels of oil equivalent per day by 2011, BNamericas
states, citing Harvest Natural.

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, CA, 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


HARVEST NATURAL: Stockholders Approve Mixed Company Conversion
--------------------------------------------------------------
Harvest Natural Resources, Inc.'s shareholders representing over
83% of the issued and outstanding shares voted in favor of the
conversion of its interest in Venezuela to a Mixed Company --
Petrodelta.

Petrodelta will be formed upon execution of the conversion
contract and the receipt of certain Venezuelan government
approvals, including approval by the National Assembly.  After
conversion, an 80% owned affiliate of Harvest Natural Resources
will own 40% of Petrodelta and Corporacion Venezolana del
Petroleo SA, a subsidiary of Petroleos de Venezuela, SA, will
own the remaining 60% of Petrodelta.  After formation,
Petrodelta will operate and develop the three South Monagas Unit
fields presently operated by Harvest Vinccler and the Isleno,
Temblador and El Salto fields being contributed by the
Venezuelan government.

Harvest President and Chief Executive Officer, James A.
Edmiston, said, "We are pleased with the overwhelming support
received from our stockholders to proceed with the conversion to
the Mixed Company in Venezuela.  We are working with the
Venezuelan Ministry of Energy and Petroleum and Corporacion
Venezolana to complete the conversion process as quickly as
possible.  Once completed, we hope to begin an aggressive long-
term drilling and capital program to increase production and
reserves."

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, CA, 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


PEABODY ENERGY: Moody's Rates US$500 Million Debentures at Ba2
--------------------------------------------------------------
Moody's Investors Service assigned Peabody Energy Corporation's
proposed US$500 million convertible junior subordinated
debentures a rating of Ba2.  Moody's also revised Peabody's
outlook to stable from negative.  At the same time, Moody's
affirmed Peabody's Ba1 corporate family rating and the Ba1
senior unsecured rating on its existing revolver, term loan and
notes.

The ratings reflect the overall probability of default of the
company, to which Moody's affirms a PDR of Ba1.  The convertible
junior subordinated debentures rating of Ba2 reflects a loss
given default of LGD-6.  The senior unsecured rating of Ba1
reflects a loss given default of LGD-3 (47%). Moody's also
affirmed Peabody's SGL-1 Speculative Grade Liquidity rating.
The revision in outlook reflects the 75% equity component that
Moody's credits to the "Basket D" convertible junior
subordinated debentures, and the related notional reduction in
debt.

The proceeds of the US$500 million Debentures, along with
proceeds of the recent US$900 million senior unsecured notes and
drawings under the company's term loan, are being used to
provide the long term funding of Peabody's recent acquisition of
Australian coal miner, Excel Coal Limited, for US$1.9 billion,
including assumption of debt and fees.

The acquisition of Excel will significantly expand Peabody's
operation in Australia and its penetration of both the export
metallurgical and thermal coal markets.  Excel expects to
increase its production from about 6 million tons currently to
15 to 20 million tons in 2007 and 2008.

The Ba1 corporate family rating reflects Peabody's:

1) favorable debt to EBITDA and good earnings ratios;

2) diversified low-cost operations;

3) extensive and geographically diversified reserves of
   high quality coal;

4) strong management; and

5) portfolio of long-term coal supply agreements with a
   large number of electricity generation customers.

However, the rating also reflects the significant increase in
debt to fund the Excel acquisition, which increases Peabody's
pro forma Sept. 30, 2006 debt to EBITDA ratio to 3.4x from 2.3x,
and, giving equity credit of $375 million to the Debentures, the
debt to capitalization ratio to 55.8% from 49.9%.

The rating also considers the volatile nature of the coal mining
business, and operating and development cost pressures that
could continue to constrain Peabody's weak free cash flow.

The Debentures will, in Moody's view, have sufficient equity-
like features to allow it to receive basket "D" treatment, i.e.
75% equity and 25% debt, for financial leverage purposes.  This
basket designation will shift from "D" to "C" in ten years, i.e.
when the Debentures have less than fifty years to maturity. The
basket will shift again to "B" after 20 years and "A" after the
next 10 years.  The basket allocation is based on the following
rankings for the three dimensions of equity:

   1. No maturity: Moderate -- The Debentures have a
      60-year final maturity with a scheduled redemption after
      35 years, subject to a Replacement Capital Covenant (RCC).
      The RCC, which obligates Peabody not to redeem or
      repurchase the Debenture unless it has previously
      issued qualifying new equity, will be put in place
      at inception, but will not be operational until year 35.
      At year 35, Peabody is required to use its commercially
      reasonable efforts, subject to a market disruption
      event, to raise sufficient net proceeds from the
      issuance of qualifying capital securities
      and redeem the Debentures in full on each succeeding
      interest payment date prior to the final 60-year maturity.
      If a qualifying replacement security can't be issued,
      the maturity extends from interest payment date to
      interest payment date until the final maturity in 60
      years.  For the first 35 years, the security can be called
      subject to intent-based replacement language where
      Peabody Energy intends to replace the security with
      the same or more equity-like security. The Debentures
      are also convertible into Basket D preferred stock at
      the option of the investor.

   2. No ongoing payments: Strong -- There is optional deferral
      of distributions for a maximum of 10 years and mandatory
      deferral tied to the breach of covenants, without giving
      rise to an event of default and without causing
      acceleration.  If mandatorily deferred or if there is
      optional deferral for 5 years, distributions must be
      settled with the issuance of warrants or benign preferred
      stock For warrants, there is an 84 million share cap,
      and for benign preferred stock, 25% of the principal
      amount.  In bankruptcy, any distributions not settled
      with   warrants or benign preferred stock are limited
      to a claim of 2 years.

   3. Loss absorption: Moderate -- The Debenture will be the
      most junior subordinated debt of all existing debt,
      with limited rights and limited ability to
      cause acceleration.

Moody's last rating action on Peabody was to rate its US$900
million senior unsecured notes Ba1 in October 2006.

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


PETROLEOS DE VENEZUELA: Rafael Ramirez Remains as President
-----------------------------------------------------------
Rafael Ramirez has resigned as Venezuela's energy and oil
minister but remained as president of Petroleos de Venezuela SA,
the nation's state-owned oil company, Business News Americas
reports, citing the firm's officials.

BNamericas relates that Venezuela's President Hugo Chavez
requested the resignation of his ministers and was responded
with the filing of resignation letters.  The Venezuelan leader
has shuffled his ministers in the past but never before has
asked all to resign.

President Chavez told Union Radio that he will carry out
adjustments -- not changes -- in his cabinet.

According to BNamericas, the ministers will stay in their
current posts until replacements have been appointed.

Minister Ramirez has been the head of the energy and oil sector
since 2002.  He was appointed president of Petroleos de
Venezuela in November 2004, BNamericas states.

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

                        *    *    *

Standard & Poor's 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: Renews Petrocaribe Accord with Dominican Republic
--------------------------------------------------------------
The Venezuelan government has renewed its Petrocaribe accord
with Dominican Republic, Centro de Informacion Gubernamental
reports.

Under Petrocaribe, nations pay 60% of the cost of Venezuelan oil
products at the time of purchase.  Governments can retain 40% of
the cost as funding for development projects.  The financing is
then amortized after a two-year grace period over 23 years at
yearly interest of 1%.

Business News Americas relates that beginning Feb. 20, the
Dominican Republic will be able to increase its oil purchase to
45,000 barrels per day, or even up to 50,000 barrels per day,
from an average of 35,000 barrels per day.

The Dominican Republic imports the oil through Refidomsa, the
country's sole refinery, BNamericas states.

                        *    *    *

As reported in the Troubled Company Reporter on Nov. 20, 2006,
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-'.  Fitch said the outlook on the
ratings remains stable.


                        ***********


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, Francois Albarracin, and Christian Toledo,
Editors.

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

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