TCRLA_Public/070221.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Wednesday, February 21, 2007, Vol. 8, Issue 37

                          Headlines

A R G E N T I N A

BANCO GALICIA: Reports ARS109-Mil. Loss in Fourth Quarter 2006
DISTRIBUIDORA ENERGY: Asks Court for Reorganization Approval
FIRST MEDICAL: Court Approves Reorganization of Business
GAONA EXPRESS: Trustee Will Verify Claims Until March 20
LIBERIAN SRL: Trustee Verifies Proofs of Claim Until March 7

LIMPIEZA EXPRESS: Court Okays Reorganization of Business
MEDAM BA: Court Approves Reorganization Case
NOSWAR SA: Trustee Will Verify Proofs Of Claim Until May 3
OESTE VISION: Trustee Verifies Proofs of Claim Until April 17
SANTAX SRL: Court Approves Reorganization of Business

SECURITY CONSULTANTS: Trustee Verifies Claims Until March 16
STARPET SA: Trustee Will Verify Proofs of Claims Until April 12
VILLANES JONES: Proofs of Claim Verification Is Until April 16

B E R M U D A

BRITISH AIRWAYS: Lowers London-Bermuda Roundtrip Fares by 30%
CONSTRUCTION INSURANCE: Proofs of Claim Filing Is Until March 22
DEPOMED DEVELOPMENT: Proofs of Claim Filing Is Until Feb. 28
GLOBAL CROSSING: Inks Pact with ESnet to Support IPV6 Exchange
GREEN SHOE: Proofs of Claim Filing Is Until March 2, 2007

IMATION INSURANCE: Proofs of Claim Filing Is Until March 2, 2007
SCOTTISH RE: Hovde Capital Opposes MassMutual-Cerberus Proposal
SCOTTISH RE: Advisors Recommend 'Yes' Vote to MassMutual Deal
SCOTTISH RE: Notifies Holders of 5.875% Hybrid Capital Units
SEA CONTAINERS: Services Panel Taps Kroll as Financial Advisor

SEA CONTAINERS: Services Panel Selects Willkie Farr as Counsel

B R A Z I L

ALCATEL-LUCENT: Inks Network Upgrade Deal with OJSC VimpelCom
BANCO CRUZEIRO: Will Launch IPO This Year
BANCO DO BRASIL: Brasilcap Raises 2006 Billing to BRL1.76 Bil.
BANCO NACIONAL: Has US$477 Million for Digital TV Until 2013
BANCO ITAU: Posts BRL6.20 Billion Net Profits in 2006

BANCO ITAU: Itautec Reports BRL50 Million Net Profits in 2006
COMPANHIA DE SANEAMENTO: Prioritizing River Tiete Cleanup
PETROLEO BRASILEIRO: Earns BRL25.9 Million in 2006 Fiscal Year
PETROLEO BRASILEIRO: Sees No Impact on NatGas Deal, Analyst Says
PETROLEO BRASILEIRO: Will Launch Four Oil Rigs This Year

ZIM CORP: Posts US$507,117 Net Loss in Quarter Ended December 31

C A Y M A N   I S L A N D S

CCP ALLIED: Final Shareholders Meeting Is Set for March 9
KEYNES LEVERAGED: Final Shareholders Meeting Is Set for March 9
KEYNES LEVERAGED MASTER: Final Shareholders Meeting on March 9
KEYNES MASTER: Final Shareholders Meeting Is Set for March 9
MILLENNIUM GROWTH: Final Shareholders Meeting Is Set for March 9

OECHSLE NIPPON: Final Shareholders Meeting Is Set for March 9
PARMALAT SPA: Inks EUR25-Mil. Settlement with Popolare di Milano
PARMALAT SPA: Milan Prosecutors Want Trial for Five Banks
PARMALAT SPA: Sells Soccer Club to Tommaso Ghirardi for EUR30MM
PERENNIAL INVESTMENTS: Sets Final Shareholders Meeting on Mar. 9

REFLECTIONS LTD: Proofs of Claim Must be Filed by March 11

C O L O M B I A

BRIGHTPOINT INC: Secures US$165 Mil. Revolving Credit Facility

C O S T A   R I C A

* COSTA RICA: Venezuela May Shut Down Alcasa Due to Conflict
* COSTA RICA: Will Launch Tender for Construction of New Lines

C U B A

* CUBA: Worries on Power Cable & Steel Theft from Towers

D O M I N I C A

PETROLEOS DE VENEZUELA: Building Dominican Distribution Complex

D O M I N I C A N   R E P U B L I C

COMPLETE RETREATS: Ct. OKs Sale of Dominican Assets for US$940K
COMPLETE RETREATS: Grand Summit Property Sale for US$260K Okayed
COMPLETE RETREATS: Court Approves Intagio Settlement Agreement

E C U A D O R

PETROECUADOR: Petroproduccion Loses Over 2,000 Barrels of Crude

* ECUADOR: Former Oxy Fields to Produce 88,461 Barrels Daily
* ECUADOR: Venezuelan Loan Not Needed to Ease Liquidity Troubles

J A M A I C A

AIR JAMAICA: Will Launch Montego-Curacao Sunday Flights

M E X I C O

ADVANCED MARKETING: Amends Wells Fargo DIP Loan Facility
ARROW ELECTRONICS: Names John McMahon as Human Resources Sr. VP
GENERAL MOTORS: Collaborates with Colorado State on E85 Ethanol
KANSAS CITY: Mexican Unit to Invest US$380MM on Infrastructure
RYERSON INC: Posts US$4.4 Mil. Net Loss in 2006 Fourth Quarter

RYERSON INC: S&P Cuts Corporate Credit Rating to B+ from BB-
RYERSON INC: Harbinger Capital Comments on 2006 Financials
TK ALUMINUM: Proposes Amendments to Nemak Transaction Terms
VISTEON CORP: Posts US$39 Mil. Net Loss in Fourth Quarter 2006

P U E R T O   R I C O

ADELPHIA COMM: Bondholders Oppose 2007 Workers Incentive Program
ADELPHIA COMM: Bondholders Want IPO Material Info Disclosed
ADELPHIA COMMS: Court Sets March 26 as Admin. Claims Bar Date

T R I N I D A D   &   T O B A G O

DIGICEL LTD: Gets Favorable Ruling on Interconnection Dispute

V E N E Z U E L A

ELECTRICIDAD DE CARACAS: Net Profits Increased to US$118.4 Mil.

* VENEZUELA: Ecuador Doesn't Need US$1 Billion Loan from Nation
* VENEZUELA: Sincor Acquisition Talks May Not End in 2007
* VENEZUELA: To Divide Loran Field with Trinidad & Tobago


                         - - - - -


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


BANCO GALICIA: Reports ARS109-Mil. Loss in Fourth Quarter 2006
--------------------------------------------------------------
Banco Galicia said in its earnings release that it incurred
ARS109-million loss in the fourth quarter 2006, compared to a
ARS13.6-million profit in the fourth quarter 2005.

Banco Galicia told BNamericas that the loss was due to ARS134-
million charge related to the revaluation of public sector
assets.  Excluding the charge, the bank had ARS25.1 million
profit in the fourth quarter 2006.

BNamericas relates that Banco Galicia incurred ARS126 million
loss in the full year 2006.

According to BNamericas, Banco Galicia reduced its exposure to
public sector assets to ARS8.97 billion in 2006, from ARS16.4
billion in 2005.  It decreased its debt to the Argentine central
bank to ARS3.03 billion from ARS8.61 billion.

The report says that Banco Galicia's lending to the private
sector increased 42.7% to ARS10.2 billion in 2006, compared to
2005.  Past-due loans as a percentage of private sector loans
declined to 3.49% from 6.77%.

Meanwhile, deposits increased 30.7% to ARS10.6 billion in 2006,
compared to 2005, BNamericas states.

Headquartered in Buenos Aires, Argentina, Banco de Galicia y
Buenos Aires SA -- http://www.e-galicia.com/-- is an
Argentinean private bank that is engaged in commercial banking,
providing general banking services to large corporations, small
and medium-sized companies, agricultural and cattle farms and
individuals.  The company controls an extensive and diverse
network of subsidiaries, which include Banco Galicia Uruguay SA,
Galicia Capital Markets SA, Galicia Factoring y Leasing SA, Agro
Galicia SA, Galicia Administradora de Fondos SA, Galicia Valores
SA, Galicia Warrants SA, Net Investments SA, Sudamericana
Holding SA and Tarjetas Regionales SA.  Through its subsidiaries
the company offers accounting, investment and insurance
services, loans, checks and debit and credit cards.  It also
finances the development of real estate, acts as a fiduciary and
leases properties to interested parties.  It operates over 400
branches across the country and provides e-banking services to
customers via its Internet site.

                        *    *    *

As reported on Apr. 12, 2006, the Argentine arm of Standard &
Poor's assigned these ratings to Banco de Galicia y Buenos
Aires' debts:

   -- Obligaciones negociables, series 6, issued on
      July 19, 2002, for US$73,000,000, emitted under the
      program for US$1000 million

      * Last due: Aug. 3, 2007
      * Rate: raA

   -- Obligaciones Negociables, class 7 for US$43,000,000,
      included under the US$1000 million program

      * Last due: Aug. 3, 2007
      * Rate: raA

   -- Program of obligaciones negociables, media term, for
      US$2,000,000,000

      * Rate: raA

   -- Obligaciones Negociables simples 8-11-93, for
      US$21,400,000

      * Last due: Nov. 1, 2004
      * Rate: raD

   -- Obligaciones negociables simples for US$21,400,000

      * Last due: Nov. 1, 2004
      * Rate: raD

   -- Obligaciones Negociables issued for US$9,000,000,
      included under the US$1000 million program.

      * Last due: Dec. 20, 2005
      * Rate: raD


DISTRIBUIDORA ENERGY: Asks Court for Reorganization Approval
------------------------------------------------------------
Distribuidora Energy Drinks de Argentina SA, a company operating
in Buenos Aires, has requested for reorganization after failing
to pay its liabilities since Jan. 29, 2007.

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

The case is pending before Court No. 12.  Clerk No. 24 assists
the Court on this case.

The debtor can be reached at:

          Distribuidora Energy Drinks de Argentina SA
          Migueletes 1717
          Buenos Aires, Argentina


FIRST MEDICAL: Court Approves Reorganization of Business
--------------------------------------------------------
Court No. 19 of Buenos Aires' civil and commercial tribunal
approved a petition for reorganization filed by First Medical
SA, according to a report from Argentine daily La Nacion.

Trustee Carlos Menendez will verify claims from the First
Medical's creditors until April 25, 2007.  After verification
period, the trustee will submit the individual and general
reports in court.  Dates for submission of these reports are yet
to be disclosed.

The informative assembly will be held on August 31, 2007.
Creditors will vote to ratify the completed settlement plan
during the said assembly.

The city's Clerk No. 37 assists the court on the case.

The debtor can be reached at:

          First Medical SA
          Venezuela 1552
          Buenos Aires, Argentina

The trustee can be reached at:

          Carlos Menendez
          Riobamba 340
          Buenos Aires, Argentina


GAONA EXPRESS: Trustee Will Verify Claims Until March 20
--------------------------------------------------------
Natalio Kinsbruner, the court-appointed trustee for Gaona
Express SA's bankruptcy proceeding, will verify creditors'
proofs of claim until March 20, 2007.

Under the Argentine bankruptcy law, Mr. Kinsbruner is required
to present the validated claims in court as individual reports.
Court No. 1 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 Gaona
Express and its creditors.

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

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

Gaona Express was forced into bankruptcy at the behest of
Zanjitas SA, whom it owes US$15,000.

Clerk No. 2 assists the court in the proceeding.

The debtor can be reached at:

          Gaona Express SA
          Yerbal 5699
          Buenos Aires, Argentina

The trustee can be reached at:

          Natalio Kinsbruner
          Marcelo T. de Alvear 1671
          Buenos Aires, Argentina


LIBERIAN SRL: Trustee Verifies Proofs of Claim Until March 7
------------------------------------------------------------
Angel Vello Vazquez, the court-appointed trustee for Liberian
S.R.L.'s bankruptcy proceeding, verifies creditors' proofs of
claim until March 7, 2007.

Mr. Vazquez will present the validated claims in court as
individual reports on April 23, 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 Liberian S.R.L. 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 Liberian S.R.L.'s
accounting and banking records will follow on June 4, 2007.

Mr. Vazquez is also in charge of administering Liberian S.R.L.'s
assets under court supervision and will take part in their
disposal to the extent established by law.

The debtor can be reached at:

         Liberian S.R.L.
         Salguero 3172
         Buenos Aires, Argentina

The trustee can be reached at:

         Angel Vello Vazquez
         Parana 275
         Buenos Aires, Argentina


LIMPIEZA EXPRESS: Court Okays Reorganization of Business
--------------------------------------------------------
Court No. 15 of Buenos Aires' civil and commercial tribunal
approved a petition for reorganization filed by Limpieza Express
SA, according to a report from Argentine daily La Nacion.

Trustee Estudio Acosta will verify claims from the Limpieza
Express' creditors until April 24, 2007.  After verification
period, the trustee will submit the individual and general
reports in court.  Dates for submission of these reports are yet
to be disclosed.

The informative assembly will be held on Feb. 12, 2008.
Creditors will vote to ratify the completed settlement plan
during the said assembly.

The city's Clerk No. 29 assists the court on the case.

The debtor can be reached at:

          Limpieza Express SA
          Hipolito Yrigoyen 615
          Buenos Aires, Argentina

The trustee can be reached at:

          Estudio Acosta
          Tucuman 1545
          Buenos Aires, Argentina


MEDAM BA: Court Approves Reorganization Case
--------------------------------------------
Medam B.A. S.R.L. will begin reorganization following the
approval of its petition by a civil and commercial court in
Buenos Aires.  The opening of the reorganization will allow
Medam B.A. to negotiate a settlement with its creditors in order
to avoid a straight liquidation.

Estudio Fizzani y Asociados Contadores Publicos will oversee the
reorganization proceedings as the court-appointed trustee.  The
trustee will verify creditors' claims until March 29, 2007.  The
validated claims will be presented in court as individual
reports on May 16, 2007.

Estudio Fizzani is also required by the court to submit a
general report essentially auditing Medam B.A.'s accounting and
business records as well as summarizing important events
pertaining to the reorganization.  The report will be presented
in court on June 29, 2007.

An Informative Assembly, the final stage of a reorganization
where the settlement proposal is presented to Medam B.A.'s
creditors for approval, is scheduled on Dec. 13, 2007.

The debtor can be reached at:

          Medam B.A. S.R.L.
          25 de Mayo 293
          Buenos Aires, Argentina

The trustee can be reached at:

          Estudio Fizzani y Asociados Contadores Publicos
          Peron 1509
          Buenos Aires, Argentina


NOSWAR SA: Trustee Will Verify Proofs Of Claim Until May 3
----------------------------------------------------------
Roberto Di Martino, the court-appointed trustee for Noswar SA's
bankruptcy proceeding, will verify creditors' proofs of claim
until May 3, 2007.

Under the Argentine bankruptcy law, Mr. Martino is required to
present the validated claims in court as individual reports.
Court No. 3 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 Noswar SA
and its creditors.

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

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

Noswar SA was forced into bankruptcy at the behest of Cesar
Kleiner Codero, whom it owes US$ 70,000.

Clerk No. 5 assists the court in the proceeding.

The debtor can be reached at:

          Noswar SA
          Florida 833/35
          Buenos Aires, Argentina

The trustee can be reached at:

          Roberto Di Martino
          Avenida Callao 449
          Buenos Aires, Argentina


OESTE VISION: Trustee Verifies Proofs of Claim Until April 17
-------------------------------------------------------------
Bernardino Kopcow, the court-appointed trustee for Oeste Vision
S.A.'s bankruptcy proceeding, verifies creditors' proofs of
claim until April 17, 2007.

Mr. Kopcow will 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
Oeste Vision 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 Oeste Vision's
accounting and banking records will follow.  Infobae did not say
when the reports are due in court.

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

The debtor can be reached at:

         Oeste Vision
         Carlos Pellegrini 1277
         Buenos Aires, Argentina

The trustee can be reached at:

         Bernardino Kopcow
         Lavalle 1527
         Buenos Aires, Argentina


SANTAX SRL: Court Approves Reorganization of Business
-----------------------------------------------------
Court No. 2 of Buenos Aires' civil and commercial tribunal
approved a petition for reorganization filed by Santax SRL,
according to a report from Argentine daily La Nacion.

Trustee Aldo Emilio Cambiasso will verify claims from the
Santax's creditors until Feb. 28, 2007.  After verification
period, the trustee will submit the individual and general
reports in court.  Dates for submission of these reports are yet
to be disclosed.

The informative assembly will be held on Oct. 15, 2007.
Creditors will vote to ratify the completed settlement plan
during the said assembly.

The city's Clerk No. 4 assists the court on the case.

The debtor can be reached at:

          Santax SRL
          Mendoza 5875
          Buenos Aires, Argentina

The trustee can be reached at:

          Aldo Emilio Cambiasso
          Cerrito 1070
          Buenos Aires, Argentina


SECURITY CONSULTANTS: Trustee Verifies Claims Until March 16
------------------------------------------------------------
Angel Miragaya, the court-appointed trustee for Security
Consultants Office S.R.L.'s bankruptcy proceeding, verifies
creditors' proofs of claim until March 16, 2007.

Mr. Miragaya will present the validated claims in court as
individual reports on March 30, 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 Security Consultants 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 Security Consultants'
accounting and banking records will follow on May 3, 2007.

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

The trustee can be reached at:

         Angel Miragaya
         Parana 774
         Buenos Aires, Argentina


STARPET SA: Trustee Will Verify Proofs of Claims Until April 12
---------------------------------------------------------------
Magdalena de la Quintana, the court-appointed trustee for
Starpet SA's bankruptcy proceeding, will verify creditors'
proofs of claim until April 12, 2007.

Under the Argentine bankruptcy law, Ms. Quintana is required to
present the validated claims in court as individual reports.
Court No. 1 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 Starpet SA
and its creditors.

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

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

Clerk No. 2 assists the court in the proceeding.

The debtor can be reached at:

          Starpet SA
          Avenida Callao 322
          Buenos Aires, Argentina

The trustee can be reached at:

          Magdalena de la Quintana
          Cerrito 1136
          Buenos Aires, Argentina


VILLANES JONES: Proofs of Claim Verification Is Until April 16
--------------------------------------------------------------
Oscar Alberto Vertzman, the court-appointed trustee for Villanes
Jones SRL's bankruptcy proceeding, will verify creditors' proofs
of claim until April 16, 2007.

Under the Argentine bankruptcy law, Mr. Vertzman is required to
present the validated claims in court as individual reports.
Court No. 21 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 Villanes
Jones and its creditors.

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

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

Villanes Jones was forced into bankruptcy at the behest of Nuevo
Banco Industrial de Azul SA, whom it owes US$27,712.50.

Clerk No. 41 assists the court in the proceeding.

The debtor can be reached at:

          Villanes Jones SRL
          Thames 15
          Buenos Aires, Argentina

The trustee can be reached at:

          Oscar Alberto Vertzman
          Bartolome Mitre 3120
          Buenos Aires, Argentina




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


BRITISH AIRWAYS: Lowers London-Bermuda Roundtrip Fares by 30%
-------------------------------------------------------------
British Airways has decreased Roundtrip World Traveller fares to
London from Bermuda by 30% to US$352, Royal Gazette reports.

British Airways told Royal Gazette that fares have been reduced
during a special sale period.  Tickets must be purchased by
Feb. 23.

According to Royal Gazette, prices start at US$352 and are valid
until March 25.  Tickets for roundtrip fares, which are
available in Bermuda and US Dollars, must be bought three days
in advance.  They are non-refundable.

Royal Gazette underscores that fares may be higher for other
travel dates and beyond London destinations.  Weekend --
Thursday to Sunday -- surcharge is at US$30 each way.  Fares are
yet to be approved.  They do not include:

          -- insurance,
          -- security,
          -- fuel surcharges,
          -- airport fees, and
          -- taxes ranging from US$235.

"The timing of this offer makes London a perfect opportunity for
a quick getaway as restaurants, museums, theater and some of the
best shops in the world are all in full swing," Marianne Wilcox,
British Airways' customer service manager in Bermuda, told Royal
Gazette.

Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services.  The British Airways group consists of British Airways
Plc and a number of subsidiary companies including in particular
British Airways Holidays Ltd. and British Airways Travel
Shops Ltd.  BA has offices in India and Guatemala.

                        *     *     *

As reported on Feb. 7, 2007, Moody's Investors Service changed
the outlook on the Ba1 corporate family and Ba2 senior unsecured
debt ratings of British Airways Plc and its guaranteed
subsidiaries to positive from negative.


CONSTRUCTION INSURANCE: Proofs of Claim Filing Is Until March 22
----------------------------------------------------------------
Construction Insurance Services Ltd.'s creditors are given until
March 22, 2007, to prove their claims to Mike Morrison, the
company's liquidator, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Daniel A. Hoffler, Sole Shareholder of Construction Insurance
Services Ltd., decided on Feb. 5, 2007, to place the company
into voluntary liquidation under Bermuda's Companies Act 1981.

The liquidator can be reached at:

             Mike Morrison
             KPMG Financial Advisory Services Ltd.
             Crown House, 4 Par-la-Ville Road
             Hamilton, Bermuda


DEPOMED DEVELOPMENT: Proofs of Claim Filing Is Until Feb. 28
------------------------------------------------------------
DepoMed Development Ltd.'s creditors are given until
Feb. 28, 2007, to prove their claims to Robin J. Mayor, the
company's liquidator, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

DepoMed Development's shareholder decided on Feb. 9, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

             Robin J Mayor
             Messrs. Conyers Dill & Pearman
             Clarendon House, Church Street
             Hamilton, Bermuda


GLOBAL CROSSING: Inks Pact with ESnet to Support IPV6 Exchange
--------------------------------------------------------------
Global Crossing has established a new peering agreement with
Energy Sciences Network.  The new peering agreement will utilize
dedicated interconnections to support the exchange of Internet
Protocol version 6 traffic between ESnet's users via Global
Crossing.

"ESnet has long been a proponent of leading edge technology and
was an early provider of native IPv6 services to its users,"
said Bill Johnston, department head of ESNet.  "This new peering
agreement with Global Crossing is another way we're forging the
path of technology by increasing the exchange of IPv6 traffic
among carriers and major networks."

IPv6 is a new version of Internet Protocol, which is the
designated replacement for today's Internet Protocol version 4.
IPv6 is interoperable with IPv4 and provides a platform for new
Internet.  IPv6 is needed to support mixed levels of quality and
security through a single Internet connection.  It also allows
for the exponential growth in Internet connectivity driven by
new users in rapidly-developing economies as well as the
deployment of new services and devices for all users.

IPv6 peering works by exchanging IPv6 routes at the peering
session and allowing IPv6 traffic to transit between the two
Autonomous Systems.  The peering agreement provides ESnet
greater carrier diversity and traffic flow on their network.

"IPv6 peering between Global Crossing and ESnet is one more step
that will accelerate the adoption rate of this new protocol into
federal agencies, increasing traffic flows to give scientists on
ESnet's networks greater access to all the tremendous benefits
that IPv6 offers," said Alan Rosenberg, vice president of
federal solutions, Global Crossing.  "IPv6 has much greater
inherent security than IPv4 with the inclusion of authentication
and encryption extension headers.  When combined with the
unprecedented security of Global Crossing's network, it's a
powerful combination for ESnet or any other security-minded
organization."

In June 2005, the Office of Management and Budget mandated that
all federal civilian agencies add IPv6 technology to their
network backbones by June 2008.  ESnet began utilizing IPv6 in
2000.

Global Crossing has been pioneering the adoption of IPv6 since
2001 and has fully deployed IPv6 across its network.  The
company has maintained a leadership role influencing the
evolution of the IPv6 standard through its involvement in
industry organizations such as the American Council for
Technology's Industry Advisory Council.  Global Crossing was the
first-and remains the only-global communications provider with
IPv6 natively installed on all IP services access routers; the
company is uniquely qualified to enable a transition to IPv6.

                         About ESnet

Managed and operated by the ESnet staff at Lawrence Berkeley
National Laboratory, ESnet provides direct connections to all
major DOE sites with high performance speeds, as well as fast
interconnections to more than 100 other networks.  Funded
principally by DOE's Office of Science, ESnet services allow
scientists to make effective use of unique DOE research
facilities and computing resources, independent of time and
geographic location.

                    About Global Crossing

Headquartered in Florham Park, New Jersey, Global Crossing Ltd.
(NASDAQ: GLBC) -- http://www.globalcrossing.com/-- provides
telecommunication  services over the world's first integrated
global IP-based network, which reaches 27 countries and more
than 200 major cities around the globe including Bermuda,
Argentina, Brazil, and the United Kingdom.  Global Crossing
serves many of the world's largest corporations, providing a
full range of managed data and voice products and services.  The
company filed for chapter 11 protection on Jan. 28, 2002 (Bankr.
S.D.N.Y. Case No. 02-40188).  When the Debtors filed for
protection from their creditors, they listed $25,511,000,000 in
total assets and US$15,467,000,000 in total debts.  Global
Crossing emerged from chapter 11 on Dec. 9, 2003.

At Sept. 30, 2006, Global Crossing Ltd.'s balance sheet showed a
US$131 million stockholders' deficit, compared to a US$173
million stockholders' deficit at Dec. 31, 2005.


GREEN SHOE: Proofs of Claim Filing Is Until March 2, 2007
---------------------------------------------------------
Green Shoe Ltd.'s creditors are given until March 2, 2007, to
prove their claims to Robin J. Mayor, the company's liquidator,
or be excluded from receiving any distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Green Shoe's shareholders decided on Feb. 12, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

             Robin J. Mayor
             Messrs. Conyers Dill & Pearman
             Clarendon House, Church Street
             Hamilton, Bermuda


IMATION INSURANCE: Proofs of Claim Filing Is Until March 2, 2007
----------------------------------------------------------------
Imation Insurance Ltd.'s creditors are given until
March 2, 2007, to prove their claims to Ernest A. Morrison, the
company's liquidator, or be excluded from receiving any
distribution or payment.

In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.

Imation Insurance's shareholder decided on Feb. 15, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

             Ernest A. Morrison
             Cox Hallett Wilkinson
             Milner House, 18 Parliament Street
             Hamilton, Bermuda


SCOTTISH RE: Hovde Capital Opposes MassMutual-Cerberus Proposal
---------------------------------------------------------------
Hovde Capital Advisors LLC will not vote in favor of the
proposals relating to a proposed investment in Scottish Re Group
Limited by MassMutual Capital Partners LLC and an affiliate of
Cerberus Capital Management, L.P. at the upcoming Extraordinary
General Meeting of Shareholders of Scottish Re later this month.

In an earlier letter to Scottish Re's Board of Directors in
November 2006, Hovde Capital stated that it would resist any
sale of the company at a price that did not fairly reflect the
true implied value of Scottish Re and would resist any capital
raising initiative that dilutes existing shareholders at a
depressed valuation through a sale of stock to one or more large
institutional investors.

"The concern we expressed in November, 2006, about the outcome
of Scottish Re's evaluation of its strategic alternatives has
materialized in a recommendation to shareholders of a proposal
by MassMutual and Cerberus," Eric Hovde, Portfolio Manager of
Hovde Capital, stated.  "The Board of Scottish Re has
recommended that the company's shareholders accept a deal that
is far more dilutive and more grossly unfair to existing
shareholders of Scottish Re than we ever could have imagined.
When factoring in the extremely dilutive original issuance price
of US$4.50 per share or lower, coupled with the 7.25% special
preferred dividend attached to those convertible shares that
will siphon off a significant amount of any future earnings, in
our opinion, the ordinary common shareholders will be left with
little or no value."

Hovde Capital also pointed out that under the MassMutual-
Cerberus proposal, possible adjustments to the conversion ratio
for the convertible shares that they will receive could push the
per share price into the US$2.00 range -- further diluting the
common shareholders.  Mr. Hovde said that the proposal
recommended by the Board "flies in the face of the company's own
independent third-party valuation performed by Tilinghast."

On Sept. 11, 2006, Scottish Re reported that the Tilinghast
valuation had concluded that the company's aggregate value was
in excess of its last reported GAAP book value; according to the
company's September 30th 10-Q, the most recently reported GAAP
book value is US$19.13.  Hovde Capital said it will vote against
the MassMutual-Cerberus proposal because it believes the
proposal treats existing shareholders inequitably and represents
a significant and unacceptable level of dilution and because
Hovde believes the Board of Scottish Re should be pursuing other
courses of action that were clearly available to the company,
including:

  -- a liquidation run-off, which Hovde Capital believes could
     capture more of the true imbedded value of the company for
     the existing shareholders that is not being recognized in
     the current proposal and will be lost by the existing
     shareholders; or

  -- a shareholder-backed rights offering in which all existing
     shareholders would have an opportunity to participate, such
     as the proposal made by Brandes Investment Partners, L.P.
     which included a "backstop" of the US$600 million in
     capital to be raised but which the Board of Scottish Re
     rejected.

Mr. Hovde went on to say that Hovde Capital believes the
recommendation of the Board of Scottish Re ignores the best
interests of the company's existing shareholders and that "Hovde
Capital cannot support such an egregious proposal."

Hovde Capital is a registered investment advisor that advises a
series of hedge funds focused on the financial services sector.

                      About Scottish Re

Scottish Re Group Ltd. -- http://www.scottishre.com/--
provides reinsurance of life insurance, annuities and annuity-
type products through its operating companies in Bermuda,
Charlotte, North Carolina, Dublin, Ireland, Grand Cayman, and
Windsor, England.

                          *     *     *

Moody's Investors Service continues to review the ratings of
Scottish Re Group Ltd. with direction uncertain following the
announcement by the company that it has entered into an
agreement to sell a majority stake to MassMutual Capital
Partners LLC, a member of the MassMutual Financial Group and
Cerberus Capital Management, L.P., a private investment firm.

Ratings under review include Scottish Re Group Limited's senior
unsecured debt which is rated at Ba3 and preferred stock rated
at B2.

Standard & Poor's Ratings Services has also revised the
CreditWatch status of its ratings on Scottish Re Group Ltd.,
Scottish Re's operating companies, and dependent unwrapped
securitized deals to positive from negative.  Scottish Re has a
'CCC' counterparty credit rating, and Scottish Re's operating
companies have 'B+' counterparty credit and financial strength
ratings.  These ratings were placed on CreditWatch negative on
July 31, when Scottish Re announced poor second-quarter results
and that liquidity was tight.

Fitch Ratings added that Scottish Re Group Ltd.'s ratings remain
on Rating Watch Negative following the announcement that SCT has
entered into an agreement which will result in a new equity
investment into the company of US$600 million.  SCT's ratings
were placed on Rating Watch Negative on July 31, due to concerns
regarding the company's ability to repay US$115 million of
senior convertible notes that are expected to be put to the
company on Dec. 6.  Ratings on Rating Watch Negative include the
company's BB issuer default rating and the BB- rating on its
4.5% US$115 million senior convertible notes.

A.M. Best Co. has downgraded the Financial Strength Rating to B
from B+ and the issuer credit ratings to "bb+" from "bbb-" of
the primary operating insurance subsidiaries of Scottish Re
Group Limited.  A.M. Best has also downgraded the ICR of
Scottish Re to "b" from "bb-" and all of Scottish Re's debt
ratings.  All ratings remain under review with negative
implications.


SCOTTISH RE: Advisors Recommend 'Yes' Vote to MassMutual Deal
-------------------------------------------------------------
Scottish Re Group Ltd. disclosed that Institutional Shareholder
Services and Glass Lewis & Co., both independent proxy advisory
firms, have recommended that Scottish Re shareholders vote for
each of the proposals described in Scottish Re's proxy statement
dated Jan. 19 relating to its proposed transaction with
MassMutual Capital Partners LLC and certain affiliates of
Cerberus Capital Management, L.P.

Scottish Re's board of directors previously unanimously approved
the proposed transaction with MassMutual Capital and Cerberus
and recommends that shareholders vote for each of the proposals
relating to the proposed transaction.

In making its recommendation to Scottish Re's shareholders, ISS
said, "there is no guarantee that the company will find an equal
or superior offer from another party.  Scottish Re appears to
have completed a thorough bid process, as well as conducted
financial due diligence on the feasibility of conducting a
rights issuance or run-off scenario."

"Based on our analysis and the unanimous support of the board,
we believe that the approval of the Securities Purchase
Agreement is in the interests of shareholders," The Glass Lewis
report stated.  "Accordingly, we believe that shareholders
should vote FOR the proposal."

"We are pleased that ISS and Glass Lewis have advised our
shareholders to vote in favor of the proposed transaction with
MassMutual Capital and Cerberus, which will stabilize Scottish
Re, provide long-term liquidity benefits and offers the best
opportunity to deliver long-term value to our shareholders,"
Paul Goldean, chief executive of Scottish Re, said.

On Nov. 27, 2006, Scottish Re announced it had entered into an
agreement whereby MassMutual Capital and Cerberus would each
invest US$300 million into Scottish Re, resulting in a total new
equity investment of US$600 million.  Under the terms of the
agreement, MassMutual Capital and Cerberus will purchase a total
of 1,000,000 newly issued convertible preferred shares of
Scottish Re, which may be converted into 150,000,000 ordinary
shares of Scottish Re at any time, subject to certain
adjustments, representing a 68.7% ordinary share ownership on a
fully diluted basis at the time of investment.

The transaction has cleared U.S. antitrust review, but remains
subject to additional regulatory approvals, including approvals
by certain insurance regulators, as well as various state and
foreign regulatory authorities and self-regulatory
organizations, and approval by the holders of 66-2/3% of
Scottish Re's outstanding ordinary shares entitled to vote at
the extraordinary general meeting of shareholders that will be
held in Bermuda on Feb. 23, 2007.

All shareholders of record are urged to return their proxy card
or to vote by following the instructions for phone or Internet
voting that appear on the proxy card.  If a shareholder does not
vote, the effect will be the same as if he voted against the
transaction.

                      About Scottish Re

Scottish Re Group Ltd. -- http://www.scottishre.com/--
provides reinsurance of life insurance, annuities and annuity-
type products through its operating companies in Bermuda,
Charlotte, North Carolina, Dublin, Ireland, Grand Cayman, and
Windsor, England.  At March 31, 2006, the reinsurer's balance
sheet showed US$12.2 billion assets and US$10.8 billion in
liabilities.

                        *     *     *

Moody's Investors Service continues to review the ratings of
Scottish Re Group Ltd. with direction uncertain following the
announcement by the company that it has entered into an
agreement to sell a majority stake to MassMutual Capital
Partners LLC, a member of the MassMutual Financial Group and
Cerberus Capital Management, L.P., a private investment firm.

Ratings under review include Scottish Re Group Limited's senior
unsecured debt which is rated at Ba3 and preferred stock rated
at B2.

Standard & Poor's Ratings Services has also revised the
CreditWatch status of its ratings on Scottish Re Group Ltd.,
Scottish Re's operating companies, and dependent unwrapped
securitized deals to positive from negative.  Scottish Re has a
'CCC' counterparty credit rating, and Scottish Re's operating
companies have 'B+' counterparty credit and financial strength
ratings.  These ratings were placed on CreditWatch negative on
July 31, when Scottish Re announced poor second-quarter results
and that liquidity was tight.

Fitch Ratings added that Scottish Re Group Ltd.'s ratings remain
on Rating Watch Negative following the announcement that SCT has
entered into an agreement which will result in a new equity
investment into the company of US$600 million.  SCT's ratings
were placed on Rating Watch Negative on July 31, due to concerns
regarding the company's ability to repay US$115 million of
senior convertible notes that are expected to be put to the
company on Dec. 6.  Ratings on Rating Watch Negative include the
company's BB issuer default rating and the BB- rating on its
4.5% US$115 million senior convertible notes.

A.M. Best Co. has downgraded the Financial Strength Rating to B
from B+ and the issuer credit ratings to "bb+" from "bbb-" of
the primary operating insurance subsidiaries of Scottish Re
Group Limited.  A.M. Best has also downgraded the ICR of
Scottish Re to "b" from "bb-" and all of Scottish Re's debt
ratings.  All ratings remain under review with negative
implications.


SCOTTISH RE: Notifies Holders of 5.875% Hybrid Capital Units
------------------------------------------------------------
Scottish Re Group Limited reiterated its notification to all
holders of the company's 5.875% Hybrid Capital Units that it is
unable to satisfy certain conditions precedent to the
Remarketing that are contained in the Remarketing Agreement, as
defined in the Purchase Contract Agreement Scottish Re entered
into with The Bank of New York on Dec. 17, 2003.  As a result,
Scottish Re's Convertible Preferred Shares will not be
remarketed.

The Company caused a notice to be forwarded to all holders of
the HyCUs on Jan. 25, 2007, outlining this event, and filed a
Form 8-K with the Securities and Exchange Commission on
Jan. 26, 2007.

Scottish Re Hybrid Capital Unit holders should note the
following dates:

    May 18, 2007    * Last day for Holders of Convertible
                      Preferred Shares to give notice of
                      conversion

    May 21, 2007    * Mandatory Redemption Date of Convertible
                      Preferred Shares

In the case of HyCU Holders who elect not to settle in cash, the
company will, in accordance with applicable law and as
contemplated by the Purchase Contract Agreement, exercise its
rights as secured party to foreclose on its security interest in
the Convertible Preferred Shares in satisfaction of such
holder's obligation to purchase Ordinary Shares under the
Purchase Contract Agreement, and will deliver to such holders
Ordinary Shares pursuant to the Purchase Contract Agreement.

                  About Scottish Re Group

Scottish Re Group Limited -- http://www.scottishre.com/--
provides reinsurance of life insurance, annuities and annuity-
type products through its operating companies in Bermuda,
Charlotte, North Carolina, Dublin, Ireland, Grand Cayman, and
Windsor, England.  At March 31, 2006, the reinsurer's balance
sheet showed US$12.2 billion assets and US$10.8 billion in
liabilities.

                        *     *     *

Moody's Investors Service continues to review the ratings of
Scottish Re Group Ltd. with direction uncertain following the
announcement by the company that it has entered into an
agreement to sell a majority stake to MassMutual Capital
Partners LLC, a member of the MassMutual Financial Group and
Cerberus Capital Management, L.P., a private investment firm.

Ratings under review include Scottish Re Group Limited's senior
unsecured debt which is rated at Ba3 and preferred stock rated
at B2.

Standard & Poor's Ratings Services has also revised the
CreditWatch status of its ratings on Scottish Re Group Ltd.,
Scottish Re's operating companies, and dependent unwrapped
securitized deals to positive from negative.  Scottish Re has a
'CCC' counterparty credit rating, and Scottish Re's operating
companies have 'B+' counterparty credit and financial strength
ratings.  These ratings were placed on CreditWatch negative on
July 31, when Scottish Re announced poor second-quarter results
and that liquidity was tight.

Fitch Ratings added that Scottish Re Group Ltd.'s ratings remain
on Rating Watch Negative following the announcement that SCT has
entered into an agreement which will result in a new equity
investment into the company of US$600 million.  SCT's ratings
were placed on Rating Watch Negative on July 31, due to concerns
regarding the company's ability to repay US$115 million of
senior convertible notes that are expected to be put to the
company on Dec. 6.  Ratings on Rating Watch Negative include the
company's BB issuer default rating and the BB- rating on its
4.5% US$115 million senior convertible notes.

A.M. Best Co. has downgraded the Financial Strength Rating to B
from B+ and the issuer credit ratings to "bb+" from "bbb-" of
the primary operating insurance subsidiaries of Scottish Re
Group Limited.  A.M. Best has also downgraded the ICR of
Scottish Re to "b" from "bb-" and all of Scottish Re's debt
ratings.  All ratings remain under review with negative
implications.


SEA CONTAINERS: Services Panel Taps Kroll as Financial Advisor
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in Sea Containers
Services Ltd. and its debtor-affiliates' Chapter 11 cases asks
authority from the U.S. Bankruptcy Court for the District of
Delaware to retain Kroll Ltd. as its financial advisor, nunc pro
tunc to Oct. 26, 2006, pursuant to the terms and conditions of a
letter agreement between the parties dated Feb. 8, 2007.

According to Jane Kathryn Fryer, a director at Aspen Trustees
Limited, Kroll has significant financial advisory skills and
7expertise in the pensions covenant field, among other things.
Kroll has advised the trustees of the Trinity Retirement Benefit
Scheme, The Rank Group Plc, Mowlem Plc, Alliance Unichem Plc,
Gala Group and Coral Group, Capita Group Plc, Galliford Try Plc,
and HCA International Limited.  In addition, the firm has
significant experience in cross-border restructurings and has
been involved as administrator of the Federal-Mogul U.K. Group
and Collins & Aikman.

Kroll has acted to protect and advance the interests of the
Official Services Committee in the Debtors' bankruptcy cases
since its formation on Oct. 26, 2006.  Ms. Fryer notes that
Kroll's services have materially benefited the unsecured
creditors of Sea Containers Services, and have served to protect
their rights until Kroll's formal retention.

As a result of its services, Kroll has become directly familiar
with the facts and circumstances surrounding Sea Containers
Services and the issues that the Official Services Committee
will face during the bankruptcy cases.  Kroll and its
professionals are uniquely qualified to advise the Official
Services Committee, Ms. Fryer relates.

As the Official Services Committee's financial advisor, Kroll
will:

    a. evaluate the assets and liabilities of the Debtors and
       their affiliates;

    b. analyze and review the financial and operating statements
       of the Debtors and their affiliates;

    c. analyze the business plans and forecasts of the Debtors
       and their affiliates;

    d. provide specific valuation or other financial analysis as
       the Official Services Committee may require;

    e. help with the claim resolution process and related
       distributions;

    f. provide consideration of and advice on financial and
       commercial aspects of any plan of reorganization proposed
       as part of the Debtors' bankruptcy cases, including
       preparation, analysis and explanation of the plan to the
       Official Services Committee;

    g. attend meetings of the Official Services Committee and
       their advisors;

    h. assist as required with negotiations among the various
       creditors and stakeholders in the bankruptcy cases;

    i. coordinate Kroll's work with that of other professional
       advisors and assist the Official Services Committee in
       the understanding and interpretation of the work;

    j. coordinate regular communications among the Official
       Services Committee, its professionals, and other parties
       as required, to discuss ongoing matters;

    k. provide accounting advice and expertise to the Official
       Services Committee as required; and

    1. any other matters for which the Official Services
       Committee seeks the financial advisory services of Kroll
       and for which Kroll agrees to provide.

Kroll will be paid for its services based on its standard hourly
rates:

      Designation                    Hourly Rate
      -----------                    -----------
      Partner                         US$550
      Director                        US$425
      Senior Associate                US$400
      Other Senior Professional    US$200 - US$295
      Other Staff                   US$75 - US$150

The firm will also be reimbursed for necessary expenses
incurred.

Ms. Fryer discloses that the Kroll Agreement provides for a
limitation of liability, in certain circumstances, for Kroll in
connection with its engagement.

The terms and conditions of the firm's engagement will be
governed and interpreted in accordance with the laws of England
and Wales and, as applicable, the Bankruptcy Code.

Gary Squires, Esq., a partner in the corporate advisory and
restructuring group at Kroll, assures the Court that his firm is
a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.  Kroll does not represent or
hold an interest adverse to the Debtors or any other party-in-
interest in the matters regarding its engagement, Mr. Squires
adds.

                    About Sea Containers

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

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

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

The Debtors' exclusive period to file a chapter 11 plan will
expire on June 12, 2007.


SEA CONTAINERS: Services Panel Selects Willkie Farr as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in Sea Containers
Services, Ltd., and its debtor-affiliates' chapter 11 cases asks
authority from the U.S. Bankruptcy Court for the District of
Delaware to retain Willkie Farr & Gallagher LLP as its counsel,
nunc pro tunc to Jan. 22, 2007.

The Official Services Committee represents the interests of Sea
Containers 1983 Pension Scheme and Sea Containers 1990 Pension
Scheme in the Debtors' bankruptcy cases.

Jane Kathryn Fryer, a director at Aspen Trustees Limited, says
WF&G's attorneys have extensive experience and knowledge in the
fields of debtors' and creditors' rights, debt restructuring and
corporate reorganizations, tax, real estate, employee benefits,
and commercial litigation, among others.  WF&G's Business
Reorganization and Restructuring Department regularly represents
debtors, official and unofficial committees, and groups of
creditors or equity security holders in Chapter 11 cases and
financial restructurings.

Ms. Fryer adds that the Official Services Committee engaged WF&G
as its counsel on Jan. 22, 2007, and has since acted to protect
and advance the interests of the Committee.  The firm's
attorneys have conducted, and continue to conduct, due diligence
in conjunction with its engagement.  WF&G's services have
materially benefited the Official Services Committee and have
served to protect its rights.  Hence, WF&G is well qualified to
represent the Official Services Committee's interests in the
Debtors' bankruptcy cases.

Among other things, WF&G will:

   a. provide legal advice with respect to the Official Services
      Committee's rights, powers, claims, and duties in the
      bankruptcy cases;

   b. represent the Services Committee at all negotiations,
      hearings, and other proceedings;

   c. advise and assist the Services Committee in discussions
      with the Debtors and other parties-in-interest, as well as
      professionals retained by any of the parties, regarding
      the overall administration of the Chapter 11 cases;

   d. assist with the Services Committee's investigation of the
      assets, liabilities, and financial condition of the
      Debtor, and of the operations of the Debtors' businesses;

   e. assist and advise the Services Committee with respect to
      its communications with other creditors;

   f. review and analyze on behalf of the Services Committee all
      pleadings, orders, statements of operations, schedules,
      and other legal documents;

   g. prepare on behalf of the Services Committee all pleadings,
      motions, orders, reports, and other papers in furtherance
      of its interests and objectives; and

   h. perform all other legal services for the Services
      Committee that may be necessary and proper.

The firm will be paid for its services based on its standard
hourly rates, plus reimbursement of actual and necessary
expenses incurred by WF&G.

      Designation                Hourly Rate
      -----------                -----------
      Attorneys                US$265 - US$885
      Paralegals               US$150 - US$235

The current hourly rates of the professionals that are likely to
be engaged in the Debtors' Chapter 11 cases are:

      Professionals              Designation    Hourly Rate
      -------------              -----------    -----------
      Marc Abrams, Esq.          Partner         US$885
      Michael J. Kelly, Esq.     Partner         US$725
      Casey Boyle, Esq.          Associate       US$460
      Seth Kleinman, Esq.        Law Clerk       US$260

Marc Abrams, Esq., a member of WF&G, assures the Court that his
firm is a "disinterested person" as that term is defined in
Section 101(14) of the Bankruptcy Code.  The members and
associates of WF&G do not represent or hold an interest adverse
to the Debtors, their creditors, or any other party-in-interest
in the matters regarding WF&G's engagement, Mr. Abrams adds.

Mr. Abrams can be contacted at:

      Marc Abrams, Esq.
      Willkie Farr & Gallagher LLP
      787 Seventh Avenue
      New York, NY 10019-6099
      Tel: (212) 728-8000
      Fax: (212) 728-8111
      http://www.willkie.com/

                    About Sea Containers

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

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

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

The Debtors' exclusive period to file a chapter 11 plan will
expire on June 12, 2007.




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


ALCATEL-LUCENT: Inks Network Upgrade Deal with OJSC VimpelCom
-------------------------------------------------------------
OJSC Vimpel-Communications has selected Alcatel-Lucent to
upgrade and enhance the operator's wireless network with the
latest generation of Alcatel-Lucent's GSM/EDGE radio platform,
which is based on the industry most advanced hardware
architecture.

With its compact new design and high performance, this platform
will leverage VimpelCom's existing radio access network
investments while reducing operating expenses.

Following intensive and successful testing carried out jointly
with VimpelCom, the new platform is planned for commercial
deployment for the first time throughout Russia and the
Commonwealth of Independent States on the operator's existing
network built on Alcatel-Lucent systems.

Alcatel-Lucent's 9130 Base Station Controller/Multi-BSC Fast
Packet Server is a new BSS (Base Station Sub-System) controller
platform that supports the ever-increasing market-driven volume
of voice and data traffic.  This state-of-the art equipment
based on the field-proven Advanced Telecom Computing
Architecture will enable VimpelCom to create a more centralized
and optimized GSM/EDGE network architecture, thereby bringing
significant cost savings in network deployments and extensions.

"Rapidly evolving market conditions combined with the ongoing
introduction of innovative subscriber services and applications
dictate the need for a high degree of flexibility and
scalability within network infrastructures," said Sergey Avdeev,
VimpelCom executive vice-president of business development in
the CIS and VimpelCom CTO.  "We are confident that with Alcatel-
Lucent's 9130 BSC/MFS we are geared for future network
evolutions, including full IP connectivity."

"This is the first commercial deployment of Alcatel-Lucent's
9130 BSC/MFS, and we are very proud of that and of being
selected once again by VimpelCom to provide the technology
needed to further develop its network," said Johan
Vanderplaetse, President of Alcatel-Lucent's activities in CIS.
"This further demonstrates Alcatel-Lucent's commitment in
delivering the most advanced GSM/EDGE solution for network
expansion.  As VimpelCom's network grows and evolves, the
requirement for more base station controllers will increase,
requiring state-of-the art equipment that can deliver the new
services and IP-based applications that VimpelCom's customers
will expect."

Mr. Vanderplaetse added that Alcatel-Lucent's solution will
prepare VimpelCom for a next-generation network architecture
that will ease the introduction of new advanced services while
decreasing operating expenses and optimizing the ability of
their network to accommodate growth.

Alcatel-Lucent has more than 170 GSM/EDGE customers in more than
90 countries, making it a leading provider of mobile
communications solutions.  Alcatel-Lucent is boosting its
GSM/EDGE portfolio by introducing the field-proven ATCA-based
BSC Evolution associated with the powerful TWIN Transceiver
module

                       About VimpelCom

Headquartered in Moscow, Russia, OJSC Vimpel-Communications
(NYSE: VIP) -- http://www.vimpelcom.com/-- provides mobile
telecommunications services in Russia and Kazakhstan with newly
acquired operations in Ukraine, Tajikistan and Uzbekistan.  The
Company operates under the 'Beeline' brand in Russia and
Kazakhstan.  In addition, VimpelCom is continuing to use 'K-
mobile' and 'EXCESS' brands in Kazakhstan.  The group wholly
owns Mobitel in Georgia.

                    About Alcatel-Lucent

Headquartered in Paris, France, Alcatel-Lucent
-- http://www.alcatel-lucent.com/-- provides solutions that
enable service providers, enterprises and governments worldwide,
to deliver voice, data and video communication services to end
users.  Through its operations in fixed, mobile and converged
broadband networking, Internet protocol (IP) technologies,
applications, and services, Alcatel-Lucent offers the end-to-end
solutions that enable communications services for people at
home, at work and on the move.

On Nov. 30, 2006, Alcatel and Lucent Technologies Inc. completed
their merger transaction, and began operations as a
communication solutions provider under the name Alcatel-Lucent
on Dec. 1, 2006.

                        *     *     *

As of Feb. 7, Alcatel-Lucent's Long-Term Corporate Credit rating
and Senior Unsecured Debt carry Standard & Poor's BB- rating.
It's Short-Term Corporate Credit rating stands at B.

Moody's, on the other hand, put a Ba2 rating on Alcatel's
Corporate Family and Senior Debt rating.  Lucent carries Moody's
B1 Senior Debt rating and B2 Subordinated debt & trust preferred
rating.

Fitch rates Alcatel's Issuer Default Rating and Senior Unsecured
Debt rating at BB.


BANCO CRUZEIRO: Will Launch IPO This Year
-----------------------------------------
Banco Cruzeiro do Sul filed a request with Securities regulator
CVM to launch an initial public offering, Business News Americas
reports.

According to the news, the Bank will follow Banco Pine as the
second midsize bank to list on the Sao Paulo stock exchange
Bovespa.

UBS Pactual is reported to coordinate the offer.  However, the
total number of shares to be offered is undetermined.

Midsize banks BicBanco and Panamericano were likely speculated
to launch IPOs this year.

Banco Cruzeiro do Sul is headquartered in Sao Paulo, Brazil and
had BRL2.6 billion (US$880 million) in total assets and BRL162.6
million (US$84.6 million) in shareholders' equity as of June
2006.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Sept. 4, 2006, Moody's Investors Service upgraded Banco Cruzeiro
do Sul SA's long-term foreign currency deposits to Ba3 from Ba1.
Moody's said the rating outlook is stable.


BANCO DO BRASIL: Brasilcap Raises 2006 Billing to BRL1.76 Bil.
--------------------------------------------------------------
Brasilcap, Banco do Brasil's savings bond unit, has last year's
billing increased by 2.3% to BRL1.76 billion or US$841 million
compared to 2005, Business News Americas reports.

Insurance federation Fenaseg diclosed the technical reserves
rose 1.2% to BRL2.79 billion.

In terms of contributions, Brasilcap leads the Brazilian savings
bond market with a 25% market share, BNAmericas says.

Citing insurance regulator Susep, the report shows that last
year's savings bond market tallied BRL7.1 billion in
contributions, up to 2.9% on 2005 results.  Inflation came to
3.14% while reserves climbed 6.6% to BRL11.2 billion in 2006.

Susep anticipates billing in the segment to go up 4.7% and
reserves to rise 7.7% for this year compared to 2006.

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 in the Troubled Company Reporter-Latin America on
Feb. 20, 2007, Fitch Ratings upgraded Banco do Brasil S.A.'s
Support rating to '3' from '4', and affirmed its other ratings:

   -- Foreign currency Issuer Default Rating (IDR) at 'BB+';
   -- Short-term foreign currency at 'B';
   -- Local currency IDR at 'BB+';
   -- Short-term local currency at 'B';
   -- Individual rating at 'C/D';
   -- National Long-term rating at 'AA(bra)'; and
   -- Short-term rating at 'F1+(bra)'.


BANCO NACIONAL: Has US$477 Million for Digital TV Until 2013
------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has
allocated BRL1 billion or US$477 million to implement digital TV
in Brazil until 2013, Business News Americas reports.

BNamericas relates that President Luiz Inacio Lula da Silva
signed a deal in Japan at the end of June 2006.  He selected the
country's digital TV standard over competing standards.  The
first commercial transmission will be assigned for this
December.

The BNDES program allows broadcasters to modernize their
equipment to:

   -- transmit digital TV signals,
   -- assist manufactures in developing suitable equipment, and
   -- encourage national content producers.

BNamericas states that the bank would allocate another BRL14.5
million to develop the first Brazilian semiconducter chip to be
used in digital TV transmission.

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 to Positive from Stable on Banco
Nacional de Desenvolvimento Economico e Social SA's BB Foreign
currency counterparty credit rating and BB+ Local currency
counterparty credit rating.


BANCO ITAU: Posts BRL6.20 Billion Net Profits in 2006
-----------------------------------------------------
Banco Itau Holding Financiera SA's recurring net profits
increased 13.8% to BRL6.20 billion in 2006, compared with
BRL5.44 billion in 2005, Business News Americas reports.

BNamericas relates that Banco Itau's return on equity dropped to
32.6% in 2006, from 36.6% in 2005.

According BNamericas, Banco Itau's net profits -- including
goodwill amortization from last year's acquisitions of
BankBoston operations in Brazil, Chile and Uruguay from Bank of
America -- decreased 17.9% in 2006 to BRL4.31 billion, compared
with 2005.

Banco Itau Head of Accounting Silvio de Carvalho told reporters
that Banco Itau took a BRL1.76-billion charge in the third
quarter of 2006 and a BRL408-million charge in the fourth
quarter of 2006 from the BankBoston acquisitions.

Banco Itau earned BRL178 million after taxes in the fourth
quarter of 2006 from the sale of the brand name of local credit
card issuer Credicard to Citigroup, BNamericas notes, citing Mr.
Carvalho.

BNamericas emphasizes that Banco Itau's recurring income in the
fourth quarter 2006 increased 14.2% to BRL1.63 billion, compared
with the same quarter in 2005.  Return on equity in the fourth
quarter 2006 dropped to 28.8%, from 37.0% in the fourth quarter
2005 and 32.5% in the third quarter 2006.

The report says that including the BankBoston write-off, fourth
quarter 2006 earnings decreased 10.2% on the fourth quarter
2005.  Return on equity declined to 22.6%.

BNamericas emphasizes that Banco Itau's total lending, including
BankBoston Brazil operations, increased 38.2% to BRL93.6 billion
in 2006.  Retail lending grew 42.2% to BRL40.5 billion, while
commercial lending rose 36.0% BRL47.3 billion.

Banco Itau's vehicle-financing operations increased 64.7% to
BRL18.0 billion in 2006, according to BNamericas.  The bank's
personal loans grew 28.7% to BRL13.3 billion, while credit card
operations rose 27.3% to BRL9.19 billion.

The report underscores that Banco Itau's loans to small and
medium-sized enterprises and microenterprises increased 59.9% to
BRL20.4 billion, compared to 2005.  Meanwhile, loans to large
corporations rose 22.1% to BRL26.8 billion.

Lending -- excluding BankBoston BankBoston Brazil -- increased
24.7% to BRL84.5 billion.  Retail lending grew 37.5% to BRL39.2
billion, while commercial lending rose 15.9% to BRL40.3 billion.
Banco Itau's loan-loss provision increased 80.9% to BRL7.43
billion in 2006, the report says.

Banco Itau Chief Executive Officer Roberto Setubal told
BNamericas that the non-performing loan (NPL) ratio for loans
overdue more than 60 days increased to 5.3% from roughly 4% in
2005.  The NPL ratio came to 8.3% for retail loans and 2.2% for
commercial loans.

Mr. Setubal commented to BNamericas, "The NPL ratio became
considerably worse with our change in the mix of products and
customers, but for 2007 we expect a slight reduction in the
default rate.  We've also become more selective in the process
of granting loans."

Banco Itau is considering expanding in the payroll and
retirement loan segment, BNamericas says, citing Mr. Setubal.

When asked by BNamericas on whether Banco Itau was interested in
acquiring Banco BMG, Mr. Setubal said, "If they want to sell, we
have right of first refusal."

Mr. Setubal told BNamericas that Banco Itau will make a record
amount available for home loans in 2007, attending to growing
demand.

Mr. Setubal commented to BNamericas, "Our home loan portfolio is
still small, a bit more than BRL2.000 billion.  Even if it grows
30, 40 or 50%, it's starting from a small base."

Banco Itau's home loan portfolio could reach up to BRL30.0
billion in the next 5-10 years, BNamericas says, citing Mr.
Setubal.

Banco Itau's total assets increased 37.6% to BRL210 billion in
2006, compared with 2005, BNamericas states.

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

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Feb. 12, 2007, Fitch changed the outlook of these ratings of
Banco Itau Holding Financiera SA:

   -- foreign currency IDR at 'BB+'; outlook to positive from
      stable;

   -- local currency IDR at 'BBB-'; outlook to positive
      from stable; and

   -- national Long-term rating at 'AA+(bra)'; outlook to
      positive from stable.


BANCO ITAU: Itautec Reports BRL50 Million Net Profits in 2006
-------------------------------------------------------------
Itautec, Banco Itau Holding Financiera SA's division that makes
personal computers, said in a statement that its net profits
increased 7.66% to BRL50 million in 2006, compared to BRL46.5
million in 2005.

Business News Americas relates that Itautec's gross revenues
rose to BRL1.64 billion in 2006, compared to BRL1.69 billion in
2005.

Itautec's operating expenses declined 7.8% to BRL251 million in
2006, from 2005, BNamericas notes.

Itautec's Ebitda was BRL69.9 million in 2006.  Its Ebitda margin
was 4.8%, BNamericas states.

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

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Feb. 12, 2007, Fitch changed the outlook of these ratings of
Banco Itau Holding Financiera SA:

   -- foreign currency IDR at 'BB+'; outlook to positive from
      stable;

   -- local currency IDR at 'BBB-'; outlook to positive
      from stable; and

   -- national Long-term rating at 'AA+(bra)'; outlook to
      positive from stable.


COMPANHIA DE SANEAMENTO: Prioritizing River Tiete Cleanup
---------------------------------------------------------
Companhia de Saneamento Basico do Estado de Sao Paulo President
Gesner de Oliveira told local paper Gazeta Mercantil that the
firm's priorities in the first half of 2007 include the cleanup
of the river Tiete.

Business News Americas relates that Tiete is one of the most
polluted waterways in Brazil.  It receives a high amount of
untreated sewage from the slums lining the riverbanks.

The cleanup of the river started in 2002 and will conclude in
July 2007.

Mr. de Oliveira told BNamericas that in the second stage of the
project, about US$400 million was invested in:

          -- construction of 960 kilometers of a new wastewater
             collection network,

          -- connection of 290,000 homes to the system,

          -- construction of 110 kilometers of main collection
             pipelines, and

          -- construction of 65 pumping stations.

"Another priority will be the integrated work with the councils,
with society and other government organizations on slum
urbanization programs and tributary recuperation," Mr. de
Oliveira told BNamericas.

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

                        *    *    *

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


PETROLEO BRASILEIRO: Earns BRL25.9 Million in 2006 Fiscal Year
--------------------------------------------------------------
Petroleo Brasileiro SA aka Petrobras announced its fourth
quarter and full year 2006 financial and operational results.

In 2006, Petrobras had a net profit of BRL25.9 billion,
surpassing the record achieved in 2005 due, mainly, to increased
oil and byproduct production and, also, because of the domestic
and foreign market price levels.  This result was the biggest
profit growth (in dollars) among the sector' s major
corporations.  In this regard, the BRL5.2-billion fourth quarter
net profit reflected the commodity's variations in the
international market, which decreased 14%, on average, compared
to the third quarter.  The BRL52.1-billion EBITDA secured
resources for investments, improved the financial profile, and
ensured dividend payment.  Thus, the Board of Directors proposed
total dividends of BRL7.9 billion to the General Shareholder
Assembly (scheduled to be held on April 2).  This total includes
BRL6.4 billion in interest on self-owned capital, of which
BRL4.4 billion were made available on Jan. 15, 2007.

Investments prioritize production capacity -- Of the BRL33.7
billion that were invested (31% more than in 2005), BRL15.3
billion (45% of the total) were used to boost domestic
production capacity.  The company's internationalization
strategy led to a 127% increase in the investments made in the
International area, the highlight of which was the acquisition
of the Pasadena refinery, for US$370 million.

                         Sales rise

The sales volume in the domestic market was 3% above 2005's
mark, particularly as a result of the larger volumes of gasoline
(+7%), naphtha (+5%), and natural gas (+7%) sales.  Overseas,
exports grew 11%, and international sales spiked 31%, due,
mainly, to the heightened offshore operations (the objective of
which is to seize trade opportunities abroad) and to the
inclusion of the sales made by companies that were purchased
during 2006.  This rise wasn't even bigger because of the
reduced sales in Venezuela, due to the declining production in
Angola, and because the main fields on the Gulf of Mexico were
shut down after hurricanes Rita and Katrina.

                 Lifting and Refining Costs

In Brazil, the unit lifting cost, not including government
participations, rose 15% in Dollars compared to 2005.  This was
caused by the higher drill expenses (tied to international
quotes) and staff (hiring and Collective Labor Agreement), as
well as by the FPSO -- Capixaba and the P-34 kicking their
operations off, with higher initial unit costs that are
partially offset by the higher oil & gas lifting rates.
Figuring government participation in, lifting costs rose 20%
since, in addition to the higher operation costs, government
participations keep up with the international oil quotes.
Increased productivity and a few fields going online also raised
royalties and special participations.  Internationally, lifting
costs surged 16% in 2006 because of the cost inflation and of
the higher costs in Argentina and Angola.

The unit refining cost grew 21% in Brazil, in Dollars (8% in
Reais) due to the greater complexity that resulted from the
investments made to process heavy oil and to improve fuel
quality, in addition to the higher labor costs derived from the
Collective Labor Agreement.  Abroad, the average international
refining cost surged 33% due to the inclusion of the Pasadena
Refinery.  If this unit's costs were not figured, the  increase
would be 16% due to the operations in Argentina.

Another positive year for Petrobras in the stock market was an
excellent year for Petrobras' stocks.   In spite of oil quote
volatility, the ordinary stocks valued 32%, while the preferred
ones rose 34%, in line with Ibovespa's performance (+33%).  In
New York, due to the influence of the exchange rate, Petrobras'
ADRs performed even better, topping at 44.51% (ordinary) and
44.10% (preferred).  Petrobras closed the year as the most
negotiated non-American company at the New York Stock Exchange.
The total financial result registered by its ADRs was the
highest among foreign companies.  In late 2006, Petrobras'
market value topped at BRL230 billion, 33% more than last year's
mark.  In December, Petrobras reached a monthly average of
BRL103 billion, an unprecedented achievement that ranks it among
the world's most valuable corporations.

               New Decrease in Indebtedness

In spite of its major investments, Petrobras' net indebtedness
decreased to BRL18.8 billion, 24% less than in late 2005,
because of the strong operational cash flow and due to the
appreciation of the Real, considering that 75% of the company's
long -term debt is indexed based on the Dollar.

As Brazil's biggest taxpayer, Petrobras paid BRL50.9 billion in
taxes, fees and social contributions, 11% more than in 2005, and
BRL16.1 billion in participations and royalties, up 17% from
last year and adding up to BRL67.1 billion, a 13% increase.
Petrobras' contribution increased 6% abroad, to BRL3.8 billion.
Government participations in Brazil grew 17%, a reflex of the
higher reference price.  Government participations surged 67%
abroad, particularly as a result of regulation changes made in
Venezuela and Bolivia.

                  About Petroleo Brasileiro

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp
-- was founded in 1953.  The company explores, produces,
refines, transports, markets, distributes oil and natural gas
and power to various wholesale customers and retail distributors
in Brazil.

Petrobras has operations in China, India, Japan, and Singapore.

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

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

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

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


PETROLEO BRASILEIRO: Sees No Impact on NatGas Deal, Analyst Says
----------------------------------------------------------------
The price increase of Bolivian natural gas won't raise any
impact on Petroleo Brasileiro SA aka Petrobras, analysts quoted
by Bernd Radowitz at Dow Jones Newswire.

Citing oil analyst Marc McCarthy, Dow Jones relates that
Petrobras was able to keep gas prices the same.  The agreement
resulted to a face-saving deal for Bolivian President Evo
Morales.  Mr. Morales encountered various protests across
Bolivia and the deal might help convince political opposition
that he is able to secure better deals for Bolivian resources
abroad.

As reported in the Troubled Company Reporter-Latin America on
Feb. 16, 2007, Mr. Morales and Brazilian President Luiz Inacio
Lula da Silva reached an agreement regarding the price Petrobras
will pay for Bolivia's natural gas but didn't disclosed how much
prices would go up.  The Brazilian stated its spending could be
up 3.5% to 4% from last year, while the Bolivians expected an
extra US$144 million revenues this year.

According to Banco Safra oil analyst Victor Martins, those
amounts are insignificant for Petrobras even if Bolivians'
expectations were right.

Dow Jones reports that while the gas price amount is still
unclear, it appears that it would fall well short of the US$5
per million British thermal units, or mBTUs, a fair price that
Mr. Morales hoped for.  Petrobras reportedly pays US$3.75 per
mBTU in Bolivia.

Georgetown University Brazilianist Bryan McCann considered the
negotiation as very advantageous for Bolivia, which includes a
steep hike of gas price supplied to a thermoelectric power plant
in the western Brazilian city of Cuiaba, to US$4.20 per million
BTU from US$1.09, Dow Jones relates.

Dow Jones adds that Bolivia supplies about 1 million cubic meter
of gas per day to the Cuiaba plant, compared to sales of about
24 mcm/d to Petrobras.

                  About Petroleo Brasileiro

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp
-- was founded in 1953.  The company explores, produces,
refines, transports, markets, distributes oil and natural gas
and power to various wholesale customers and retail distributors
in Brazil.

Petrobras has operations in China, India, Japan, and Singapore.

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

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

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

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


PETROLEO BRASILEIRO: Will Launch Four Oil Rigs This Year
--------------------------------------------------------
A manager of Brazil's state-owned oil firm Petroleo Brasileiro
SA told Dow Jones Newswires that the firm will launch two oil
rigs in May, and two other large platforms in September.

According to Dow Jones, the four rigs will have a combined
production capacity of 480,000 barrels of oil daily.

Eduardo Molinari, Petroleo Brasileiro's coordinator for strategy
and portfolio management of exploration and production, said in
a Web cast that a small platform that will produce 20,000
barrels per day from the Piranema field off the coast of
northeastern Sergipe will be on stream in May.

Petroleo Brasileiro initially planned to launch the Piranema rig
in April, the report says.

Dow Jones underscores that Petroleo will begin by the end of May
production at its floating production storage and offloading
Cidade de Vitoria platform, which is expected to add 100,000
barrels per day to production from the Golfinho light oil field.

Petroleo Brasileiro will bring the P-52 and P-54 new rigs on
stream in September.  The rigs will each have a capacity to pump
180,000 barrels of oil per day from the Roncador field, Mr.
Molinari told Dow Jones.

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp
-- was founded in 1953.  The company explores, produces,
refines, transports, markets, distributes oil and natural gas
and power to various wholesale customers and retail distributors
in Brazil.

Petrobras has operations in China, India, Japan, and Singapore.

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

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

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

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


ZIM CORP: Posts US$507,117 Net Loss in Quarter Ended December 31
----------------------------------------------------------------
ZIM Corporation reported a US$507,117 net loss on US$517,969 of
revenues for the third quarter of fiscal 2007 ended
Dec. 31, 2006, compared with a US$2.4 million net loss on
US$789,844 of revenues for the same period ended Dec. 31, 2005.

The decrease in revenues is primarily attributable to the
decline in revenues from the company's SMS aggregation services
caused by the continued saturation of the aggregation market.

"Consistent with prior quarters, our revenues continued to
decrease as a direct result of our decision to move away from
the low margin SMS aggregation services market.  We continue to
be encouraged with the opportunities available to ZIM within the
Internet TV industry." said ZIM president and chief executive
officer, Michael Cowpland.

At Dec. 31, 2006, the company's balance sheet showed US$1.5
million in total assets, US$939,256 in total liabilities, and
US$567,151 in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Dec. 31, 2006, are available
for free at http://researcharchives.com/t/s?19f5

ZIM had cash of US$342,973 as at Dec. 31, 2006, with no
outstanding amounts due to shareholders or financial
institutions.

                     Going Concern Doubt

As reported in the Troubled Company Reporter on July 5, 2006,
Raymond Chabot Grant Thornton LLP expressed substantial doubt
about ZIM Corporation's ability to continue as a going concern
after auditing the company's financial statements for the fiscal
years ended March 31, 2006, and 2005.  The auditing firm pointed
to the company's net loss of US$3,388,493 for the year and
negative cash flows from operations during each of the last five
years.

                    About ZIM Corporation

Ottawa, Canada-based ZIM Corporation (OTCBB: ZIMCF) --
http://www.zim.biz/ -- is a mobile entertainment and Internet
TV service provider.  Through its global infrastructure, ZIM
provides publishing and licensing services for market-leading
mobile content and for peer-to-peer Internet TV broadcasting.
The company has offices in Brazil and London.




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


CCP ALLIED: Final Shareholders Meeting Is Set for March 9
---------------------------------------------------------
CCP Allied, LDC, will hold its final shareholders meeting on
March 9, 2007, at 9:00 a.m., at the company's registered office.

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Ltd.
          Walker House, 87 Mary Street
          P.O. Box 908
          Grand Cayman KY1-9002
          Cayman Islands


KEYNES LEVERAGED: Final Shareholders Meeting Is Set for March 9
---------------------------------------------------------------
The Keynes Leveraged Fund, Ltd., will hold its final
shareholders meeting on March 9, 2007, at 9:00 a.m., at:

          Harbour Place, 4th Floor
          George Town, Grand Cayman
          Cayman Islands

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

          John Sutlic
          Thiry Gordon
          Close Brothers (Cayman) Ltd.
          Fourth Floor, Harbour Place
          P.O. Box 1034
          George Town, Grand Cayman
          Cayman Islands
          Telephone: (345) 949 8455
          Fax: (345) 949 8499


KEYNES LEVERAGED MASTER: Final Shareholders Meeting on March 9
--------------------------------------------------------------
The Keynes Leveraged Master Fund, Ltd. will hold its final
shareholders meeting on March 9, 2007, at 9:00 a.m., at:

          Harbour Place, 4th Floor
          George Town, Grand Cayman
          Cayman Islands

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

          John Sutlic
          Thiry Gordon
          Close Brothers (Cayman) Ltd.
          Fourth Floor, Harbour Place
          P.O. Box 1034
          George Town, Grand Cayman
          Cayman Islands
          Telephone: (345) 949 8455
          Fax: (345) 949 8499


KEYNES MASTER: Final Shareholders Meeting Is Set for March 9
------------------------------------------------------------
The Keynes Master Fund, Ltd., will hold its final shareholders
meeting on March 9, 2007, at 9:00 a.m., at:

          Harbour Place, 4th Floor
          George Town, Grand Cayman
          Cayman Islands

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

          John Sutlic
          Thiry Gordon
          Close Brothers (Cayman) Limited
          Harbour Place, 4th Floor
          P.O. Box 1034
          George Town, Grand Cayman
          Cayman Islands
          Telephone: (345) 949 8455
          Fax: (345) 949 8499


MILLENNIUM GROWTH: Final Shareholders Meeting Is Set for March 9
----------------------------------------------------------------
Millennium Growth Fund will hold its final shareholders meeting
on March 9, 2007, at 10:00 a.m., at the registered office of the
company.

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

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


OECHSLE NIPPON: Final Shareholders Meeting Is Set for March 9
-------------------------------------------------------------
Oechsle Nippon Offshore Fund, Ltd., will hold its final
shareholders meeting on March 9, 2007, at 10:00 a.m., at:

          Queensgate House, South Church Street
          Grand Cayman, Cayman Islands

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

          Ogier
          Attention: Andrew Moreshouse
          Telephone: (345) 949 9876
          Fax: (345) 949 9877


PARMALAT SPA: Inks EUR25-Mil. Settlement with Popolare di Milano
----------------------------------------------------------------
Parmalat S.p.A. and Banca Popolare di Milano reached a
settlement agreement on Feb. 2, in relation to revocatory
actions against BPM and Cassa di Risparmio di Alessandria; to an
action for damages against Banca Akros; and to Banca Akros'
opposition to Parmalat's list of creditors.

All actions have been settled through two contracts.

                       First Contract

BPM, also on behalf of Cassa di Risparmio di Alessandria, has
agreed to pay Parmalat a total of EUR25 million in relation to
revocatory actions brought by Parmalat, also adjusted by EUR34
million in relation to transactions that were subsequently found
not to have been honored.

Further, BPM and Cassa di Risparmio di Alessandria have
renounced their right to be included in Parmalat's list of
creditors for an equivalent of the amount repaid under the
settlement of revocatory actions and have also forgone the
possibility of requesting any future admission to the list of
creditors of Parmalat and of other companies in the Parmalat
Group.

                       Second Contract

Banca Akros has agreed to forego its opposition to Parmalat's
list of creditors in return for Parmalat ceasing to pursue its
action for damages against Banca Akros.  This settlement covers
only Banca Akros' alleged share of responsibility for the
transactions that are subject to Parmalat's action for damages.

Both Parmalat and BPM express their satisfaction at the reaching
of the agreement.

                          About BPM

Headquartered in Milan, Italy, Banca Popolare di Milano --
http://www.bpm.it/-- offers cooperative banking services
through its private banking division, business services
division, home banking services division and its foreign banking
services division.  Its subsidiaries include banking groups,
such as Banca di Legnano, Banca Akros and Cassa di Risparmio di
Alessandria; finance groups, including BPM Fund Management Ltd,
Bipiemme Gestioni SGR SpA, BPM Ireland and We@service SpA, and
other companies specializing in insurance.

                        About Parmalat

Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months.  It also has 40-
some brand product line, which includes yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.

The Company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than
US$200 million in assets and debts.  The U.S. Debtors emerged
from bankruptcy on April 13, 2005.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases.  The Parma Court has declared the units
insolvent.

On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.

Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd.  Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A.  The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands.  Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases.  On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York.  In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators.  Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.

The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases.


PARMALAT SPA: Milan Prosecutors Want Trial for Five Banks
---------------------------------------------------------
Three Milan prosecutors have asked a judge in Italy to commence
trial against five banks and 13 individuals on market rigging
charges related to the collapse of Parmalat S.p.A., Sabrina
Cohen writes for the Wall Street Journal.

WSJ relays, citing a judicial source, those facing trial are:

   -- Citigroup Inc.,
   -- UBS AG,
   -- Morgan Stanley,
   -- Deutsche Bank AG,
   -- Nextra, and
   -- 13 individuals related to the banks.

The prosecutors told the judge that Parmalat's case "is not just
a trial regarding the bankruptcy of a company but also about the
abuse of corporate bonds."

The prosecutors added that though Parmalat has EUR4.5 billion in
market capital, it failed to repay a EUR150-million bond,
alleging that the banks released false information regarding the
bonds and were acting in concert with Parmalat's former
management, WSJ relays.

Public prosecutors are pursuing a number of local and foreign
banks for alleged corruption that caused Parmalat's EUR14
billion collapse in December 2003.

A Citigroup spokeswoman told WSJ that the bank "is itself a
victim of the Parmalat fraud and we look forward to responding
to these baseless allegations."

                       About Parmalat

Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months.  It also has 40-
some brand product line, which includes yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.

The Company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than
US$200 million in assets and debts.  The U.S. Debtors emerged
from bankruptcy on April 13, 2005.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases.  The Parma Court has declared the units
insolvent.

On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.

Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd.  Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A.  The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands.  Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases.  On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York.  In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators.  Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.

The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases.


PARMALAT SPA: Sells Soccer Club to Tommaso Ghirardi for EUR30MM
---------------------------------------------------------------
Parmalat S.p.A. has sold soccer club Parma AC to a consortium
led by Tommaso Ghirardi for EUR30 million, Reuters says.

Previously, Parmalat called for non-binding offers indicating
how much capital potential buyers are willing to inject to
"reinforce the team's financial structure and guarantee its
competitiveness."  Parmalat set an initial price of EUR4
million.

The Italian Ministry for Economic Development has approved the
sale, which transfers the club's ownership from Parmalat to the
consortium of Mr. Ghirardi, Angelo Meneghini and Banca Monte di
Parma.  Parma AC has been in temporary administration since
Parmalat's multi-billion euro collapse in December 2003.

"We believe in the sport and we believe we can operate well,"
Mr. Ghirardi told the Associated Press.  "We're not just passing
by.  We want to give a lot to Parma and Italian soccer."

Two-time UEFA Cup champion Parma AC is currently third from
bottom in the Series A division with 15 points.  The team is
trying to avoid relegation by not landing at the bottom three.

                       About Parmalat

Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months.  It also has 40-
some brand product line, which includes yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.

The Company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than
US$200 million in assets and debts.  The U.S. Debtors emerged
from bankruptcy on April 13, 2005.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases.  The Parma Court has declared the units
insolvent.

On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.

Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd.  Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A.  The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands.  Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases.  On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York.  In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators.  Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.

The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases.


PERENNIAL INVESTMENTS: Sets Final Shareholders Meeting on Mar. 9
----------------------------------------------------------------
Perennial Investments Corp. will hold its final shareholders
meeting on March 9, 2007, at 9:30 a.m., at the registered office
of the company.

These agendas will be followed during the meeting:

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

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

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

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

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited
          Walker House, 87 Mary Street
          P.O. Box 908
          Grand Cayman KY1-9002
          Cayman Islands


REFLECTIONS LTD: Proofs of Claim Must be Filed by March 11
----------------------------------------------------------
Creditors of Reflections, Ltd., which is being voluntarily wound
up, are required to present proofs of claim by March 11, 2007,
to MBT Trustees Limited, the company's liquidator.

Creditors are required to present proofs of claim personally or
through their solicitors at the time and place that the
liquidator specified.  Failure to present claims would mean
exclusion from the benefit of any distribution that the company
will make.

The liquidators can be reached at:

           MBT (Trustees) Ltd.
           Attention: Cherrie Graham
           P.O. Box 30622
           Grand Cayman KY1-1203
           Cayman Islands
           Telephone: 945-8859
           Fax: 949-9793/4




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


BRIGHTPOINT INC: Secures US$165 Mil. Revolving Credit Facility
--------------------------------------------------------------
Brightpoint Inc. has secured a new global US$165 million five-
year senior secured revolving credit facility from a consortium
of nine major U.S. and international lenders led by Banc of
America Securities LLC, as lead arranger.  The revolving credit
facility allows for expansion of up to US$240 million.  This new
credit facility replaces Brightpoint's existing US$70 million
North American asset based credit facility and $50 million
Australian Dollar (approximately US$39 million) asset based
credit facility in Australia.

"This new revolving credit facility will allow Brightpoint
flexible access to capital throughout its entire global
footprint," said Anthony W. Boor, Executive Vice President,
Chief Financial Officer and Treasurer, Brightpoint Inc.

Headquartered in Plainfield, Indiana, Brightpoint, Inc. (NASDAQ:
CELL) -- http://www.brightpoint.com/-- engages in the
distribution of wireless devices and accessories, as well as
provision of customized logistic services to the wireless
industry.  The company primarily operates in Australia,
Colombia, Finland, Germany, India, New Zealand, Norway, the
Philippines, the Slovak Republic, Sweden, United Arab Emirates
and the United States.  The Company's customers include mobile
operators, mobile virtual network operators, resellers,
retailers and wireless equipment manufacturers.  Brightpoint was
incorporated in 1989 under the name Wholesale Cellular USA, Inc.
and changed its name to Brightpoint Inc. in 1995.

                        *    *    *

On April 12, 2006, Standard & Poor's placed the company's long-
term local and foreign issuer credit ratings at BB- with a
stable outlook.




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


* COSTA RICA: Venezuela May Shut Down Alcasa Due to Conflict
------------------------------------------------------------
Published reports say that Venezuelan President Hugo Chavez may
close down Alunasa, a Costa Rican unit of the nation's state
heavy industry holding CVG, due to differences with Oscar Arias,
his Costa Rican counterpart.

According to the reports, President Arias said that the special
powers granted to President Chavez were "the antithesis of
democracy."  The statement has upset the Venezuelan leader.

Business News Americas relates that on Feb. 4, Venezuela's
national assembly granted President Chavez the power to rule by
decree in a wide range of areas.

Due to President Arias' statement, President Chavez then
allegedly decided to transfer Alunasa to another nation in
Central America.  He also ordered the immediate suspension of
his country's aluminum shipments to Costa Rica, BNamericas
notes.

Reports say that the presidential press office in Costa Ricahas
not yet received any official communication.

Meanwhile, workers in Alunasa sent a letter to Arias expressing
their concern on the firm's shutdown, BNamericas states.

                        *    *    *

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


* COSTA RICA: Will Launch Tender for Construction of New Lines
--------------------------------------------------------------
Costa Rican state-owned firm Instituto Costarricense de
Electricidad said in a statement that it will launch in March a
tender for an equipment provider for its planned 1.3 million
lines.

According to Instituto Costarricense's statement, the firm will
add the lines using a third generation mobile network standard.

Business News Americas relates that the network will allow
Instituto Costarricense to offer mobile data services.  It will
also be used in addition to the firm's current time division
multiple access and GSM networks.  Ericsson and Alcatel provided
the telecoms equipment for the existing networks.

Instituto Costarricense expects to be able to begin offering
services through the network at the end of this year, BNamericas
notes.

Instituto Costarricense told BNamericas that it also launched a
wireless local loop network in the rural area to provide
wireless Internet and rural telephony.  The network required
investment of CRC45 million.

                        *    *    *

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




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


* CUBA: Worries on Power Cable & Steel Theft from Towers
--------------------------------------------------------
Cuban power authorities are worried on the theft of power cables
and steel from high-tension towers as it resulted to significant
economic losses, Agence France-Presse reports.

Daily news Granma relates that theft of galvanized steel
affected over 2,000 towers in 2006 when about 36 kilometers of
cable were stolen.

Grandma daily relates that technical, administrative and legal
measures applied have not stopped the stealing of the cables and
steel.

Cuba is suffering significant economic and social damage because
of the theft, Granma states.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Dec. 18, 2006, Moody's Investors Service said that Cuba's Caa1
foreign-currency issuer rating reflects the debt moratorium that
has been in place for more than 15 years, leading to the
accumulation of principal and interest arrears.

Moody's assigned these ratings on Cuba:

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




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


PETROLEOS DE VENEZUELA: Building Dominican Distribution Complex
---------------------------------------------------------------
Venezuelan state-run oil firm Petroleos de Venezuela SA will
construct an expanded fuel storage and distribution complex in
Dominica, news agency Agencia Bolivariana de Noticias reports.

According to Agencia Bolivariana, the complex is part of the
Petrocaribe energy cooperation pact.

Business News Americas relates that the project will resolve
insufficient storage and transportation that is hindering
Petrocaribe.

The expansion will build on the Belfast river facility, which
can store up to 5,000 barrels of diesel, BNamericas states.

Petroleos de Venezuela SA -- http://www.pdv.com/--
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.  The company has a commercial office in China.

                        *    *    *

Standard & Poor's said on July 17, 2006, that it may lower the
company's B+ foreign-currency debt rating in part because of the
absence of timely financial and operating information.




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


COMPLETE RETREATS: Ct. OKs Sale of Dominican Assets for US$940K
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut gave
Complete Retreats LLC and its debtor-affiliates authority to
sell their real property in Casa de Campo in the Dominican
Republic to William and Birdie Levine for US$940,000, free and
clear of all liens, claims, and encumbrances.

The Dominican Republic Property, which happens to be owned by
Debtor DR Cerezas LLC, spans 7.5 acres and contains a 2,810
square foot home with four bedrooms, four full bathrooms, and
one swimming pool.

The Dominican Republic Property is not popular among the
Debtors' members, is not necessary for the Debtors' operations,
and is not part of the global sale of assets to Ultimate Resort,
LLC, Jeffrey K. Daman, Esq., at Dechert LLP, in Hartford,
Connecticut, avers.  The Proposed Sale will, therefore, maximize
the Property's value for the benefit of the Debtors' estates and
creditors, Mr. Daman says.  The Debtors do not believe any
higher and better offers for the Property will surface.

The only party currently holding a lien on the Dominican
Republic Property is postpetition lender Ableco Finance, LLC,
Mr. Daman informs the Court.  The Debtors believe that Ableco
has consented, or will consent, to the Proposed Sale.

The Debtors anticipate closing the sale of the Dominican
Republic Property in early February.

The Debtors also sought the Court's permission to pay real
estate advisor CIT Capital USA, Inc., a 7% transaction fee equal
to US$65,800 for its substantial marketing efforts to sell the
Dominican Republic Property.  From the Transaction Fee, CIT will
pay local broker Luci Morales Troncoso US$47,000, Mr. Daman
relates.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors
in their restructuring efforts.  Michael J. Reilly, Esq., at
Bingham McCutchen LP, in Hartford, Connecticut, serves as
counsel to the Official Committee of Unsecured Creditors.  No
estimated assets have been listed in the Debtors' schedules,
however, the Debtors disclosed US$308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 21; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).

As reported in the Troubled Company Reporter on Feb. 19, 2007,
the Court further extended the Debtors' exclusive periods to
file a plan of reorganization through and including
April 19, 2007, and solicit votes on that plan through and
including June 18, 2007.


COMPLETE RETREATS: Grand Summit Property Sale for US$260K Okayed
----------------------------------------------------------------
The Honorable Alan H.W. Shiff of the U.S. Bankruptcy Court for
the District of Connecticut authorized Complete Retreats LLC and
its debtor-affiliates to sell their real property located at the
Grand Summit Resort Hotel in Park City, Utah, to Jerry and
Carolyn Holleran for US$260,000, free and clear of all liens,
claims, and encumbrances.

Private Retreats Summit, LLC, owns a fractional interest in
the Grand Summit Property.  The Debtors' fractional interest in
the Grand Summit Property provides them with access to a 2,000
square foot, three-bedroom, and three-bathroom unit at the Grand
Summit Resort Hotel.  The Grand Summit Resort Hotel is located
at the lower base of The Canyons Ski Resort and has skiing,
golfing, and spa facilities.

On Jan. 2, 2007, the Debtors entered into an agreement to sell
the Grand Summit Property to Jerry and Carolyn Holleran,
pursuant to which the Hollerans agree to purchase the Property
for US$260,000.

The Hollerans have provided the Debtors with a US$5,000 deposit,
according to Jeffrey K. Daman, Esq., at Dechert LLP, in
Hartford, Connecticut, informs the Court.  The Hollerans will
pay the remaining US$255,000 at the closing of the Sale.

According to Mr. Daman, the Grand Summit Property is not popular
among the Debtors' members.  Moreover, the Property is not
necessary for the Debtors' operations, and is not part of the
global sale of assets to Ultimate Resort, LLC.

The only party currently holding a lien on the Grand Summit
Property is Ableco Finance, LLC, Mr. Daman says.  The Debtors
believe that Ableco has consented, or will consent, to the
proposed Sale.

The Debtors' had sought Court approval to pay CIT Capital USA,
Inc., a 7% Transaction Fee equal to US$18,200 for CIT's efforts
in marketing the Property.  From the Transaction Fee, CIT will
pay The Canyons Resort Realty, a local broker, US$13,000.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors
in their restructuring efforts.  Michael J. Reilly, Esq., at
Bingham McCutchen LP, in Hartford, Connecticut, serves as
counsel to the Official Committee of Unsecured Creditors.  No
estimated assets have been listed in the Debtors' schedules,
however, the Debtors disclosed US$308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 21; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).

As reported in the Troubled Company Reporter on Feb. 19, 2007,
the Court further extended the Debtors' exclusive periods to
file a plan of reorganization through and including
April 19, 2007, and solicit votes on that plan through and
including June 18, 2007.


COMPLETE RETREATS: Court Approves Intagio Settlement Agreement
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut
approved, in its entirety, a settlement agreement resolving,
among others, Intagio Corp.'s US$1,754,122 claim against
Complete Retreats LLC and its debtor-affiliates, and Ultimate
Resort LLC.

As reported in the Troubled Company Reporter on Jan. 25, 2007,
Intagio had strongly disagreed with the Court's basis on
overruling its objection to the Debtors' request to sell
substantially all of their assets.  Consequently, Intagio had
indicated to the Debtors and Ultimate Resort LLC that it
intended to appeal the Sale Order.

Subsequent to the Sale Hearing, the Debtors, Ultimate and
Intagio, with the assistance of counsel for the Official
Committee of Unsecured Creditors, entered into negotiations for
purposes of settling all outstanding disputes between them with
respect to the Sale, Joel H. Levitin, Esq., at Dechert LLP, in
New York, told the Court, on the Debtors' behalf.

Intagio, Ultimate, and the Debtors have agreed to a settlement
that would obviate Intagio's need to appeal the Sale Order and
resolve all issues among the parties, Mr. Levitin informed the
Court.

                   Terms of the Settlement

The Intagio Settlement provides that Ultimate and Intagio will
enter into a membership agreement and a media contract.  Under
the Membership Agreement, Intagio will receive a Lifetime
Corporate Membership in Ultimate Resort ELITE, along with credit
redeemable to pay for four calendar years of annual fees.  Under
the Media Contract, Intagio will provide Ultimate with media
agency services.

A full-text copy of the Intagio Membership Agreement is
available for free at http://ResearchArchives.com/t/s?18e4

A full-text copy of the Intagio Media Contract is available for
free at http://ResearchArchives.com/t/s?18e5

The Debtors and Intagio further agreed that Claim No. 1752 for
US$1,754,122 will be reduced and allowed as an unsecured claim
for US$1,500,000, which will be the only claim Intagio will have
against the Debtors and their estates.  Intagio agreed to
withdraw Claim No.1349 for US$1,754,122.

Mr. Levitin asserted that the Intagio Settlement is appropriate
for these reasons:

   -- The significant cost and expense to be incurred by each
      party in the presence of material disputes of the law,
      facts and issues raised in Intagio's Objection, and the
      possibility of an appeal by Intagio;

   -- The future cost and expense to be borne by the Debtors'
      estates obviating the need to object to and litigate the
      nature and amount of Intagio's claim against the Debtors;
      and

   -- The delay and disruption in the administration of the
      bankruptcy estates.

Headquartered in Westport, Connecticut, Complete Retreats LLC
operates five-star hospitality and real estate management
businesses.  In addition to its mainline destination club
business, the Debtor also operates an air travel program for
destination club members, a villa business, luxury car rental
services, wine sales services, fine art sales program, and other
amenity programs for members.  Complete Retreats and its debtor-
affiliates filed for chapter 11 protection on July 23, 2006
(Bankr. D. Conn. Case No. 06-50245).  Nicholas H. Mancuso, Esq.
and Jeffrey K. Daman, Esq. at Dechert LLP represent the Debtors
in their restructuring efforts.  Michael J. Reilly, Esq., at
Bingham McCutchen LP, in Hartford, Connecticut, serves as
counsel to the Official Committee of Unsecured Creditors.  No
estimated assets have been listed in the Debtors' schedules,
however, the Debtors disclosed US$308,000,000 in total debts.
(Complete Retreats Bankruptcy News, Issue No. 21; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000).

As reported in the Troubled Company Reporter on Feb. 19, 2007,
the Court further extended the Debtors' exclusive periods to
file a plan of reorganization through and including
April 19, 2007, and solicit votes on that plan through and
including June 18, 2007.




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


PETROECUADOR: Petroproduccion Loses Over 2,000 Barrels of Crude
---------------------------------------------------------------
Ecuadorian state-run Petroecuador said in a statement that its
Petroproduccion subsidiary has lost over 2,000 barrels of crude
due to demonstrations by workers in oil service firms.

Business News Americas relates that service companies Julcosur
and Monet allegedly failed to pay workers, who then launched a
strike against the firms on Feb. 13.

Due to the strike, personnel were unable to enter
Petroproduccion's Sacha and Shushufindi fields in Amazon,
BNamericas notes.

Petroproduccion Vice President Oscar Garzon called for a series
of meetings between employees and company representatives to
resolve the situation, BNamericas states.

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


* ECUADOR: Former Oxy Fields to Produce 88,461 Barrels Daily
------------------------------------------------------------
Ecuadorian Energy Minister Alberto Acosta told reporters that
the country expects an average daily production of 88,461
barrels at the oil fields stripped from US firm Occidental
Petroleum Corp. aka Oxy, Reuters reports.

Production at the fields was previously estimated at 95,800
barrels per day, Reuters notes, citing Minister Acosta.

As reported in the Troubled Company Reporter-Latin America on
June 12, 2006, the Ecuadorian government revoked Oxy's contract
in May 2006 for transferring assets without informing the proper
authorities and for being involved in directional drilling.

Reuters underscores that that the fields' output averaged around
100,000 barrels per day before Petroecuador confiscated them.

Minister Acosta told reporters that Oxy was over-exploiting
fields in the Amazon jungle region.

Oxy has struggled with operational difficulties and red tape to
keep up production levels, Reuters states, citing some officials
of Ecuadorian state oil Petroecuador.  On Feb. 13, output at the
fields decreased to 85,594 barrels per day from 100,718 barrels
per day in May 2006.

Wilson Pastor, the manager of the Petroecuador unit operating
the fields, told Reuters that the firm's investment could be
decreased by up to 20% this year.

                        *    *    *

As reported on Jan. 25, 2007, Fitch Ratings downgraded the long-
term foreign currency Issuer Default Rating of Ecuador to 'CCC'
from 'B-', indicating that default is a real possibility in the
near term.

In addition, these ratings were downgraded:

   -- Uncollateralized foreign currency bonds to
      'CCC/RR4' from 'B-/RR4';

   -- Collateralized foreign currency Par and Discount
      Brady bonds to 'CCC+/RR3' from 'B/RR3'; and

   -- Short-term foreign currency IDR to 'C' from 'B'.

Fitch also affirmed the Country ceiling rating at 'B-'.


* ECUADOR: Venezuelan Loan Not Needed to Ease Liquidity Troubles
----------------------------------------------------------------
Ecuadorian Minister of Economy Ricardo Patino told El Universal
that the country doesn't need the US$1 billion loan from
Venezuela to help alleviate liquidity troubles in Ecuador.

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2007, Minister Patino said that Rodrigo Cabezas, his
Venezuelan counterpart, offered the nation a loan of up to US$1
billion with a top interest rate of 7% with no preemptive
conditions.

"We do not need it for the time being.  Whenever we require the
kind offer from Venezuela, we will make them know," Minister
Patino told Reuters.

                        *    *    *

As reported on Jan. 25, 2007, Fitch Ratings downgraded the long-
term foreign currency Issuer Default Rating of Ecuador to 'CCC'
from 'B-', indicating that default is a real possibility in the
near term.

In addition, these ratings were downgraded:

   -- Uncollateralized foreign currency bonds to
      'CCC/RR4' from 'B-/RR4';

   -- Collateralized foreign currency Par and Discount
      Brady bonds to 'CCC+/RR3' from 'B/RR3'; and

   -- Short-term foreign currency IDR to 'C' from 'B'.

Fitch also affirmed the Country ceiling rating at 'B-'.




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


AIR JAMAICA: Will Launch Montego-Curacao Sunday Flights
-------------------------------------------------------
Air Jamaica will launch Sunday flights between Montego Bay and
Curacao on March 11, the Jamaica Observer reports.

Air Jamaica said in a statement, "This is in direct response to
increased demand, especially from the local business community,
as well as travel agents in North America wishing to sell
Curacao through the Montego Bay hub."

Air Jamaica Chief Revenue Officer Tom Hill commented to The
Observer that he believed that the new service would complement
Air Jamaica's existing service and would make a more convenient
and efficient schedule for travelers.

Air Jamaica told The Observer that it will continue its Montego-
Curacao service every Tuesday and Thursday, with the Tuesday
return flight operating non-stop to Kingston.

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

                        *    *    *

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



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


ADVANCED MARKETING: Amends Wells Fargo DIP Loan Facility
--------------------------------------------------------
Advanced Marketing Services Inc. and its debtor-affiliates filed
with the Court on February 8 an amendment letter to the DIP Loan
Facility modifying certain terms and parts of the DIP Facility.

The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware has authorized the debtors, on an
interim basis, to access the DIP financing facility arranged by
Wells Fargo Foothill Inc. for a consortium of lenders.

The Senior Facility provides for a revolving line of credit up
to a maximum commitment level of US$90,000,000.

Among other things, the Debtors, Wells Fargo Foothill as agent
to the Debtors' DIP Lenders, and a consortium of lenders agree
to amend the definition of:

   (1) Qualified Transaction Timeline to mean the schedule of
       events by which the Qualified Transaction is to occur and
       be accomplished, specifically:

       (a) On or before 10 calendar days after the Petition
           Date, the Debtors will have filed in their bankruptcy
           Cases the Qualified Transaction Motion;

       (b) On or before 35 calendar days after the filing of the
           Qualified Transaction Motion, an order, in form and
           substance acceptable to Wells Fargo and each Lender,
           will be entered in the Debtors' bankruptcy cases
           approving the Qualified Transaction Procedures and
           also on or before 35 calendar days after the filing
           of the Qualified Transaction Motion, in the event the
           Qualified Transaction contemplates the sale or
           disposition of substantially all or a significant
           portion of the Debtors' assets, the Debtors will (i)
           designate a buyer as the "stalking horse" bidder for
           the purchase of the assets -- which will include an
           executed, definitive asset purchase agreement in form
           and substance acceptable to Wells Fargo and each
           Lender -- containing a minimum "stalking horse" bid,
           without contingencies other than approval of the bid
           or a higher and better bid by the Court; or (ii)
           schedule the other sale hearing or procedures as are
           acceptable to Wells Fargo and each Lender, on
           conditions approved by Wells Fargo and each Lender;

       (c) On or before 60 calendar days after the filing of the
           Qualified Transaction Motion, an order acceptable to
           Wells Fargo and each Lender will be entered in the
           Debtors' bankruptcy cases approving the Qualified
           Transaction Motion; and

       (d) On or before 75 calendar days after the filing of the
           Qualified Transaction Motion, Wells Fargo, for the
           benefit of the Lenders, will have received cash
           proceeds from the Qualified Transaction in an
           aggregate amount sufficient to indefeasibly pay all
           Obligations and all Senior Obligations in full;

   (2) Budget to mean the week-by-week Projections for the
       Debtors, delivered to Wells Fargo setting forth the
       Projected Information, in form and substance satisfactory
       to Wells Fargo; and

   (3) Maximum Revolver Amount to mean US$45,000,000, provided,
       however, that during the period commencing on the date of
       the entry of the Interim Financing Order through and
       including the date of entry of the Final Financing Order,
       the Maximum Revolver Amount will not exceed, as of the
       Friday of any week, the lesser of (i) US$45,000,000, or
       (ii) the amount set forth in the Budget as Loan
       Outstanding for that Friday.

A full-text copy of the amendment letter to the DIP Loan
Facility is available for free at:

   http://bankrupt.com/misc/advanced_DIPamendment.pdf

                  About Advanced Marketing

Based in San Diego, California, Advanced Marketing Services,
Inc. -- http://www.advmkt.com/-- provides customized
merchandising, wholesaling, distribution, and publishing
services, currently primarily to the book industry.  The company
has operations in the U.S., Mexico, the United Kingdom, and
Australia and employs approximately 1,200 people Worldwide.

The company and its two affiliates, Publishers Group
Incorporated and Publishers Group West Incorporated filed for
chapter 11 protection on Dec. 29, 2006 (Bankr. D. Del. Case Nos.
06-11480 through 06-11482).  Suzzanne S. Uhland, Esq., Austin K.
Barron, Esq., Alexandra B. Feldman, Esq., O'Melveny & Myers,
LLP, represent the Debtors as Lead Counsel.  Chun I. Jang, Esq.,
Mark D. Collins, Esq., and Paul Noble Heath, Esq., at Richards,
Layton & Finger, P.A., represent the Debtors as Local Counsel.
When the Debtors filed for protection from their creditors, they
listed estimated assets and debts of more than US$100 million.
The Debtors' exclusive period to file a chapter 11 plan expires
on April 28, 2007. (Advanced Marketing Bankruptcy News, Issue
No. 5; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


ARROW ELECTRONICS: Names John McMahon as Human Resources Sr. VP
---------------------------------------------------------------
Arrow Electronics, Inc., has appointed John P. McMahon as senior
vice president, Corporate Human Resources, effective March 12.

Mr. McMahon will have responsibility for Arrow's global human
resources function, including compensation, benefits, talent
management, professional development and human resources policy
for the company's nearly 12,000 employees worldwide.  He will be
a member of the company's Executive Committee, and report to
William E. Mitchell, Arrow chairman, president and chief
executive officer.

"We are delighted to welcome such a seasoned professional to
Arrow," Mr. Mitchell said.  "With 25 years of experience in
human resources, John will be instrumental in formulating and
implementing effective human resources policies and programs in
support of our employees and businesses worldwide.  John will
create a framework that supports Arrow's short- and long-term
growth and business strategy, which includes driving shared
leadership to the next level of success."

Prior to joining Arrow, Mr. McMahon served as senior vice
president and chief human resource officer at UMass Memorial
Health Care System, the largest health care system in Central
and Western Massachusetts.  He held the position of senior vice
president, Global Human Resources, at Fisher Scientific, a
division of Thermo Fisher Scientific that provides laboratory
equipment, chemicals, supplies and services, and at Terra Lycos,
S.A., a provider of telecommunications and Internet services
worldwide.  Earlier in his career, Mr. McMahon held leadership
roles in human resources at companies that included ITT
Corporation, a world leader in engineering and manufacturing,
and Raytheon Corporation, an industry leader in defense and
aerospace systems.

Mr. McMahon holds a Master of Science degree in human resource
management from Upsala College and a Bachelor of Science degree
from Mercy College.

                  About Arrow Electronics

Headquartered in Melville, New York, Arrow Electronics --
http://www.arrow.com/-- provides products, services and
solutions to industrial and commercial users of electronic
components and computer products.   Arrow serves as a supply
channel partner for nearly 600 suppliers and more than 130,000
original equipment manufacturers, contract manufacturers and
commercial customers through a global network of over 270
locations in 53 countries and territories.  In Latin America,
Arrow Electronics has operations in Argentina, Brazil
and Mexico.

                        *     *     *

Arrow Electronics carries Fitch's 'BB+' issuer default rating.
The Company's senior unsecured notes and senior unsecured bank
credit facility also carry Fitch's 'BB+' rating.  Fitch said the
rating outlook is positive.


GENERAL MOTORS: Collaborates with Colorado State on E85 Ethanol
---------------------------------------------------------------
General Motors Corp. and Governor Bill Ritter's Colorado E85
Coalition have announced plans for the addition of 40 new E85
ethanol-fueling locations to be opened throughout the state by
the end of 2007.  GM will promote the new fueling locations as
part of a broader, ongoing national GM campaign to boost the use
and awareness of ethanol-based E85 fuel in the United States.
The announcement was made at the State Capitol during an event
presided over by Colorado Governor Bill Ritter, GM executives,
and the U.S. Department of Energy.

"I commend General Motors, our retail partners, the Coalition,
and local organizations including the Colorado Corn Growers for
making alternative fuels more widely available to Colorado
drivers.  The Coalition's goal to increase alternative fuel
awareness and infrastructure statewide bring Coloradans more
options and reasons for choosing biofuels.  These are the
necessary steps to support new energy economies and decrease our
oil dependence," Gov. Ritter said.

Colorado's plans for adding an additional forty stations to the
existing 13 E85 fueling locations is significant since it is the
largest one-time announcement made by GM and any state partner
to-date.  Noteworthy to Colorado's efforts, and which other
states will benefit from, is how collaboration with state
government leadership is important to help ensure E85 ethanol
can be made more widely available to consumers at a time when
Underwriters Laboratories has temporarily suspended
authorization for manufacturers to use UL Markings on E85 fuel
dispensing devices. Working together, the Fire Marshals'
Association of Colorado, the Colorado Division of Oil and Public
Safety, the Colorado Division of Fire Safety and the Office of
Energy Management and Conservation were able to develop
appropriate guidelines for local jurisdictions to continue to
use E85 fuel dispensers until UL resumes listing fuel-dispensing
equipment.

"We appreciate the efforts of Governor Ritter and the OEMC to
support E85 ethanol and we commend the fire marshals for
developing a state-wide plan to continue to make this great fuel
alternative available in Colorado as UL progresses with testing
and certification," General Motors Vice President of Environment
and Energy Elizabeth Lowery said.

"At GM, we believe that the biofuel with the greatest potential
to displace petroleum-based fuels in the U.S. is ethanol and we
have made a major commitment to vehicles that can run on E85
ethanol-with over two million of our FlexFuel vehicles on the
road today and plans to expand production going forward.  We
will continue to work with government, organizations and
retailers to promote increased use and awareness of E85 ethanol
across the country."

As part of the partnership, GM will promote the availability of
the fuel with consumer and dealer outreach.  Local GM dealers
will help promote these new refueling stations whenever
customers purchase flex-fuel vehicles.  [Thi]s announcement is
part of a nationwide effort by GM to help grow the E85 ethanol
fueling station infrastructure.  Since May of 2005, GM has
announced partnerships in 12 states (South Dakota, California,
Texas, Illinois, Minnesota, Michigan, Indiana, Ohio,
Pennsylvania, Florida, New York, and Virginia) to locate more
than 200 E85 fueling pumps at stations around the country.

The goals of the Colorado E85 Coalition depend upon strategic
partnerships with key retailers like Pester Marketing and
Western Convenience.  These two retailers announced that they
are committed to respectively opening 12 and 10 E85 ethanol-as
well as some biodiesel-fueling sites this year.

Rich Spresser, Executive Vice President, Pester Marketing added,
"As the number of flex fuel vehicles on Colorado roads continues
to increase, Pester is pleased to be able to provide our
customers with convenience while supporting the use of cleaner
burning fuels, like E85 ethanol."

"Western Convenience is proud to offer its customers and the
many Colorado motorists greater access to E85 fuel," Western
Convenience Director of Operations Bob Van Meter said.  "Our 10
sites will make alternative fuels available across the state."

"The Department of Energy congratulates Governor Ritter's
Colorado E85 Coalition and General Motors in the formation of
this partnership to promote renewable biofuels for consumers at
more retail locations," the Department of Energy Principal
Deputy Assistant Secretary John Mizroch said.

"Recently, DOE awarded the Coalition nearly $400,000 for
increasing alternative fuel infrastructure development and usage
in Colorado.  All of these efforts will help our nation to wean
itself from its addiction to oil by providing consumers with
domestically grown and produced fuel choices like E85 ethanol."

GM's E85 partnership and marketing campaign are designed to
encourage greater E85 use and showcase GM's E85 FlexFuel vehicle
leadership to U.S. consumers.  E85 FlexFuel vehicles can run on
any combination of gasoline and/or E85, a fuel blend of 85%
ethanol and 15% gasoline.  E85 can contribute to energy
independence because it diversifies the source of transportation
fuels beyond petroleum, and it provides positive environmental
benefits in the form of reduced greenhouse gas emissions.

Currently, GM has more than 2 million E85 FlexFuel vehicles on
the road in all 50 states, and will produce more this year.  For
the 2007 model year, GM is offering 16 E85 ethanol-capable
vehicle models, with an annual production of more than 400,000
vehicles. This is more than any other manufacturer.

GM believes that developing alternative sources of energy and
propulsion is the key to mitigating many of the issues
surrounding energy availability.  Producing E85 FlexFuel
vehicles is one part of GM's strategy to help reduce the use of
petroleum and also reduce vehicle emissions.  GM's strategy also
includes improving the efficiency of the traditional internal
combustion engine with technologies available today; and
developing electrically driven vehicles such as hybrids, plug-in
hybrids, fuel cell vehicles, and electric vehicles.

                     About General Motors

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- is the
world's largest automaker and has been the global industry sales
leader since 1931.  Founded in 1908, GM employs about 284,000
people around the world.  It has manufacturing operations in
33 countries, including Mexico, and its vehicles are sold in 200
countries.  GM sells cars and trucks under these brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn and Vauxhall.

                        *     *     *

As reported in the Troubled Company Reporter on Dec. 15, 2006,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating and other ratings on General Motors Corp. and
removed them from CreditWatch with negative implications, where
they were placed March 29, 2006.  S&P said the outlook is
negative.

As reported in the Troubled Company Reporter on Nov. 14, 2006,
Moody's Investors Service assigned a Ba3, LGD1, 9% rating to the
proposed US$1.5 billion secured term loan of General Motors
Corp.  The term loan is expected to be secured by a first
priority perfected security interest in all of the US machinery
and equipment, and special tools of General Motors and Saturn
Corp.


KANSAS CITY: Mexican Unit to Invest US$380MM on Infrastructure
--------------------------------------------------------------
Kansas City Southern de Mexico S. de R.L. de C.V., Kansas City
Southern's Mexican subsidiary, told the Associated Press that it
will invest US$380 million on equipment and infrastructure.

The Mexican unit said in a news release that it will:

          -- lease 90 new locomotives valued at US$190 million,

          -- invest US$103 million on infrastructure upgrade
             in seven states, and

          -- lease US$7 million in new railcars and maintenance
             equipment.

Kansas City Southern de Mexico told AP that it will invest US$80
million for the construction of a new intermodal container-
handling terminal in the Lazaro Cardenas port.

"With this new intermodal terminal, the port of Lazaro Cardenas
will stand out as one of the most important logistics centers in
the world, and a more attractive Pacific port for exporters,"
Jose Zozaya, Kansas City Southern de Mexico's president,
commented to AP.

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

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Feb. 12, 2007, Standard & Poor's Ratings Services affirmed its
ratings on Kansas City Southern, including the 'B' corporate
credit rating, and removed the ratings from CreditWatch, where
they were placed Jan. 29, 2007.  The 'D' rating on the preferred
stock was not on CreditWatch.


RYERSON INC: Posts US$4.4 Mil. Net Loss in 2006 Fourth Quarter
--------------------------------------------------------------
Ryerson Inc. has reported results for the fourth quarter and
full year ended Dec. 31, 2006.  Net income was US$71.8 million
for 2006, compared with US$98.1 million for 2005.  For the
fourth quarter of 2006, Ryerson reported a net loss of US$4.4
million compared with net income of US$6.3 million for the
fourth quarter of 2005.

"Fourth quarter 2006 volume, as anticipated, reflected the
typical year-end slowdown, exacerbated by high inventories in a
variety of products throughout the supply chain," Ryerson
Chairman, President, and Chief Executive Officer Neil S. Novich
said.

"Additionally, this excess industry-wide inventory, coupled with
an extraordinary run up in stainless steel prices, due to nickel
surcharges (up an average of approximately US$700 per ton from
the third quarter to the fourth), exerted margin pressure in the
quarter.

"For the full year, we accomplished a great deal," Mr. Novich
continued.  "By year-end, we reached annualized cost savings of
US$42 million from the Integris integration.

"Additionally, we identified increased cost savings
opportunities and raised our target for total synergy savings
from US$50 million to US$60 million.

"We made steady progress toward consolidating multiple software
platforms, shutting down one legacy platform and beginning the
SAP conversion of service centers formerly part of the Integris
network.

"We acquired Lancaster Steel Service Company Inc., which
complements our existing capabilities in western New York and
creates cross-selling opportunities.

"With the establishment of VSC-Ryerson China Limited, we
participate in the world's largest and fastest growing metals
consuming market.  And we've improved our procurement
capabilities with a new global sourcing office in Hong Kong."

With stainless steel and aluminum accounting for roughly one-
half of Ryerson's revenues, rising material costs for these
metals-up 84% and 25%, respectively, in 2006-had a significant
effect on reported earnings.

The effect of rising materials costs on reported earnings is
more immediate under the LIFO method of inventory accounting
than FIFO, as LIFO matches current selling prices with the
current replacement cost.

Under FIFO inventory accounting, profits would have been higher
than reported under LIFO by approximately US$190 million pretax
in 2006, and US$70 million pretax in the fourth quarter of 2006.

                 Fourth-Quarter Performance

Fourth quarter sales increased 8.5% from the fourth quarter of
2005, as the average selling price per ton increased 21.2%,
partially offset by a 10.5% decline in tons shipped.
Sequentially, sales decreased 8% from the third quarter of 2006.
While the average selling price per ton increased 3.1%,
sequentially, tons shipped declined 10.8%, consistent with
industry trends.

Gross profit per ton was US$249 in the fourth quarter of 2006,
compared with US$240 in the fourth quarter of 2005 and $267 in
the third quarter of 2006.  Gross margin declined to 12.9% in
the fourth quarter of 2006, compared with 15.1% in the fourth
quarter of 2005 and 14.3% in the third quarter of 2006, due to
both the impact of rising nickel surcharges on stainless steel,
which are passed through without mark-up, and competitive
pricing pressure.

Operating expenses per ton were US$234 in the fourth quarter of
2006, compared with US$207 in the fourth quarter of 2005 and
$204 in the third quarter of 2006.  The year-over-year increase
in operating expenses per ton was primarily due to the effect of
reduced shipments as well as higher spending on the SAP
conversion and inflationary pressure, particularly in energy and
employee benefit costs, partially offset by synergy cost savings
associated with the Integris integration.  Sequentially, fourth
quarter expenses per ton increased due to lower volume and a
favorable credit loss adjustment in the third quarter.

Interest expense was US$21.1 million in the fourth quarter of
2006, compared with US$16.3 million in the fourth quarter of
2005 and US$18.8 million in the third quarter of 2006.

                   Full-Year Performance

For the full year, sales increased 2.2% to US$5.9 billion on an
8.7% increase in the average selling price per ton, offset by a
5.9% decline in tons shipped.

Gross profit per ton increased to US$261 in 2006, compared with
US$254 in 2005.  Gross margin declined to 14.5% in 2006,
compared with 15.3% in 2005.  2006 operating expenses per ton
were US$205, compared with US$187 in 2005.  2006 results
included a US$4.5 million pre-tax restructuring charge and a
US$21.6 million pre-tax gain on the sale of assets.  2005
results included a US$4 million pre-tax restructuring charge a
US$21 million pre-tax pension curtailment gain and a US$6.6
million pre-tax gain on the sale of assets.

Volume declined primarily because of two previously reported
first quarter 2006 events -- the sale of the oil and gas
business and the loss of two large accounts.

Operating expenses increased, primarily due to greater spending
on the SAP rollout, higher employee costs, and inflationary
pressure, principally in energy, partially offset by synergy
cost savings associated with the Integris integration.

                    Financial Condition

Ryerson ended 2006 with a debt-to-capital ratio of 65%, compared
with 62.7% at the end of the third quarter and 61.6% at year-end
2005.  Availability under the revolving credit facility was
US$188 million at the end of the fourth quarter of 2006,
compared with US$323 million at the end of the third quarter and
US$575 million at year-end 2005.  Higher debt levels in 2006
were driven by increased inventory levels, consistent with
trends in the service center industry.  However, the company has
made progress reducing inventories in 2007, which are down
approximately US$50 million in January, from year-end 2006
levels of US$1.6 billion, as measured on a current value basis.

In January 2007, Ryerson refinanced its existing US$1.1 billion
revolving credit facility, replacing it with a 5-year,
US$750 million revolving credit facility and a 5-year, US$450
million accounts receivable securitization.

The new securitization facility will result in annualized
interest expense savings of approximately US$5 million, compared
with interest costs under the prior facility.  In the first
quarter of 2007, there will be a one-time, US$2.7 million write
off of unamortized expense associated with the prior credit
facility.

                           Outlook

"Higher inventories throughout the supply chain will continue to
affect the industry for at least the first quarter of 2007," Mr.
Novich concluded.  "But we are optimistic that our initiatives
will improve the operating performance of the company."

2007 initiatives include:

  -- Reducing current value of inventory at least US$100 million
     by the end of the first quarter of 2007, compared to
     year-end 2006 levels; achieving inventory turnover of 5
     turns by year end.

  -- Addressing under-performing service centers, targeting
     operating profit improvement of US$30 million in 2007,
     exclusive of any potential restructuring charges.

  -- Completing the SAP conversion of Integris; consolidating
     15 service centers; capturing additional savings of
     US$10 million to achieve annualized Integris synergy
     savings of US$60 million by year-end 2007.

The company has already implemented organizational and
management changes in January consistent with the ongoing
performance initiatives.

In addition to these specific initiatives for 2007, Ryerson
remains on schedule to complete the conversion to SAP by the end
of 2008.  Moving to a single, modern platform allows the company
to manage inventories in a uniform fashion, significantly reduce
overall IT expense, and complete the integration of Integris.

Ryerson now expects total project costs for the 2004 to 2008
time frame of US$80 million, compared with the earlier estimate
of US$65 million.  The increase is largely to enhance system
functionality and productivity and provide additional savings
opportunities.  The company will also continue to pursue long-
term profitable growth based on its three fundamental
principles: achieve world-class operations, drive organic
growth, and enhance competitive position domestically and
globally through targeted acquisitions and joint ventures.

                   Shareholder Proposal

On Jan. 2, 2007, Harbinger Capital Partners announced it is
seeking to elect seven nominees, which would be a majority, to
Ryerson's Board of Directors at the company's 2007 Annual
Meeting.

Ryerson's Board of Directors and its advisors conducted a
thorough evaluation of Harbinger's analysis and proposal
compared to Ryerson's short-term and long-term plans.

Based on this evaluation, Ryerson's Board disagrees with
Harbinger's analysis and will oppose its efforts to obtain
control of Ryerson's Board and consequently, the company.

The Board believes that implementing the company's current
strategic plan will significantly enhance value for all
shareholders.

               UBS Investment Bank Retention

In addition, the Board has retained UBS Investment Bank as its
financial advisor to assist in comparing the company's current
plan with other strategic alternatives, which may create
additional value.

Ryerson may not update its process or disclose developments with
respect to potential strategic initiatives unless the Board has
approved a definitive course of action or transaction.

The company will elaborate on its opposition to Harbinger's
efforts to obtain control of the Board in appropriate filings
with the SEC.

                     About Ryerson Inc.

Ryerson Inc. (NYSE: RYI) -- http://www.ryerson.com/-- is a
distributor and processor of metals in North America, with 2006
revenues of US$5.9 billion.  The company services customers
through a network of service centers across the United States
and in Canada, Mexico, India, and China.  On Jan. 1, 2006, the
company changed its name from Ryerson Tull, Inc. to Ryerson Inc.


RYERSON INC: S&P Cuts Corporate Credit Rating to B+ from BB-
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating to 'B+' from 'BB-' on Chicago, Illinois-based metals
processor and distributor Ryerson Inc., and lowered its senior
unsecured rating to 'B-' from 'B'.

The outlook is developing, reflecting the uncertainties
associated with Ryerson's decision to retain an investment bank
to explore strategic alternatives.  A developing outlook means
ratings can be either raised, lowered, or affirmed.

"We believe Ryerson's decision is in response to the intention
of hedge-fund Harbinger Capital to take control of the board of
directors," said Standard & Poor's credit analyst Thomas
Watters.

"The downgrade reflects the persistence of poor operating
performance by Ryerson relative to its some of its peers, high
debt leverage, softening end-market demand, weak credit measures
that have not met our expectations, and concerns about working
capital management -- a critical factor in companies with this
type of working-capital-intensive business model."

In a highly fragmented industry, Ryerson is one of the leading
North American metal service centers with an approximate 5%
market share and about US$5.9 billion in revenues.


RYERSON INC: Harbinger Capital Comments on 2006 Financials
----------------------------------------------------------
Harbinger Capital Partners Master Fund I Ltd. and Harbinger
Capital Partners Special Situations Fund L.P. has commented on
Ryerson Inc.'s fourth quarter and full year 2006 results.

Larry Clark, Managing Director of Harbinger Capital Partners
said: "There has also been no improvement to Ryerson's dismal
execution of steel service center basics -- buying and selling
steel profitably.  Management's plan to fix Ryerson's serious
inventory problem is linked to a technology conversion that is
escalating in cost and will not be complete for almost two
years.

"Considering this team's long history of substantial
underperformance on the basic service center operating metrics
of inventory management and cash generation, we harbor
substantial doubts that they will deliver on this or any of
their other stated initiatives to turn this business around."

Mr. Clark added, "As [Ryerson]'s largest shareholder, we are
very disappointed with but not surprised by today's announced
fourth quarter and full year 2006 results.

"They are significantly below consensus estimates and certainly
make the case for change in [Ryerson]'s Board even more
compelling.  Along with a precipitous decline in net income,
which resulted in a 17 cent per share loss, [Ryerson]'s gross
margins are lower than they have been in almost a decade.

"We found it particularly troublesome to hear CEO Neil Novich
attempt to minimize Ryerson's poor profit performance on [its]
quarterly call, when he stated that 'looking at gross margin
percent ... is just not very useful' in gauging a company's
financial health and relative performance."

Specifically, Harbinger Capital noted that, based on the Ryerson
earnings announcement and its previous public filings:

  -- Despite a slight increase in fourth quarter revenue,
     Ryerson's net income declined precipitously from a year-ago
     profit of US$6.3 million, or 24 cents a share, to a loss of
     US$4.5 million, or 17 cents a share;

  -- Ryerson' came in below consensus estimates on both the top
     and bottom line;

  -- Tons shipped decreased 10.5% year-over-year from
     820 thousand tons in fourth quarter of 2005 to 734 thousand
     tons in fourth quarter of 2006;

  -- Operating profit per ton decreased 55% year-over-year from
     US$33 to US$15 for fourth quarter 2006;

  -- EBITDA margin decreased to 1.5% in fourth quarter of 2006
     from 2.7% in fourth quarter 2005;

  -- Total debt increased 37.5% year-over-year from
     approximately US$877.2 million to US$1.2 billion;

  -- Debt to total capitalization stood at 65% at end of 2006
     versus 61.6% at end of 2005;

  -- LIFO adjusted inventory increased 47.4% from US$1.11
     billion to US$1.63 billion, with 50% of that increase
     related to increased volume, not pricing;

  -- Inventory turns for fourth quarter of 2006 were 3.1x vs.
     3.9x in fourth quarter of 2005;

  -- The SAP conversion is now expected to cost US$80 million
     instead of original estimate of US$65 million; and

  -- Ryerson failed to provide meaningful financial guidance for
     the next quarter or for the 2007 full-year.

"Management continues to fail to execute their business plan and
the Board is unable or unwilling to provide the appropriate
guidance to enhance value for shareholders.  [Ryerson]'s cursory
dismissal of Harbinger's proposals and failure to detail what
elements of Harbinger's analysis they disagree with demonstrate
their complete disregard for shareholders concerns, especially
considering that [its] performance issues we noted in January
have only worsened.  The bottom line is [its] announcement
clearly demonstrates a real need for change at the board level,"
Mr. Clark concluded.

                    Harbinger's Proposal

Harbinger, which owns a 9.7% stake in Ryerson, is seeking the
election of seven independent directors to replace the majority
of the existing Board of Directors of Ryerson Inc. at Ryerson's
2007 Annual Meeting of shareholders.

Harbinger's experienced and independent director nominees
include Keith E. Butler, Eugene I. Davis, Daniel W. Dienst,
Richard Kochersperger, Larry J. Liebovich, Gerald Morris, and
Allen Ritchie.

              About Harbinger Capital Partners

The Harbinger Capital Partners investment team located in New
York City manages in excess of US$5 billion in capital through
two complementary strategies.  Harbinger Capital Partners Master
Fund I Ltd. is focused on restructurings, liquidations, event-
driven situations, turnarounds, and capital structure arbitrage,
including both long and short positions in highly leveraged and
financially distressed companies.  Harbinger Capital Partners
Special Situations Fund L.P. is focused on distressed debt
securities, special situation equities, and private loans/notes
in a predominantly long-only strategy.

                     About Ryerson Inc.

Ryerson Inc. (NYSE: RYI) -- http://www.ryerson.com/-- is a
distributor and processor of metals in North America, with 2006
revenues of US$5.9 billion.  The company services customers
through a network of service centers across the United States
and in Canada, Mexico, India, and China.  On Jan. 1, 2006, the
company changed its name from Ryerson Tull, Inc. to Ryerson Inc.


TK ALUMINUM: Proposes Amendments to Nemak Transaction Terms
-----------------------------------------------------------
TK Aluminum Ltd., the indirect parent of Teksid Aluminum
Luxembourg S.A R.L., S.C.A., is continuing to work with its
major creditor constituencies, to facilitate the consummation of
both its transaction with Tenedora Nemak, S.A. de C.V., a
subsidiary of ALFA, S.A.B. de C.V. and the sale of all of its
equity interests in its subsidiaries located in France, Italy
and Germany to one or more affiliates of BAVARIA
Industriekapital AG.

            Proposed Amendments to Nemak Transaction

TK Aluminum is requesting amendments to the existing agreements
with Nemak that would accelerate the receipt of a portion of the
Nemak sale proceeds by providing for separate closings for the
businesses in respect of which regulatory approvals have been
obtained or are expected to be obtained in the near term, with
the balance of the transaction being completed, in one or more
stages, once the remaining regulatory approvals have been
obtained.  In addition, other elements of the definitive
agreement are expected to change as a result of the ongoing
discussions.  In response to its request, the Company received a
signed non-binding letter from Nemak outlining terms and
conditions on which Nemak is currently willing to consider and
engage in the negotiation of certain amendments.

Key features of the amendments to the definitive agreement
include:

   * Cash purchase price for the assets to be purchased under
     the amended definitive agreement to be decreased from
     US$495.9 million to US$485 million;

   * Inclusion of Teksid's lost-foam operations in North America
     among assets to be purchased;

   * Obligation to assume liabilities in connection with the
     reorganization of the company's remaining operations
     reduced from up to US$7 million to up to US$2 million;

   * An escrow of cash proceeds at each of the initial closing
     and the closing of the Teksid Poland sale of US$20 million
     and US$5 million, respectively, to fund potential short
     fall of working capital or excess net debt at such
     closings;

   * Allocation of purchase price and certain other economic
     terms according to relative value of the various components
     of the asset purchase; and

   * No adjustment to the number of shares based on Nemak's
     acquisition of Norsk Hydro.

In addition, the proposed amendments would eliminate any
obligation of the company with respect to minimum aggregate
consideration payable in connection with any offer to purchase
the Senior Notes.  The company has also proposed a cash
settlement of certain loans extended by its French operating
subsidiaries to its Brazilian, Mexican and United States
subsidiaries, which Nemak has indicated it is reviewing.

The letter of understanding places Nemak under no obligation
until a definitive agreement to amend the transaction has been
executed.  Any amendment to the transaction must be approved by
both the board of directors of TK Aluminum Ltd. and Nemak.
Closing of the amended deal is subject to various conditions,
including the receipt by seller of certain consents and waivers
from the company's bondholders and other customary conditions,
including regulatory approvals.

On Feb. 1, 2007, the Mexican antitrust commission granted
approval in respect of the sale of the assets in Mexico.

               Existing Terms of Nemak Transaction

On Nov. 2, 2006, the company entered into a definitive agreement
to sell certain assets to Nemak.  Under the terms of the
existing agreement, the company agreed to sell its operations in
North America, except for its lost-foam operations in Alabama,
and its operations and interests in South America, China and
Poland.  As consideration for the operations being purchased,
the company would receive US$495.9 million in cash, subject to
working capital and net debt adjustments, along with a synthetic
equity interest in the Nemak business post-closing.  Pursuant to
the existing agreement, Nemak also agreed to provide certain
limited assistance to TK Aluminum, including the assumption of
up to US$7 million in liabilities in connection with the
reorganization of the company's remaining operations and provide
a US$25 million loan to be issued in connection with the
transaction.

In addition, pursuant to the existing agreement, ALFA agreed to
provide credit enhancement to support up to US$42 million of
letters of credit in favor of commercial counter parties to
replace existing arrangements under the company's existing
senior credit facilities.

               Proposed Consent Solicitation

TK Aluminum intends to launch a solicitation of its bondholders
for the consent to both the Nemak and Bavaria transactions.  In
addition, the contemplated solicitation would provide for the
waiver of the company's obligation to offer to purchase bonds at
101% of par under change of control provisions, amend the
indenture to release certain guarantors of the bonds relevant to
the specified sales transactions and would oblige the company to
offer to repurchase the bonds at 100% of par with available
asset sale proceeds net of satisfying secured debt obligations,
unpaid interest, other operating obligations and maintenance of
adequate corporate liquidity.

The contemplated solicitation would also augment the allowed
borrowings under the revolving credit facility by EUR20 million,
and would provide that consenting bondholders shall not take any
action to accelerate the maturity of the bonds or to enforce
remedies under the indenture until April 30, 2007.  Pursuant to
the contemplated solicitation, consenting bondholders
would release all claims against the management, directors,
officers, advisers and stockholders, as such, of the Company,
the Parent Guarantor and its subsidiaries, and would receive a
fee in the amount of EUR20 for every EUR1,000 principal amount
of bonds.

If the Nemak transaction is consummated with the proposed
amendments, the company estimates that the maximum amount of
cash available for distribution to bondholders would decrease
from that estimated on Feb. 2, 2007 by approximately EUR70 per
every EUR1000 of principal amount of bonds.  However, including
the proceeds from the US$25 million loan to be issued in
connection with the Nemak transaction, the company estimates
that the maximum amount of cash available to bondholders would
be approximately EUR500 to EUR560 per every EUR1000 of principal
amount of bonds.  The company's estimate assumes completion of
the Nemak sale, other than the sale of the company's operations
in China and Poland, by Feb. 28, 2007, completion of the sale of
the company's operations in China and Poland by March 31, 2007
and completion of the Bavaria transaction by March 31, 2007 and
excludes any cash that may be subsequently realized from the
synthetic equity interest.

                   About Teksid Aluminum

Headquartered in Turin, Italy, TK Aluminum Ltd. --
http://www.teksidaluminum.com/-- manufactures light metal
castings for the automotive industry.  The company's core
products are cylinder heads and blocks, and transmission and
suspension components produced with a wide range of
technologies: semipermanent mold gravity casting, high-pressure
die casting, low pressure, precision sand core and lost foam.

The company also operates in France, Poland, U.S.A., Mexico,
Brazil, Argentina and China.

As reported in the Troubled Company Reporter on Jan. 18, 2007,
Moody's Investors Service downgraded the Corporate Family Rating
of Teksid Aluminum Ltd. aka TK Aluminum to Caa3 from Caa1 and
the senior unsecured rating of Teksid Aluminum Luxembourg Sarl
SCA to Ca from Caa3.  The ratings remain on review with an
uncertain direction; the rating review was initiated on
Nov. 3, 2006.


VISTEON CORP: Posts US$39 Mil. Net Loss in Fourth Quarter 2006
--------------------------------------------------------------
Visteon Corp. reported a net loss of US$39 million on total
sales of US$2.84 billion for the fourth quarter 2006.   For full
year 2006, Visteon reported a net loss of US$163 million on
total sales of $11.4 billion.

Visteon's balance sheet at Dec. 31, 2006, showed total assets of
US$6,938 million and total liabilities of US$6,750 million
resulting in a total shareholders' deficit of US$188 million.
The company's total shareholders' deficit as of Dec. 31, 2005,
stood at US$48 million.

Commenting on the results, Michael F. Johnston, the company's
chairman and chief executive officer, said, "[o]ur full year
results demonstrate solid progress in achieving our multi- year
improvement plan, even while facing significant production
declines from a number of our customers.  We're leaner, more
efficient and better positioned from a product, customer and
footprint perspective than we were a year ago."

"This new business reflects the strength of our product
portfolio and our manufacturing and engineering footprints,
which are already among the best in the industry," said Donald
J. Stebbins, president and chief operating officer. "We also
continued to diversify our customer base which will enable us to
better withstand global production shifts."

                     Fourth Quarter 2006

Sales for fourth quarter 2006 totaled US$2.84 billion.  Fourth
quarter 2006 product sales were US$2.7 billion, essentially
unchanged from fourth quarter 2005, as favorable currency and
increased sales in Asia were offset by lower production volumes,
principally in North America.  Product sales to non-Ford
customers of US$1.62 billion rose 13 percent, or US$188 million,
over fourth quarter 2005 and represented 60 percent of total
product sales. Services sales of $131 million decreased US$33
million from the same period in 2005, reflecting the transfer of
about 1,000 Visteon salaried employees associated with two
Automotive Components Holdings (ACH) manufacturing facilities to
Ford in early 2006.

Visteon reported a net loss of US$39 million for the fourth
quarter of 2006, which included reimbursable restructuring
expenses and other qualified costs of US$71 million and a net
tax benefit of US$32 million.  The net tax benefit resulted
primarily from tax effecting current year U.S. operating losses
to the extent of increases in other comprehensive income in
2006, principally attributable to favorable foreign currency
translation.

For the fourth quarter 2005, Visteon reported net income of
US$1.3 billion, which included a gain of US$1.8 billion related
to the ACH transactions, US$335 million of non-cash asset
impairments, US$34 million of restructuring expenses and other
qualified reimbursable costs.  Reimbursements from the escrow
account totaled US$51 million, which included reimbursements for
qualified costs recognized in previous periods.

Cash provided by operating activities for the fourth quarter of
2006 was US$239 million, an increase of US$197 million over the
same period a year ago.  Fourth quarter 2005 was adversely
impacted by the unwinding of the retained negative working
capital associated with the ACH transactions.  Capital
expenditures for the fourth quarter of 2006 of US$108 million
were US$77 million lower than the same period a year ago.  Free
cash flow for the fourth quarter of 2006 was positive US$131
million, compared with negative US$143 million in the same
period of 2005.

                       Full Year 2006

Sales for full year 2006 totaled US$11.4 billion, including
product sales of US$10.9 billion and services sales of US$547
million.  Product sales to non-Ford customers totaled US$6.0
billion, or 55% of total product sales.  Sales for the same
period a year ago totaled $17.0 billion, including product sales
of US$16.8 billion and services sales of US$164 million.  Of the
total product sales for 2005, 62% were to Ford and 38% were to
non-Ford customers.  The transfer of 23 North American
facilities on Oct. 1, 2005, as part of the ACH transactions
decreased year-over-year product sales by US$6.1 billion.

Visteon's net loss of US$163 million for full year 2006
represents an improvement of US$107 million over 2005's net loss
of US$270 million despite lower sales levels.

The net loss for full year 2006 included US$22 million of non-
cash asset impairments related to the company's restructuring
actions and an extraordinary gain of US$8 million associated
with the acquisition of a lighting facility in Mexico.
Restructuring expenses for full year 2006 were US$95 million,
all of which qualified for reimbursement from the escrow
account.

The net loss of US$270 million for full year 2005 included asset
impairments of US$1.5 billion, a US$1.8 billion gain on the ACH
transactions, and US$26 million of restructuring expenses,
partially offset by US$51 million of reimbursements from the
escrow account.

Cash provided by operating activities was US$281 million for
full year 2006 compared with US$417 million for full year 2005.
Capital expenditures of US$373 million for the full year 2006
were US$212 million lower than 2005.  Free cash flow for full
year 2006 was negative US$92 million compared with negative
US$168 million for full year 2005.

                        Cash and Debt

As of Dec. 31, 2006, cash and equivalents totaled US$1.057
billion as compared to US$865 million at the end of 2005.  Total
debt of US$2.2 billion as of Dec. 31, 2006, compared with US$2.0
billion at the end of 2005, principally reflecting the closing
of an additional US$200 million secured term loan under its
existing term loan credit agreement in November 2006.

                       Restructuring

In connection with the company's salaried reduction program
announced in October 2006, about 800 salaried positions have
been identified as of Dec. 31, 2006.  Restructuring expenses in
the fourth quarter of 2006 for these salaried reductions were
US$19 million and qualified for reimbursement from the escrow
account.  The company expects to complete the salaried reduction
program by the end of March 2007 and anticipates achieving per
annum savings of about US$65 million.

Visteon also recognized US$20 million of restructuring expenses
and US$8 million of pension curtailment losses during the fourth
quarter of 2006 related to the company's plan to close a U.S.
climate control manufacturing facility in 2007 in response to
lower sales volumes and cost pressures.

In addition, in 2006 the company completed 11 restructuring
actions in connection with its multi-year improvement plan.
Reimbursable restructuring expenses and other qualified costs
from the escrow account totaled US$106 million for the full year
2006.

As of Dec. 31, 2006, the escrow account had a balance of
US$319 million, US$55 million of which related to expenses
incurred in the fourth quarter of 2006, which were reimbursed
from the escrow account in February 2007.

                     About Visteon Corp.

Headquartered in Van Buren Township, Mich., 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.

At Sept. 30, 2006, the company's balance sheet showed total
assets of US$6.721 billion and total liabilities of US$6.823
billion resulting in a total shareholders' deficit of US$102
million.  Total shareholders' deficit at Dec. 31, 2005 stood at
US$48 million.

                        *    *    *

As reported in the Troubled Company Reporter on Sept. 13, 2006,
Standard & Poor's Ratings Services has lowered its long-term
corporate credit rating on Visteon Corp. to 'B' from 'B+' and
its short-term rating to 'B-3' from 'B-2'.  These actions stem
from the company's weaker-than-expected earnings and cash flow
generation, caused by vehicle production cuts, inefficiencies at
several plant locations, sharply lower aftermarket product
sales, continued pressure from high raw material costs, and
several unusual items that will impact 2006 results.

As reported in the Troubled Company Reporter on Nov. 24, 2006,
Moody's Investors Service has downgraded Visteon Corporation's
Corporate Family Rating to B3 from B2, changed the ratings
outlook to stable from under review for possible downgrade and
affirmed the company's liquidity rating of SGL-3.




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


ADELPHIA COMM: Bondholders Oppose 2007 Workers Incentive Program
----------------------------------------------------------------
The Bondholders of Adelphia Communications Corp. and its debtor-
affiliates ask the Honorable Robert E. Gerber of the U.S.
Bankruptcy Court for the Southern District of New York to deny
the ACOM Debtors and its Official Committee of Unsecured
Creditors' request to implement the 2007 Key Employee Retention
Program.

As reported in the Troubled Company Reporter on Feb, 13, 2007,
the ACOM Debtors and the Creditors Committee sought authority
from the U.S. Bankruptcy Court for the Southern District of New
York to implement an incentive and retention program for certain
key employees who remain employed by the Debtors after
confirmation of the ACOM Debtors' Modified Fifth Amended Joint
Chapter 11 Plan.

Under the terms of the 2007 KERP, the ACOM Debtors seek to
provide incentives to the Covered Employees to remain in the
their employ through the end of May 2007, and in a few cases
through the end of July 2007.

Shelley C. Chapman, Esq., at Willkie Farr & Gallagher LLP, in
New York, related that the Covered Employees continue to face
uncertainty regarding their employment.  This uncertainty,
occasioned by the appeal and subsequent stay of the Confirmation
Order, likely will cause a mass exodus of the Covered Employees
at a critical juncture, Ms. Chapman asserted.

On behalf of the ACC Bondholder Group, Sylvia Mayer, Esq., at
Weil, Gotshal & Manges LLP, in New York, argues that there is no
evidence that the ACOM Debtors' proposed key employee retention
and incentive program is in the best interest of the estate and
the creditors.

The ACC Bondholder Group is comprised of holders or investment
advisors to certain holders of over US$1,100,000,000 of notes
and debentures issued by Adelphia Communications Corp. in the
principal amount of US$4,900,000,000.

Ms. Mayer states the courts in the Second Circuit in
Comm. of Equity Security Holders v. Lionel Corp. (In re Lionel
Corp.), 722 F.2d 1063, 1071 (2d Cir. 1983), hold that
transactions should be approved pursuant to Section 363(b) of
the Bankruptcy Code only when supported by evidence of a sound
business reason and management's sound business judgment.

Based upon the facts and analysis presented in the joint request
of the ACOM Debtors and the Official Committee of Unsecured
Creditors, the approval of the proposed 2007 KERP should be
denied because the need or basis for it was not sufficiently
explained, Ms. Mayer argues.

Ms. Mayer notes that the ACOM Debtors and the Creditors
Committee's primary contention is that, because the Modified
Fifth Amended Joint Chapter 11 Plan is not effective, the ACOM
Debtors need to retain certain personnel to complete a yearend
audit and prepare a Form 10-K for 2006 for filing with the
Securities and Exchange Commission by March 31, 2007.

It is unclear, Ms. Mayer notes, why the ACOM Debtors need to
retain a large number of staff, consisting of 46 individuals, to
work on a project that was started several months ago.

Ms. Mayer points out that the ACOM Debtors' executive vice
president and chief financial officer, Vanessa Wittman,
testified at the confirmation hearing in December 2006 that the
ACOM Debtors already had begun preparing their Form 10-K for
2006, and by Dec. 31, 2006, would have accrued US$2,500,000 in
expenses related to the preparation.

Ms. Mayer argues that the ACOM Debtors and the Creditors
Committee have failed to disclose critical information necessary
to assess the reasonableness of their 2007 KERP proposal,
including:

  (i) the amount of work already completed with respect to the
      Form 10-K;

(ii) the amount of expenses incurred to date;

(iii) the exact number of employees required to complete the
      project; and

(iv) whether any of these employees would have been required to
      be retained, or would have voluntarily stayed, in any
      event.

Ms. Mayer contends that the Extended Employee Post-Closing
Incentive Program contemplates certain "Key Managers" to remain
employed through April or May 2007.  Moreover, there are 80
individuals currently employed by the ACOM Debtors who are not
covered by the proposed 2007 KERP, some of whom already are
scheduled to remain with the Debtors through July 31, 2007, she
adds.

Any delay caused by the ACC Bondholders' appeal to the
confirmation order approving the ACOM Debtors' Plan was
immaterial and was their lawful effort to assert their appellate
rights, Ms. Mayer contends.

The ACOM Debtors and the Creditors Committee have unjustifiably
attempted to blame the ACC Bondholders for the ACOM Debtors'
alleged need to retain personnel, in an apparent attempt to
further prejudice the ACC Bondholder Group's appellate rights
and create a record of costs to apply against the bond, if one
is posted and lost, Ms. Mayer contends.

                About Adelphia Communications

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates chapter 11
cases.  (Adelphia Bankruptcy News, Issue No. 164; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).

The Court confirmed the ACOM Debtors' First Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization on
Jan. 3, 2007.  That Plan became effective Feb. 13, 2007.


ADELPHIA COMM: Bondholders Want IPO Material Info Disclosed
-----------------------------------------------------------
The Bondholders of Adelphia Communications Corp. and its debtor-
affiliates want the U.S. Bankruptcy Court for the Southern
District of New York to compel the ACOM Debtors to make full
disclosure of the material aspects of the proposed Time Warner
Cable Inc. IPO with an adequate opportunity for creditors to
take discovery and review and object if appropriate.

As reported in the Troubled Company Reporter on Feb. 13, 2007,
the ACOM Debtors have anticipated that their Fifth Amended Plan
of Reorganization will enable them to distribute the Time Warner
Cable Inc. Class A Common Stock to creditors pursuant to Section
1145 of the Bankruptcy Code, and without the need for a public
sale.  To comply with existing contractual obligations under the
Registration Rights Agreement previously approved by the
Honorable Robert E. Gerber, the ACOM Debtors must pursue a "dual
track" strategy until the commencement of distributions under
the Fifth Amended Plan:

   (a) seek confirmation of the Fifth Amended Plan; and

   (b) pursuant to the Registration Rights Agreement, under
       certain circumstances, sell the TWC Stock pursuant to
       a public sale.

Accordingly, the ACOM Debtors sought the Court's authority to:

   (a) approve certain procedures relating to their potential
       sale pursuant to a firm fully underwritten public sale of
       no less than 33-1/3% -- inclusive of any shares sold
       pursuant to the over allotment options granted to the
       Underwriters -- of the TWC Stock received by the ACOM
       Debtors and the Escrow Agent in connection with the Sale
       Transaction;

   (b) allow the Debtors to enter into an underwriting agreement
       with certain underwriters, in connection with the Public
       Sale and other agreements as necessary or advisable to
       effectuate the Public Sale; and

   (c) allow the sale of the TWC Stock to be offered in the
       Public Sale to the Underwriters free and clear of
       Interests.

               Material Information Not Disclosed,
                      ACC Bondholders Say

The ACC Bondholders group maintains that while an initial public
offering of the Time Warner Cable Inc. Class A Common Stock will
be received by investors as one of the most desired IPOs in
years, the ACOM Debtors have failed to demonstrate that the
terms of the proposed underwriting agreement are the best ones
that could be negotiated with investment banks or reasonable
under the circumstances of the desirability of the IPO.

The ACC Bondholder Group consists of Aurelius Capital
Management, LP, Banc of America Securities LLC, Catalyst
Investment Management Co., LLC, Drawbridge Global Macro Advisors
LLC, Drawbridge Special Opportunities Advisors LLC, Elliott
Associates, LP, Farallon Capital Management, L.L.C., Noonday
Asset Management, L.P., Perry Capital LLC and Viking Global
Investors LP.

The ACC Bondholders complain that the ACOM Debtors' failure to
disclose critical terms of the Proposed Underwriter Agreement
makes it impossible for creditors or the Court to understand the
economics of the proposal and approve the ACOM Debtors' request.

Representing the ACC Bondholders, Sylvia Mayer, Esq., at Weil,
Gotshal & Manges LLP, in New York, argues that the ACOM Debtors:

   (a) provided the Proposed Underwriting Agreement with
       "significant holes" -- key provisions and schedules were
       to be added later, presumably after the approval by the
       Court;

   (b) failed to disclose material information related to the
       Proposed Underwriting Agreement;

   (c) failed to disclose the identity of the Underwriters; and

   (d) have not submitted any information justifying the key
       economic terms of the Proposed Underwriting Agreement.

Ms. Mayer contends that the ACOM Debtors' lack of disclosure is
particularly egregious in light of the their request that "any
holders of [claims] who failed to object to [the] Motion may and
shall be deemed to have consented to the sale of the TWC Stock
pursuant to the Public Sale free and clear."

The ACC Bondholders expressly reserve all of their rights to
further object to the ACOM Debtors' request on any basis.

                About Adelphia Communications

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates chapter 11
cases.  (Adelphia Bankruptcy News, Issue No. 164; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).

The Court confirmed the ACOM Debtors' First Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization on
Jan. 3, 2007.  That Plan became effective Feb. 13, 2007.


ADELPHIA COMMS: Court Sets March 26 as Admin. Claims Bar Date
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
set 5:00 p.m. E.S.T. on March 26, 2007, as the deadline for
holders of administrative claims in Adelphia Communications
Corp. and its debtor-affiliates' Chapter 11 case to file their
proofs of claim.

Administrative claim holders can send their proofs of claim to:

      Adelphia Communication Corp.
      Claims Processing Center
      c/o U.S. Bankruptcy Court for the
      Southern District of New York
      One Bowling Green
      New York, NY 10004-1408

      Adelphia Communications Corp.
      Claims Processing Center
      P.O. Box 5059
      Bowling Green Station
      New York, NY 10274-5059

                About Adelphia Communications

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision, LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates chapter 11
cases.  (Adelphia Bankruptcy News, Issue No. 164; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).

The Court confirmed the ACOM Debtors' First Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization on
Jan. 3, 2007.  That Plan became effective Feb. 13, 2007.




=================================
T R I N I D A D   &   T O B A G O
=================================


DIGICEL LTD: Gets Favorable Ruling on Interconnection Dispute
-------------------------------------------------------------
Justice Nolan Bereaux of the Port of Spain Sixth Civil court in
Trinidad & Tobago has ruled in favor of Digicel Ltd. in the
firm's interconnection dispute with Telecommunications Services
of Trinidad & Tobago aka TSTT, The Trinidad Express reports.

As reported in the Troubled Company Reporter-Latin America on
Nov. 6, 2006, Kevin White, the chief executive officer of
Digicel Trinidad and Tobago, said that the company filed on
Oct. 30 an injunction to stop the TSTT from blocking calls from
the firm's clients.

The Express relates that the court ordered TSTT to provide
additional circuits to their network to accommodate the
increased traffic to its mobile and land lines.

According to The Express, TSTT must grant a Digicel
representative limited access to its database to search for
proof that TSTT was sabotaging connections coming from its
network.

TSTT may file an appeal on the court's decision, The Express
states.

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

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Feb. 20, 2007, Fitch Ratings has taken these rating actions for
Digicel Group Ltd., Digicel Ltd. and Digicel International
Finance Ltd.:

Digicel Group Ltd.

   -- Proposed US$1.4 billion senior subordinated notes
      due 2015 assigned 'CCC+/RR5'

Digicel Ltd.

   -- Foreign currency Issuer Default Rating downgraded
      to 'B-' from 'B'; and

   -- US$450 million senior notes due 2012 downgraded
      to 'B-/RR4' from'B/RR4'.

Digicel International Finance Ltd.

   --US$850 million senior secured credit facility
     assigned 'B/RR3'.

Fitch said the outlook on all ratings is stable.




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


ELECTRICIDAD DE CARACAS: Net Profits Increased to US$118.4 Mil.
---------------------------------------------------------------
Electricidad de Caracas' net profits has increased to US$118.4
million in 2006, compared to US$92.8 million in 2005, El
Universal reports.

El Universal relates that Electricidad de Caracas net profits
decreased 14.96% to US$34.4 million in the fourth quarter of
2006, compared to US$40.7 million in the same quarter of 2005.

Electricidad de Caracas said in a statement that the balance was
due to:

          -- a drop in depreciation,
          -- securing of an integral facility, and
          -- a continued program on cost rationalization.

Electricidad de Caracas' financial debt in the fourth quarter of
2006 decreased US$89.25 million, or 22.38%, to US$309.52
million, compared to the fourth quarter of 2005, El Universal
states.

Electricidad de Caracas is the largest private-sector electric
utility in Venezuela and generates, transmits, distributes, and
markets electricity primarily to metropolitan Caracas and its
surrounding areas.  The AES Corp. owns 86% of EDC and acquired
its stake in June 2000, through a public-tender offer.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Feb. 16, 2007, Standard & Poor's Ratings Services revised the
CreditWatch implications for its 'B' foreign currency corporate
credit rating on C.A. La Electricidad de Caracas to developing
from negative.  Standard & Poor's also revised the CreditWatch
implications for its 'B' senior unsecured debt rating on
Electricidad de Caracas Finance B.V.'s notes due 2014 to
developing from negative.


* VENEZUELA: Ecuador Doesn't Need US$1 Billion Loan from Nation
---------------------------------------------------------------
Ecuadorian Minister of Economy Ricardo Patino told El Universal
that the country doesn't need the US$1 billion loan from
Venezuela to help alleviate liquidity troubles in Ecuador.

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2007, Minister Patino said that Rodrigo Cabezas, his
Venezuelan counterpart, offered the nation a loan of up to US$1
billion with a top interest rate of 7% with no preemptive
conditions.

"We do not need it for the time being.  Whenever we require the
kind offer from Venezuela, we will make them know," Minister
Patino told Reuters.

                        *    *    *

As reported on Jan. 25, 2007, Fitch Ratings downgraded the long-
term foreign currency Issuer Default Rating of Ecuador to 'CCC'
from 'B-', indicating that default is a real possibility in the
near term.

In addition, these ratings were downgraded:

   -- Uncollateralized foreign currency bonds to
      'CCC/RR4' from 'B-/RR4';

   -- Collateralized foreign currency Par and Discount
      Brady bonds to 'CCC+/RR3' from 'B/RR3'; and

   -- Short-term foreign currency IDR to 'C' from 'B'.

Fitch also affirmed the Country ceiling rating at 'B-'.


* VENEZUELA: Sincor Acquisition Talks May Not End in 2007
---------------------------------------------------------
Talks between the Venezuelan government and French oil firm
Total regarding the nationalization of Sincor may not end this
year, El Universal reports, citing Total Chief Executive Officer
Christophe de Margerie.

Reuters relates that Sincor is one of the projects for heavy oil
improvement in the Orinoco oil belt in southern Venezuela.
Total owns 47% stake in the project, while Venezuelan state oil
firm Petroleos de Venezuela owns 38%.  Norwegian Statoil holds
15% in Sincor.

Venezuela's President Hugo Chavez disclosed in January plans of
nationalizing firms in the electricity sector as well as the oil
projects foreign firms operate in the Orinoco River basin.  The
president said that those firms that were privatized would be
nationalized.

                        *    *    *

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.


* VENEZUELA: To Divide Loran Field with Trinidad & Tobago
---------------------------------------------------------
The Venezuelan energy and oil ministry said in a statement that
the country has agreed to divide the Loran field with Trinidad &
Tobago.

According to the ministry's statement, the Loran field straddles
Venezuela and Trinidad Tobago.  Loran holds an estimated 10
billion cubic feet of natural gas, of which 7.3 billion cubic
feet is owned by Venezuela.  The agreement with Trinidad &
Tobago will give Venezuela about 73% of the natural gas asset.

Business News Americas relates that the accord is part of a 2003
pact to negotiate ways to divide offshore gas properties to
avoid conflicts between Venezuela and Trinidad & Tobago.

US firm Chevron runs Loran as part of its Deltana Platform block
2 project, the report says.

Meanwhile, Venezuela and Trinidad & Tobago also agreed that the
Dragon gas field in Caribbean waters won't be included in the
bilateral agreement.  Venezuela then can begin drilling in the
field when it wants, 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
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Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
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de los Santos, Christian Toledo, and Junald Ango, Editors.

Copyright 2076.  All rights reserved.  ISSN 1529-2746.

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