TCRLA_Public/070424.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

          Tuesday, April 24, 2007, Vol. 8, Issue 80

                          Headlines

A R G E N T I N A

ALPARGATAS: Fitch Argentina Rates US$5-Million Notes at D(arg)
ALPARGATAS: Fitch Argentina Rates US$40-Million Notes at D(arg)
ALPARGATAS: Fitch Argentina Rates US$81.1-Mil. Notes at D(arg)
ALPARGATAS: Fitch Argentina Rates ARS70-Million Notes at D(arg)
ALPARGATAS: Fitch Argentina Rates ARS80-Million Notes at D(arg)

BA CLOTHES: Proofs of Claim Verification Deadline Is May 9
CARROTS SA: Trustee To File Individual Reports in Court Tomorrow
ELECTROMECANICA ADRIATICA: Claims Verification Is until May 15
FIRST MEDICAL: Proofs of Claim Verification Deadline Is Tomorrow
HUAYCOS TRADE: Trustee To File Individual Reports on July 10

MUNISTAR ARGENTINA: Proofs of Claim Verification Ends on Apr. 26
MONTREALEX SA: Trustee To File Individual Reports on June 27
PODER SA: Trustee Verifies Proofs of Claim Until June 13
TERRA NATURE: Trustee Verifies Proofs of Claim Until June 15
TRANSPORTADORA DE GAS: Fitch Affirms B Currency Issuer Ratings

TRANSPORTADORA DE GAS: S&P Puts B+ Rating on US$500-Mil. Notes
VADRA SRL: Seeks Reorganization Approval from Buenos Aires Court
VITRAMED: Seeks Reorganization Approval from Buenos Aires Court

B A H A M A S

ISLE OF CAPRI: Posts US$9.5 Mil. Net Loss in Qtr. Ended Jan. 28

B E L I Z E

CONTINENTAL AIRLINES: Earns US$22 Million in 1st Quarter of 2007

B E R M U D A

ANA SUB: Proofs of Claim Filing Is Until April 27, 2007
ANA SUB: Final General Meeting Is Set for May 31, 2007
METLIFE REINSURANCE: Proofs of Claim Must be Filed by April 27
METLIFE REINSURANCE: Final General Meeting Is Set for May 18
INTER-WORLD INSURANCE: Proofs of Claim Filing Is Until May 31

IGE HOLDINGS: Proofs of Claim Must be Filed by April 25
IGE HOLDINGS: Final General Meeting Is Set for May 16
DENOVO EUROPE: Proofs of Claim Filing Is Until April 25
DENOVO EUROPE: Final General Meeting Is Set for May 15
ASSET FINANCE: Proofs of Claim Filing Ends on April 25

ASSET FINANCE: Final General Meeting Is Set for May 15
SEA CONTAINERS: Ct. OKs Conyers Dill as Panel's Bermuda Counsel
SEA CONTAINERS: Services Committee Can Hire Pepper Hamilton

B O L I V I A

PETROLEO BRASILEIRO: NatGas Production Unaffected by Strikes

B R A Z I L

AMR CORPORATION: Reports US$81 Mil. Net Income in First Quarter
BANCO DO BRASIL: May Incorporate Besc & Bescri
BANCO ITAU: Purchases 7.05% Stake in Romi
BANCO NACIONAL: Grants BRL12.4-Million Loan to Ouro Fino
DELPHI CORP: Expects Support from Plan Investors on Deal Changes

PETROLEO BRASILEIRO: March Oil & Gas Output Up by 3.2% in Brazil
PETROLEO BRASILEIRO: Hires Golar LNG for Vessel Chartering
RHODIA S.A.: Launches EUR450-Million Convertible Bond Offering
RHODIA S.A.: Offers EUR595-Million Convertible Bonds
RHODIA S.A.: Moody's Upgrades Corporate Family Rating to Ba3

RHODIA S.A.: S&P Rates Proposed Debt Refinancing at B
VALMONT INDUSTRIES: BB&T Capital Maintains Hold Rating on Shares
VALMONT INDUSTRIES: Earns US$18.7 Million in 2007 First Quarter

C A Y M A N   I S L A N D S

ARLINGTON HILL: Will Hold Last Shareholders Meeting on May 30
ARLINGTON HILL DEBT: Sets Last Shareholders Meeting for May 30
GEOVIC FINANCE: Sets Final Shareholders Meeting for May 21
GROVE POINTE: Sets Last Shareholders Meeting for May 28
KINGSFORD CAPITAL: Sets Last Shareholders Meeting for May 18

L.L. FINANCE: Proofs of Claim Must be Filed by May 31
L.L. FINANCE: Will Hold Last Shareholders Meeting on July 12
MULHOLLAND TWENTY: Sets Last Shareholders Meeting for June 4
MUNICH LEASING: Will Hold Last Shareholders Meeting on May 18
NAGATSUKI HOLDING: Sets Last Shareholders Meeting for May 18

PI LONG: Sets Final Shareholders Meeting for May 18
SR HOLDINGS: Sets Final Shareholders Meeting for July 12
SR HOLDINGS: Proofs of Claim Filing Is Until May 31
VONTOBEL EUROPEAN: Proofs of Claim Must be Filed by June 14
VONTOBEL EUROPEAN: Sets Last Shareholders Meeting for June 15

C H I L E

BELL MIRCROPRODUCTS: Revenues Up to US$1 Bil. in First Qtr. 2007
EASTMAN KODAK: Board Elects Dolores Kruchten as Vice President

C O L O M B I A

ARMOR HOLDINGS: Earns US$36 Million in Quarter Ended March 31
ARMOR HOLDINGS: Gets US$41.7MM Deal for Medium Tactical Vehicles
ECOPETROL: Forms Biodiesel Joint Venture with Palm Oil Producers
ECOPETROL: Gov't Expects to Raise US$5 Billion from Stake Sale

J A M A I C A

GOODYEAR TIRE: Gets Extended Maturities, Interest Reduction

* JAMAICA: Wants Venezuela to Fund Rural Electricity Project

M E X I C O

ADVANCED MARKETING: Asks Court to Extend Plan Filing to Aug. 10
ADVANCED MARKETING: Asks Court to Fix Claims Bar Date to July 2
ADVANCED MARKETING: Wants to Sell U.K. Subsidiaries & Bookwise
CLEAR CHANNEL: Sells TV Station Group to Providence for US$1.2BB
GRUPO IMSA: In Talks with Ternium SA for Strategic Alliance

MEGA BRANDS: S&P Places BB- Corporate Credit Rating on Watch
MERISANT WORLDWIDE: S&P Affirms CCC Corporate Credit Rating

P E R U

ANIXTER INT'L: Unit Enters Into US$350 Mil. Amended Credit Pact

P U E R T O   R I C O

FOOT LOCKER: Moody's Reviews Ba1 Ratings on Genesco Buy Move
FOOT LOCKER: S&P Keeps BB+ Rating on Watch on Genesco Buy Move
GENESCO INC: Moody's Reviews Ratings on Foot Locker Takeover Bid
GENESCO INC: S&P Watches Ratings on Foot Locker Takeover Bid
SALLY BEAUTY: BB&T Capital Assigns "Buy" Rating on Firm's Shares

SUNCOM WIRELESS: Shareholders Okay Exchange & Adopt Agreements

T R I N I D A D   &   T O B A G O

MIRANT: Mirant Lovett's Wants US$20 Mil. DIP Financing Approval

V E N E Z U E L A

ARMOR HOLDINGS: Stifel Nicolaus Reaffirms "Buy" Rating on Firm
CITGO PETROLEUM: Shuts Down Two Units at Corpus Christi Plant
DAIMLERCHRYSLER AG: Employees Propose 70% Ownership of Chrysler
PEABODY ENERGY: S&P Holds Ratings Amidst Coal Biz Uncertainties


                         - - - - -


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


ALPARGATAS: Fitch Argentina Rates US$5-Million Notes at D(arg)
--------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. rated Alpargatas
S.A.I. y C.'s Obligaciones Negociable convertibles for
US$5,100,000 at D(arg).

The rating action was based on the company's financial report at
Dec. 31, 2006.


ALPARGATAS: Fitch Argentina Rates US$40-Million Notes at D(arg)
---------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. rated Alpargatas
S.A.I. y C.'s Eurobonos a Mediano Plazo - Serie X for
US$40,000,000 at D(arg).

The rating action was based on the company's financial report at
Dec. 31, 2006.


ALPARGATAS: Fitch Argentina Rates US$81.1-Mil. Notes at D(arg)
--------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. rated Alpargatas
S.A.I. y C.'s Obligaciones Negociables Serie A for US$1.1
million and Serie B for US$80 million at D(arg).

The rating action was based on the company's financial report at
Dec. 31, 2006.


ALPARGATAS: Fitch Argentina Rates ARS70-Million Notes at D(arg)
---------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. rated Alpargatas
S.A.I. y C.'s Obligaciones negociables convertibles for
ARS70,000,000 at D(arg).

The rating action was based on the company's financial report at
Dec. 31, 2006.


ALPARGATAS: Fitch Argentina Rates ARS80-Million Notes at D(arg)
---------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A. rated Alpargatas
S.A.I. y C.'s Obligaciones Negociables Subordinadas
Obligatoriamente Convertibles en Acciones Ordinarias for
ARS80,000,000 at D(arg).  The debt matured on July 30, 2003.

The rating action was based on the company's financial report at
Dec. 31, 2006.


BA CLOTHES: Proofs of Claim Verification Deadline Is May 9
----------------------------------------------------------
Edith Regazzoni, the court-appointed trustee for B.A. Clothes
SA's bankruptcy proceeding, will verify creditors' proofs of
claim until May 9, 2007.  The company was formerly known as
Maria de Buenos Aires SA.

As reported in the Troubled Company Reporter-Latin America on
Oct. 2, 2003, Maria de Buenos Aires entered bankruptcy on orders
from the National Commercial Court of First Instance No. 19 in
Buenos Aires.  The ruling came after the company's creditor,
Rosa Garcia, sought for the company's bankruptcy for nonpayment
of debt.  Eduardo Aquinaga was the court-appointed trustee at
that time.  Verification of proofs of claims ended on
Oct. 3, 2003.

Ms. Regazzoni will present the validated claims in court as
individual reports.  The court, with the assistance of Clerk
No. 31, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by B.A. Clothes 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 B.A. Clothes'
accounting and banking records will be submitted in court.

La Nacion did not state the reports submission date.

Ms. Regazzoni is also in charge of administering B.A. Clothes'
assets under court supervision and will take part in their
disposal to the extent established by law.

The debtor can be reached at:

          B.A. Clothes SA
          Juan B. Justo 4056
          Buenos Aires, Argentina

The trustee can be reached at:

          Edith Regazzoni
          C. Pellegrini 465
          Buenos Aires, Argentina


CARROTS SA: Trustee To File Individual Reports in Court Tomorrow
----------------------------------------------------------------
Francisco Malsenido, the court-appointed trustee for Carrots
SA's reorganization proceeding, will present creditors'
validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires, on
April 25, 2007.

The court will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Carrots and its creditors.

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

As reported in the Troubled Company Reporter-Latin America on
Jan. 30, 2007, Mr. Malsenido verified creditors' proofs of claim
until March 14, 2007.

Mr. Malsenido will also submit to court a general report
containing an audit of Carrots' accounting and banking records
on June 11, 2007.

The trustee can be reached at:

          Francisco Malsenido
          Calle 28 Numero 518 Mercedes
          Buenos Aires, Argentina


ELECTROMECANICA ADRIATICA: Claims Verification Is until May 15
--------------------------------------------------------------
Nelida Grunblatt de Nobile, the court-appointed trustee for
Electromecanica Adriatica Sudamericana's bankruptcy proceeding,
verifies creditors' proofs of claim until May 3, 2007.

Ms. Grunblatt de Nobile will present the validated claims in
court as individual reports June 27, 2007.  The National
Commercial Court of First Instance in Buenos Aires will
determine if the verified claims are admissible, taking into
account the trustee's opinion, and the objections and challenges
that will be raised by Electromecanica Adriatica 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 Electromecanica
Adriatica's accounting and banking records will be submitted in
court on Aug. 9, 2007.

Ms. Grunblatt de Nobile is also in charge of administering
Electromecanica Adriatica's assets under court supervision and
will take part in their disposal to the extent established by
law.

The trustee can be reached at:

          Nelida Grunblatt de Nobile
          Felipe Vallese 1195
          Buenos Aires, Argentina


FIRST MEDICAL: Proofs of Claim Verification Deadline Is Tomorrow
----------------------------------------------------------------
Carlos Menendez, the court-appointed trustee for First Medical
SA's reorganization proceeding, verifies creditors' proofs of
claim until April 25, 2007.

As reported in the Troubled Company Reporter-Latin America on
Feb. 21, 2007, the National Commercial Court of First Instance
No. 19 in Buenos Aires, with the assistance of Clerk No. 37,
approved a petition for reorganization filed by First Medical.

Mr. Menendez will present the validated claims in court as
individual reports.  The court will determine if the verified
claims are admissible, taking into account the trustee's
opinion, and the objections and challenges that will be raised
by First Medical 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 First Medical's
accounting and banking records will be submitted in court.

Argentine daily La Nacion did not states the reports submission
dates.

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

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


HUAYCOS TRADE: Trustee To File Individual Reports on July 10
------------------------------------------------------------
Mario Daniel Krasnansky, the court-appointed trustee for Huaycos
Trade S.A.'s bankruptcy proceeding, will present creditors'
validated claims as individual reports in the National
Commercial Court of First Instance No. 9 in Buenos Aires on
July 10, 2007.

The court will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Huaycos Trade and its creditors.

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

As reported in the Troubled Company Reporter-Latin America on
April 10, 2007, Mr. Krasnansky verifies creditors' proofs of
claim until May 24, 2007.

Mr. Krasnansky will also submit to court a general report
containing an audit of Huaycos Trade's accounting and banking
records on Aug. 31, 2007.

Clerk No. 18 assists the court in this case.

The debtor can be reached at:

          Huaycos Trade S.A.
          Avenida Cordoba 785
          Buenos Aires, Argentina

The trustee can be reached at:

          Mario Daniel Krasnansky
          Viamonte 1785
          Buenos Aires, Argentina


MUNISTAR ARGENTINA: Proofs of Claim Verification Ends on Apr. 26
----------------------------------------------------------------
Jose Eduardo Obes, the court-appointed trustee for Munistar
Argentina S.A.'s bankruptcy proceeding, verifies creditors'
proofs of claim until April 26, 2007.

Mr. Obes will present the validated claims in court as
individual reports on July 11, 2007.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Munistar Argentina 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 Munistar Argentina's
accounting and banking records will be submitted in court on
July 23, 2007.

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

The debtor can be reached at:

          Munistar Argentina S.A.
          Luna 147
          Buenos Aires, Argentina

The trustee can be reached at:

          Jose Eduardo Obes
          Lavalle 1619
          Buenos Aires, Argentina


MONTREALEX SA: Trustee To File Individual Reports on June 27
------------------------------------------------------------
Ines Etelvina Clos, the court-appointed trustee for Montrealex
S.A.'s bankruptcy proceeding, will present creditors' validated
claims as individual reports in the National Commercial Court of
First Instance No. 19 in Buenos Aires on June 27, 2007.

The court will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Montrealex and its creditors.

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

As reported in the Troubled Company Reporter-Latin America on
April 3, 2007, Ms. Clos verifies creditors' proofs of claim
until May 14, 2007.

Ms. Clos will also submit to court a general report containing
an audit of Montrealex's accounting and banking records on
Aug. 24, 2007.

Clerk No. 38 assists the court in this case.

The debtor can be reached at:

          Montrealex S.A.
          Carlos Pellegrini 137
          Buenos Aires, Argentina

The trustee can be reached at:

          Ines Etelvina Clos
          Sarmiento 944
          Buenos Aires, Argentina


PODER SA: Trustee Verifies Proofs of Claim Until June 13
--------------------------------------------------------
Gisela Karen Rios, the court-appointed trustee for Poder S.A. de
Ahorro Para Fines Determinados' reorganization proceeding,
verifies creditors' proofs of claim until June 13, 2007.

The National Commercial Court of First Instance in Junin, Buenos
Aires approved a petition for reorganization filed by Poder,
according to a report from Argentine daily Infobae.

Ms. Rios will present the validated claims in court as
individual reports.  The court will determine if the verified
claims are admissible, taking into account the trustee's
opinion, and the objections and challenges that will be raised
by Poder 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 Poder's accounting
and banking records will be submitted in court.

Infobae did not state the reports submission dates.

The debtor can be reached at:

         Poder S.A. de Ahorro Para Fines Determinados
         Bto. De Miguel 500, Junin
         Buenos Aires, Argentina

The trustee can be reached at:

          Gisela Karen Rios
          I. Solana 157, Junin
          Buenos Aires, Argentina


TERRA NATURE: Trustee Verifies Proofs of Claim Until June 15
------------------------------------------------------------
Eduardo Borghi, the court-appointed trustee for Terra Nature
SA's reorganization proceeding, verifies creditors' proofs of
claim until June 15, 2007.

As reported in the Troubled Company Reporter-Latin America on
March 16, 2007, Marta Susana Polistina was appointed as Terra
Nature's bankruptcy proceeding.  The claims verification
deadline was set for May 17, 2007.

The National Commercial Court of First Instance No. 5, with the
assistance of Clerk No. 9, approved a petition for
reorganization filed by Terra Nature, converting the company's
bankruptcy into reorganization and appointing Mr. Borghi to take
Ms. Polistina's place as trustee.

Mr. Borghi will present the validated claims in court as
individual reports.  The court will determine if the verified
claims are admissible, taking into account the trustee's
opinion, and the objections and challenges that will be raised
by Terra Nature 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 Terra Nature's
accounting and banking records will be submitted in court.

La Nacion did not state the reports submission dates.

The informative assembly will be held on April 3, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The debtor can be reached at:

          Terra Nature SA
          Brandsen 1190
          Buenos Aires, Argentina

The trustee can be reached at:

          Eduardo Borghi
          L. Viale 2176
          Buenos Aires, Argentina


TRANSPORTADORA DE GAS: Fitch Affirms B Currency Issuer Ratings
--------------------------------------------------------------
Fitch Ratings has affirmed Transportadora de Gas del Sur's (TGS)
'B' local and foreign currency Issuer Default Ratings.
Concurrently, Fitch has affirmed TGS' 'A-(arg)' national scale
rating and placed it on Rating Watch Positive.  The ratings
apply to approximately US$630 million of debt.

This rating action reflects TGS's expected financial profile
improvement after refinancing its debt.  TGS announced its
intention to refinance its outstanding bonds using a combination
of new long-term debt and cash balances.  As a result of such
transaction, TGS financial position is expected to improve by
reducing debt to US$500 million from US$630 million as of
March 30, 2007.  Credit protection measures are expected to
improve as a result of the refinancing, even considering a
normalized cash flow from operations.  Leverage, as measured by
total debt-to-EBITDA is expected to be below 2.5x and interest
coverage as measured by EBITDA-to-interest expenses higher than
5x.

TGS shows a low operating risk and stable cash flows.  The
company benefits from an adequate business diversification and
an increasing portion of income from non-regulated business.
The ratings include a moderate regulation risk.  As of December
2006, total financial debt reach US$630 million, of which 70%
were bonds and 30% IDB loans.  Since 2004 restructuring TGS
reduced US$254 million of debt trough principal amortizations,
mandatory and optional redemptions.

Headquartered in Buenos Aires, Argentina, Transportadora de Gas
del Sur SA -- http://www.tgs.com.ar-- is a transporter of
natural gas; having a 7,419-kilometer (4,610 miles) pipeline
system with a firm contracted capacity of 62.5 million cubic
meters per day (MMm3/d) with an installed power of 538.220
horsepower.  Substantially all of Transportadora de Gas'
capacity is subscribed for under firm long-term transportation
contracts.  Transportadora de Gas is also a processor of natural
gas and marketer of natural gas liquids in Argentina.  The
company operates the General Cerri gas processing complex and
the associated Galvan loading and storage facility in Bahia
Blanca in the Buenos Aires Province (the Cerri Complex) where
natural gas liquids are separated from gas transported through
the Company's pipeline system and stored for delivery.
Transportadora de Gas is engaged in midstream activities and the
provision of telecommunication services in Argentina.  The
company operates the largest pipeline transmission system in
Argentina, which accounts for roughly 60% of the country's total
natural gas consumption.


TRANSPORTADORA DE GAS: S&P Puts B+ Rating on US$500-Mil. Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' rating on
the proposed US$500 million 10-year notes to be issued by
Transportadora de Gas del Sur S.A. aka TGS.  At the same time,
Standard & Poor's affirmed all the existing ratings on TGS, and
the outlook is positive.

"Proceeds from the notes, together with existing cash holdings
(about US$155 million as of Dec. 31, 2006) are expected to go
fully toward refinancing the company's debt of about US$640
million as of Dec. 31, 2006," said Standard & Poor's credit
analyst Luciano Gremone.  "Once the transaction is completed,
and following the review of final terms and conditions, we
expect to affirm the 'B+' rating on the US$500 million notes and
upgrade TGS' corporate credit rating to 'B+' from 'B'," he
added.

Standard & Poor's also expect to assign a stable outlook to the
TGS corporate credit rating, reflecting its expectations that
the company will be able to meet its financial obligations
during 2007-2013 in a context of relative stability of the
exchange rate in Argentina.  Rating upside will be limited by
political and regulatory risk in Argentina.  However, the
ratings and or the outlook could be pressured if the
renegotiation of the concession contract negatively affects TGS'
business or financial risk profile, or if further government
intervention (e.g., mandatory investments, additional export
duties), or significant natural gas restrictions significantly
affects the company's cash generation.

The rating on TGS' proposed US$500 million notes (and the
expected upgrade on the company's corporate credit rating)
mainly reflect the improvement on the company's financial risk
profile as a consequence of an expected debt reduction and a
significant extension of the company's already adequate debt
maturity profile.

The positive outlook on the TGS corporate credit rating reflects
the potential upgrade if the refinancing is completed
successfully.

Headquartered in Buenos Aires, Argentina, Transportadora de Gas
del Sur SA -- http://www.tgs.com.ar-- is a transporter of
natural gas; having a 7,419-kilometer (4,610 miles) pipeline
system with a firm contracted capacity of 62.5 million cubic
meters per day (MMm3/d) with an installed power of 538.220
horsepower.  Substantially all of Transportadora de Gas'
capacity is subscribed for under firm long-term transportation
contracts.  Transportadora de Gas is also a processor of natural
gas and marketer of natural gas liquids in Argentina.  The
company operates the General Cerri gas processing complex and
the associated Galvan loading and storage facility in Bahia
Blanca in the Buenos Aires Province (the Cerri Complex) where
natural gas liquids are separated from gas transported through
the Company's pipeline system and stored for delivery.
Transportadora de Gas is engaged in midstream activities and the
provision of telecommunication services in Argentina.  The
company operates the largest pipeline transmission system in
Argentina, which accounts for roughly 60% of the country's total
natural gas consumption.


VADRA SRL: Seeks Reorganization Approval from Buenos Aires Court
----------------------------------------------------------------
Vadra SRL has requested for reorganization after failing to pay
its liabilities since December 2006.

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

The case is pending before The National Commercial Court of
First Instance No. 19 in Buenos Aires.  Clerk No. 38 assists on
this case.

The debtor can be reached at:

          Vadra SRL
          San Martin 66
          Establecimiento en Montes de Oca 6430
          Munro, Buenos Aires
          Argentina


VITRAMED: Seeks Reorganization Approval from Buenos Aires Court
---------------------------------------------------------------
Vitramed S.R.L. has requested for reorganization after failing
to pay its liabilities.

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

The case is pending before the National Commercial Court of
First Instance No. 19 in Buenos Aires.

The debtor can be reached at:

          Vitramed S.R.L.
          Remedios de Escalada de San Martin 4736
          Buenos Aires, Argentina




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


ISLE OF CAPRI: Posts US$9.5 Mil. Net Loss in Qtr. Ended Jan. 28
---------------------------------------------------------------
Isle of Capri Casinos Inc. reported a net loss of US$9.5 million
for the third quarter ended Jan. 28, 2007, compared with net
income of US$4.2 million for the same period ended
Jan. 22, 2006.

Gross revenues for the fiscal quarter ended Jan 28, 2007, were
US$280.5 million, which included US$233.2 million of casino
revenue, US$10 million of room revenue, US$5.1 million of pari-
mutuel commissions, and US$32.3 million of food, beverage and
other revenue.  This compares to gross revenues for the fiscal
quarter ended Jan. 22, 2006, of US$272.8 million, which included
US$235 million of casino revenue, US$6.2 million of room
revenue, US$4.4 million of pari-mutuel commissions and US$27.3
million of food, beverage and other revenue.

Promotional allowances increased US$5.9 million, or 13.4%, in
fiscal quarter ended Jan. 28, 2007, as compared to the prior
year quarter, primarily due to Isle-Biloxi being open for only
one month of the fiscal quarter ended Jan. 22, 2006, related to
the impact of Hurricane Katrina.

Operating results for the third quarter of fiscal 2007 include
some significant additional expenses, some of which will not be
recurring, as compared to the third quarter of fiscal 2006.
These include an increase of approximately US$4.5 million in
property insurance expense over the prior year's third quarter
and approximately US$1.5 million of stock compensation expense.
Pre-opening costs increased US$3 million compared to the third
quarter of fiscal 2006 primarily due to costs related to casino
developments in Pompano Beach, Florida; Waterloo, Iowa, and
Coventry, England.

Marketing and administrative expenses increased $12.9 million,
or 17.0%, compared to the fiscal quarter ended Jan. 22, 2006.
The increase is primarily related to Isle-Biloxi being open for
only one month of the prior year fiscal quarter due to Hurricane
Katrina and the closure of Pompano Park in Florida for 18 live
race dates in the prior year fiscal quarter due to Hurricane
Wilma.

Net interest expense for the quarter increased US$3.9 million or
21.7% compared with fiscal quarter ended Jan. 22, 2006, mainly
as a result of the reversal of interest income previously
recorded in relation to the lease on the Coventry arena, higher
interest rates and higher debt balances on the company's senior
secured credit facility partially offset by higher interest
income.

At Jan. 28, 2007, the company had cash and cash equivalents and
marketable securities of US$146.9 million compared to US$138.6
million at Apr. 30, 2006, the end of the company's last fiscal
year.  The US$8.3 million increase in cash and cash equivalents
is the net result of US$44.4 million net cash provided by
operating activities, US$24.3 million net cash used in investing
activities and US$11.1 million net cash used in financing
activities.  The company also had US$2.6 million of restricted
cash as of Jan. 28, 2007.

In addition, as of Jan. 28, 2007, the company had US$413.8
million of capacity under the lines of credit and available term
debt which consisted of US$381 million in unused credit capacity
under the revolving loan commitment on the company's senior
secured credit facility, US$28.6 million of unused credit
capacity under the Isle-Black Hawk's senior secured credit
facility and US$4.2 million under other lines of credit and
available term debt.

At Jan. 28, 2007, the company's balance sheet showed
US$1.9 billion in total assets, US$1.6 billion in total
liabilities, US$27.2 million in minority interest, and US$297.4
million in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the third quarter ended Jan. 28, 2007, are
available for free at http://researcharchives.com/t/s?1d8f

                     About Isle of Capri

Based in Biloxi, Miss., Isle of Capri Casinos Inc. (Nasdaq:
ISLE) -- http://www.islecorp.com/-- owns and operates casinos
in Biloxi, Lula and Natchez, Mississippi; Lake Charles,
Louisiana; Bettendorf, Davenport and Marquette, Iowa; Kansas
City and Boonville, Missouri and a casino and harness track in
Pompano Beach, Florida.  The company also operates and has a 57
percent ownership interest in two casinos in Black Hawk,
Colorado.  Isle of Capri Casinos' international gaming interests
include a casino that it operates in Freeport, Grand Bahama and
a two-thirds ownership interest in casinos in Dudley and
Wolverhampton, England.

                        *     *     *

Moody's Investors Service affirmed its Ba3 Corporate Family
Rating on Isle of Capri Casinos in connection with its
implementation of the new Probability-of-Default and Loss-Given-
Default rating methodology for the Gaming, Lodging & Leisure
sector.  Moody's assigned LGD ratings to four of the company's
debts including a LGD5 rating on its 9% Sr. Sub. Notes,
suggesting debt holders will experience a 76% loss in the event
of a default.

As reported in the Troubled Company Reporter on Nov. 8, 2006,
Standard & Poor's Ratings Services affirmed ratings on Isle of
Capri Casinos Inc., including its 'BB-' corporate credit rating.

At the same time, Standard & Poor's removed the ratings from
CreditWatch, where they were placed on Oct. 4, 2006, with
negative implications.  S&P said the outlook is stable.




===========
B E L I Z E
===========


CONTINENTAL AIRLINES: Earns US$22 Million in 1st Quarter of 2007
----------------------------------------------------------------
Continental Airlines reported first quarter 2007 net income,
including special items, of US$22 million.  First quarter net
income includes a US$7 million gain on the sale of substantially
all of the company's remaining investment in ExpressJet Holdings
and a net charge from other special items of US$11 million.
Excluding special items, Continental recorded net income of
US$26 million, an improvement of US$72 million compared to the
same period last year.

Strong revenue growth, continued cost discipline and a slight
decrease in fuel prices contributed to the quarterly profit, the
first time since 2001 that the company has posted a first
quarter profit in what is a seasonally weak period.
Continental's operating income of US$64 million increased US$53
million over the same period last year, despite severe winter
storms that negatively impacted revenue by over US$10 million.

"Thanks to the hard work of my co-workers, we were able to
achieve a first quarter profit for the first time in six years,"
said Larry Kellner, Continental's chairman and chief executive
officer.  "We are competitively well-positioned because we
combine solid day-to-day execution with thoughtful long-term
planning."

                First Quarter Revenue And Capacity

Passenger revenue of US$2.9 billion increased 7.9 percent
(US$212 million) compared to first quarter 2006, led by strong
international revenue growth.  Continental's growth and high
load factors, both domestic and international, and improved
yield produced higher revenue for the company.

Consolidated revenue passenger miles for the quarter increased
5.5 percent year-over-year on a capacity increase of 4.3
percent, resulting in a record first quarter consolidated load
factor of 78.7 percent, 0.8 points above the previous first
quarter record set in 2006.  Consolidated yield for the quarter
increased 2.4 percent year-over-year.  Consolidated passenger
revenue per available seat mile for the quarter increased 3.4
percent year-over-year due to increased yield and record load
factors.

Mainline RPMs in the first quarter of 2007 increased 5.9 percent
over the first quarter 2006, on a capacity increase of 4.7
percent.  Mainline load factor was a record 79.1 percent, up 0.9
points year-over-year.  Continental's mainline yield increased
4.1 percent over the same period in 2006.  As a result, first
quarter 2007 mainline RASM was up 5.3 percent over the first
quarter of 2006.

During the quarter, Continental continued to achieve domestic
length-of-haul adjusted mainline yield and RASM premiums to the
industry.

"We are pleased with the first quarter revenue results, as we
continued to grow our revenue at almost twice the rate that we
grew our capacity," said Jeff Smisek, Continental's president.
"While the domestic system suffers from yield pressure, the
international system is performing superbly, and rewards us for
our decade-long focus on international expansion."

                 Operational Accomplishments

During the quarter, despite severe weather that hit the
northeast and Texas, Continental's employees earned US$5 million
in cash incentives for twice finishing in the top three of the
major network carriers for monthly on time performance.

The company posted a first quarter system wide mainline
completion factor of 98.8 percent, operating 23 days without a
single mainline cancellation, and a U.S. Department of
Transportation on-time arrival rate of 73.0 percent, despite the
weather and air traffic control ground delay programs.

For the fourth consecutive year, Continental was the top airline
on FORTUNE's annual airline industry list of World's Most
Admired Companies.  The company ranked No. 1 in all nine
categories measured to determine the most admired airlines:

   * quality of products and services,
   * people management,
   * quality of management,
   * financial soundness,
   * long-term investment,
   * innovation,
   * community/environment,
   * use of corporate assets and
   * globalness.

In addition, across all industries, Continental was ranked among
the top ten in seven of the nine categories in the World's Most
Admired Companies survey.

Continental was also named by FORTUNE magazine as one of the top
ten "Green Giants," global companies whose environmental
policies go beyond what is required.  In addition, Continental
was rated the most admired U.S. airline on FORTUNE magazine's
2007 list of America's Most Admired Companies, and earned top
honors in LATIN TRADE magazine's "Best of Latin America" annual
readers' poll.

Earlier last week, Continental won two major awards in the OAG
Airline of the Year Awards 2007.  For the fifth consecutive
year, the carrier won "Best Executive/Business Class," which
recognizes the excellent comfort, service and value of
Continental's BusinessFirst product, available on many
international flights.  Continental also won "Best Airline Based
in North America" for the fourth year in a row.

During the quarter, Continental announced nonstop service
between its New York area hub at Newark Liberty International
Airport and Mumbai, India, beginning in October, subject to
government approval.  Continental has operated nonstop service
between New York Liberty and Delhi since 2005.  The company also
announced plans to inaugurate service from its Houston hub to
London/Heathrow on March 30, 2008, subject to government
approval and the airline obtaining necessary slots and
facilities at Heathrow Airport.  In addition, Continental
announced daily nonstop flights between New York Liberty and
Athens, Greece, and twice-weekly flights between Houston and
Loreto, Mexico, the airline's 31st Mexican destination, both
scheduled to start June 7.

Continental expanded its alliance with US Helicopter Corporation
to provide eight-minute shuttle service between New York Liberty
and Midtown Manhattan.  Eight-minute shuttle service is also
offered between the airport and Wall Street.  In addition, there
is fast rail service between New York Liberty and New York City.

               First Quarter Financial Results

Continental's mainline cost per available seat mile increased
2.0 percent (2.1 percent holding fuel rate constant) in the
first quarter compared to the same period last year.  CASM
increased 1.3 percent holding fuel rate constant and excluding
special charges.

"Good execution and attention to detail by our entire team
brought our costs in better than expected, despite the negative
impact of winter weather," said Jeff Misner, Continental's
executive vice president and chief financial officer.  "The
team's continuous effort, coupled with a variety of initiatives
we are working on, should continue to hold our costs in check."

Continental continues to enhance its fuel efficiency and today,
the carrier is nearly 35 percent more fuel efficient per
mainline revenue passenger mile than in 1997.  With mainline
ASMs up 4.7 percent and RPMs up 5.9 percent for the first
quarter, fuel consumption increased only 4.0 percent.

Work began in the first quarter to install winglets on 37 of the
carrier's 737-500s.  Continental also began installing winglets
on 11 long-range 737- 300s in April.  The company expects to
have winglets installed on 204 aircraft by the end of the year.
Winglets decrease drag and increase aerodynamic efficiency,
reducing fuel consumption and emissions by up to five percent.

Continental ended the first quarter with US$2.64 billion in
unrestricted cash and short-term investments.

                    Other Accomplishments

During the quarter, Continental increased its firm order for
Boeing 787 Dreamliner aircraft from 20 to 25, becoming the first
airline in the Americas to order Boeing's 787-9 aircraft.  In
addition, Continental converted 12 previously ordered 787-8s
into 787-9s, for a total of 17 787-9 and eight 787-8 aircraft on
firm order.  The 787-9 is designed to carry more passengers and
fly farther than the 787-8.

Continental took delivery of its 19th Boeing 777 aircraft in the
first quarter and, earlier last week, took delivery of its 20th
and final Boeing 777 aircraft.

Continental completed the sale of US$1.15 billion of Pass
Through Certificates in April.  The certificates were issued in
three different series with an average interest rate of 6.27%.
Proceeds from the sale of the certificates will be used to
finance the company's purchase of 18 737-900ER and 12 737-800
Boeing aircraft scheduled for delivery beginning in January
2008.  Continental now has committed financing for all of its
new aircraft deliveries through the end of 2008.

Continental distributed US$111 million of profit sharing to its
co-workers on Feb. 14, 2007.  In addition, co-workers who were
granted stock options on March 30, 2005, in connection with pay
and benefit reductions were able to exercise the second one-
third of their stock options beginning March 30, 2007.  At the
latest closing stock price, the realized and unrealized gains
from these options was approximately US$250 million.

Continental contributed US$106 million to its pension plans in
the first quarter of 2007, significantly exceeding its minimum
funding requirement during the first quarter of 2007.  The
company contributed an additional US$30 million to its plans in
April, bringing its year-to-date pension contributions to US$136
million.  Continental currently expects to contribute
approximately US$320 million to its plans in 2007, significantly
exceeding its minimum funding requirements during the year.

Continental issued 4.3 million shares of its common stock to
holders who elected to convert approximately US$170 million
principal amount of its 4.5% Convertible Notes due Feb. 1, 2007,
at a conversion price of US$40 per share.

Continental selected Pinnacle Airlines Corporation's subsidiary
Colgan Air to operate 74-seat Bombardier Q400 twin-turboprop
aircraft as Continental Connection from New York Liberty
starting in early 2008.  Continental entered into a 10-year
capacity-purchase agreement with Pinnacle, and will schedule and
market the service.

Continental Airlines Inc. (NYSE: CAL) -- http://continental.com/
-- is the world's fifth largest airline.  Continental, together
with Continental Express and Continental Connection, has more
than 3,200 daily departures throughout Belize, Mexico, Europe
and Asia, serving 154 domestic and 138 international
destinations including Honduras and Bonaire.  More than 400
additional points are served via SkyTeam alliance airlines.
With more than 43,000 employees, Continental has hubs serving
New York, Houston, Cleveland and Guam, and together with
Continental Express, carries approximately 61 million passengers
per year.  Continental consistently earns awards and critical
acclaim for both its operation and its corporate culture.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 15, 2007, Moody's Investors Service raised the ratings of
Continental Airlines, Inc.'s corporate family rating to B2,
senior unsecured to B3 and preferred stock to Caa1 and the
ratings of certain tranches of the airline's Enhanced Equipment
Trust Certificates or EETC's.  Moody's also affirmed Continental
Airlines' SGL-2 rating, the ratings of the EETCs not upgraded,
and the Loss Given Default rating of LGD5 - 74%.  Moody's said
the outlook remains stable.

Upgrades:

  Issuer: Cleveland (City of) Ohio

     -- Senior Unsecured Revenue Bonds, Upgraded to B3 from Caa1

  Issuer: Continental Airlines Finance Trust II

     -- Preferred Stock Preferred Stock, Upgraded to Caa1
        from Caa2

  Issuer: Continental Airlines, Inc.

     -- Corporate Family Rating, Upgraded to B2 from B3

     -- Multiple Seniority Shelf, Upgraded to a range of (P)Caa1
        to (P)B3 from a range of (P)Caa2 to (P)Caa1

     -- Senior Secured Enhanced Equipment Trust, Upgraded to
        a range of B2 to Baa2 from a range of B3 to Baa3

     -- Senior Secured Equipment Trust, Upgraded to Ba2
        from Ba3

     -- Senior Secured Shelf, Upgraded to (P)Ba3 from (P)B1

     -- Senior Unsecured Conv./Exch. Bond/Debenture, Upgraded
        to B3 from Caa1

     -- Senior Unsecured Regular Bond/Debenture, Upgraded
        to B3 from Caa1

  Issuer: Harris (County of) Texas, I.D.C.

     -- Senior Unsecured Revenue Bonds, Upgraded to B3 from Caa1

  Issuer: Hawaii Department of Transportation

     -- Senior Unsecured Revenue Bonds, Upgraded to B3 from Caa1

  Issuer: Houston (City of) Texas

     -- Senior Unsecured Revenue Bonds, Upgraded to B3 from Caa1

  Issuer: New Jersey Economic Development Authority

     -- Senior Unsecured Revenue Bonds, Upgraded to B3 from Caa1

  Issuer: Port Authority of New York and New Jersey

     -- Revenue Bonds, Upgraded to B3 from Caa1




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


ANA SUB: Proofs of Claim Filing Is Until April 27, 2007
-------------------------------------------------------
Ana Sub Two Co. Ltd.'s creditors are given until April 27, 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.

Ana Sub's shareholders agreed on Dec. 8, 2006, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

         Robin J. Mayor
         Clarendon House
         Church Street, Hamilton
         HM DX, Bermuda


ANA SUB: Final General Meeting Is Set for May 31, 2007
------------------------------------------------------
Ana Sub Two Co. Ltd.'s final general meeting will be on
May 31, 2007, at 9:30 a.m., at:

             Clarendon House
             Church Street, Hamilton
             Bermuda

Ana Sub's shareholders will determine during the meeting,
through a resolution, the manner in which the books, accounts
and documents of the company and of the liquidator will be
disposed.

The liquidator can be reached at:

             Robin J. Mayor
             Clarendon House
             Church Street, Hamilton
             HM DX, Bermuda


METLIFE REINSURANCE: Proofs of Claim Must be Filed by April 27
--------------------------------------------------------------
MetLife Reinsurance, Ltd.'s creditors are given until
April 27, 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.

MetLife Reinsurance's shareholder decided on April 11, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

          Robin J. Mayor
          Clarendon House
          Church Street, Hamilton
          HM DX, Bermuda


METLIFE REINSURANCE: Final General Meeting Is Set for May 18
------------------------------------------------------------
MetLife Reinsurance Ltd.'s final general meeting will be on
May 18, 2007, at 9:30 a.m., at:

             Clarendon House
             Church Street, Hamilton
             Bermuda

MetLife Reinsurance's shareholder will determine during the
meeting, through a resolution, the manner in which the books,
accounts and documents of the company and of the liquidator will
be disposed.

The liquidator can be reached at:

             Robin J. Mayor
             Clarendon House
             Church Street, Hamilton
             HM DX, Bermuda


INTER-WORLD INSURANCE: Proofs of Claim Filing Is Until May 31
-------------------------------------------------------------
Inter-World Insurance Company Ltd.'s creditors are given until
May 31, 2007, to prove their claims to Peter C B Mitchell and
Nigel Chatterjee, the company's liquidators, 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.

Inter-World Insurance's shareholders agreed on April 10, 2007,
to place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidators can be reached at:

          Peter C B Mitchell
          Nigel Chatterjee
          Dorchester House
          7 Church Street
          Hamilton, Bermuda


IGE HOLDINGS: Proofs of Claim Must be Filed by April 25
-------------------------------------------------------
IGE Holdings (Bermuda) Ltd.'s creditors are given until
April 25, 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.

IGE Holdings' shareholders agreed on April 5, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidators can be reached at:

          Peter C B Mitchell
          Nigel Chatterjee
          Dorchester House
          7 Church Street
          Hamilton, Bermuda


IGE HOLDINGS: Final General Meeting Is Set for May 16
-----------------------------------------------------
IGE Holdings (Bermuda) Ltd.'s final general meeting will be at
9:30 a.m. on May 16, 2007, at:

             Clarendon House
             Church Street, Hamilton
             Bermuda

IGE Holdings' shareholders will determine during the meeting,
through a resolution, the manner in which the books, accounts
and documents of the company and of the liquidator will be
disposed.

The liquidator can be reached at:

             Robin J Mayor
             Clarendon House
             Church Street, Hamilton
             Bermuda


DENOVO EUROPE: Proofs of Claim Filing Is Until April 25
-------------------------------------------------------
Denovo Europe Fund Ltd.'s creditors are given until
April 25, 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.

Denovo Europe's shareholders agreed on April 4, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

          Robin J. Mayor
          Clarendon House
          Church Street, Hamilton
          Bermuda


DENOVO EUROPE: Final General Meeting Is Set for May 15
------------------------------------------------------
Denovo Europe Fund Ltd.'s final general meeting will be at
9:30 a.m. on May 15, 2007, at:

          Clarendon House
          Church Street, Hamilton
          Bermuda

Denovo Europe's shareholders will determine during the meeting,
through a resolution, the manner in which the books, accounts
and documents of the company and of the liquidator will be
disposed.

The liquidator can be reached at:

          Robin J. Mayor
          Clarendon House
          Church Street, Hamilton
          Bermuda


ASSET FINANCE: Proofs of Claim Filing Ends on April 25
------------------------------------------------------
Asset Finance (Bermuda) Ltd.'s creditors are given until
April 25, 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.

Asset Finance's shareholders agreed on March 27, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

          Robin J. Mayor
          Clarendon House
          Church Street, Hamilton
          Bermuda


ASSET FINANCE: Final General Meeting Is Set for May 15
------------------------------------------------------
Asset Finance (Bermuda) Ltd.'s final general meeting will be at
9:30 a.m. on May 15, 2007, at:

          Clarendon House
          Church Street, Hamilton
          Bermuda

Asset Finance's shareholders will determine during the meeting,
through a resolution, the manner in which the books, accounts
and documents of the company and of the liquidator will be
disposed.

The liquidator can be reached at:

          Robin J. Mayor
          Clarendon House
          Church Street, Hamilton
          Bermuda


SEA CONTAINERS: Ct. OKs Conyers Dill as Panel's Bermuda Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sea Containers
Ltd. and Sea Containers Caribbean, Inc., obtained permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ Conyers Dill & Pearman as its Bermuda counsel, nunc pro
tunc to Oct. 26, 2006.

Conyers Dill is expected to:

   (a) advise the SCL Committee with respect to its rights,
       duties, and powers in these cases;

   (b) assist and advise the SCL Committee in its consultations
       with the Debtors relative to the administration of the
       Chapter 11 cases;

   (c) assist the SCL Committee in analyzing the claims of the
       Debtors' creditors in negotiating with such creditors;

   (d) represent the SCL Committee at all hearing and other
       proceedings with regard to Bermuda law;

   (e) interface and coordinate with the provisional liquidators
       and any analogous parties that may be appointed under the
       law of various jurisdictions;

   (f) appear before the Bermuda Supreme Court, the Bermuda
       Court of Appeal, Bermuda Magistrate Courts and Bermuda
       regulatory bodies and protect the interests of the SCL
       Committee before the courts and regulators;

   (g) review and analyze all applications, orders, statements
       of operations and schedules filed with Bermuda courts and
       advise the SCL Committee as to their property;

   (h) attend the meetings of the SCL Committee, if requested;

   (i) advise as required on issues of Bermuda corporate law and
       governance with respect to SCL to the extent requested by
       the SCL Committee; and

   (j) perform other legal services as may be required and are
       deemed to be in the interests of the SCL Committee in
       accordance with its powers and duties as set forth in the
       Bankruptcy Code.

Conyers Dill's professional services will be paid based on its
standard hourly rates:

      Designation                      Hourly Rate
      -----------                      -----------
      Partners                       US$420 - US$650
      Counsel and Associates         US$300 - US$600

Conyers Dill attorneys principally responsible for the matters
in the Chapter 11 cases and their fees are:

      Professional                     Hourly Rate
      ------------                     -----------
      Narinder Hargun, Esq.          US$600 - US$650
      David Cooke, Esq.              US$605 - US$635
      Robin Mayor, Esq.              US$575 - US$600
      Paul Smith, Esq.               US$575 - US$600
      Angela Atherden, Esq.          US$315 - US$345
      Jennifer Haworth, Esq.         US$250 - US$300

Robin J. Mayor, Esq., an attorney at Conyers Dill, assures the
Court that her firm is a "disinterested person" as that term is
defined in Section 101 (14) of the Bankruptcy Code.

                     About Sea Containers

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

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

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers Ltd.
disclosed total assets of US$62,400,718 and total liabilities of
US$1,545,384,083.  The Debtors' exclusive period to file a
Chapter 11 plan of reorganization expires on June 12, 2007.


SEA CONTAINERS: Services Committee Can Hire Pepper Hamilton
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of Sea Containers
Services, Ltd., and its debtor-affiliates obtained authority
from the Honorable Kevin J. Carey of the U.S. Bankruptcy Court
for the District of Delaware to employ Pepper Hamilton LLP as
its Delaware counsel, nunc pro tunc to Jan. 26, 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.

David B. Stratton, Esq., and David M. Fournier, Esq., partners
in the firm, and James C. Carignan, Esq., an associate, are
expected to do the primary work for Pepper Hamilton.

Pepper Hamilton is expected to:

   (a) assist Willkie Farr & Gallagher LLP in representing the
       Services Committee;

   (b) advise the Services Committee with respect to its rights,
       duties, and powers in the Debtors Chapter 11 cases;

   (c) assist and advise the Services Committee in its
       consultations with the Debtors, other committees and
       other parties-in-interest, relating to the administration
       of the Debtors' bankruptcy cases;

   (d) assist the Services Committee in analyzing the claims of
       Services' creditors and capital structure and in
       negotiating with the holders of claims, and if
       appropriate, equity interests;

   (e) assist in the Services Committee's investigation of the
       acts, conduct, assets, liabilities, and financial
       condition of the Debtors and other parties involved with
       the Debtors, and the Debtors' business operation;

   (f) assist the Services Committee in analyzing intercompany
       transactions;

   (g) assist the Services Committee in its analysis of, and
       negotiations, with the Debtors or any other third party
       concerning matters related to, among other things, the
       assumption or rejection of certain leases of non-
       residential real property and executory contracts, asset
       dispositions, financing of other transactions and the
       terms of a plan of reorganization for the Debtors;

   (h) assist and advise the Services Committee as to its
       communications, if any to the general creditor body
       regarding significant matters in the Chapter 11 cases;

   (i) represent the Services Committee at all hearing and other
       proceedings;

   (j) review, analyze, and advise the Services Committee with
       respect to all applications, orders, statements of
       operations, and schedules filed with the Court;

   (k) assist the Services Committee in preparing pleadings and
       applications as may be necessary in furtherance of its
       interests and objectives; and

   (l) perform other services as may be required and are deemed
       to be in the interests of the Services Committee in
       accordance with its powers and duties as set forth in the
       Bankruptcy Code.

Pepper Hamilton's services will be paid based on the firm's
customary hourly rates:

      Designation                               Hourly Rate
      -----------                               -----------
      Partners, Special Counsel, and Counsel  US$385 - US$575
      Associates                              US$210 - US$350
      Paraprofessionals                       US$135 - US$190

Mr. Stratton assures the Court that his firm "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

                    About Sea Containers

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

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

Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers Ltd.
disclosed total assets of US$62,400,718 and total liabilities of
US$1,545,384,083.  The Debtors' exclusive period to file a
Chapter 11 plan of reorganization expires on June 12, 2007.




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


PETROLEO BRASILEIRO: NatGas Production Unaffected by Strikes
------------------------------------------------------------
Xinhua News reports that Brazilian state-run oil company
Petroleo Brasileiro SA denied that protesters interrupted its
natural gas production in Bolivia.

Xinhua News relates that strikers demanding for a share in the
revenues obtained from the exploitation of the San Alberto field
occupied gas pumping stations and threatened to interrupt
production in Gran Chaco, from which most of the 26 million
cubic meters of natural gas was imported by Brazil every day.

The strikers also want a share in the revenues from the
Margarita natural gas field, which is operated by Repsol YPF,
Agence France-Presse says.

Juan Karita of The Associated Press emphasizes that neighboring
provinces within Tarija, Bolivia, dispute ownership of the
Margarita field, which is still in its exploration and
development stage but potentially one of the nation's largest.

According to Agence France-Presse, the stations are run by Royal
Dutch Shell subsidiary Transredes.  Protesters also occupied
another installation operated by Petroleo Brasileiro.

The demonstrations in Gran Chaco destroyed part of the pipeline
system that transports natural gas from Bolivia to Brazil,
reducing by 20% the product supply to the Brazilian and
Argentine markets, Xinhua News says, citing Bolivia's state-
owned oil firm Yacimientos Petroliferos Fiscales Bolivianos.
According to YPFB, the production in the San Alberto field
declined to 3.4 million cubic meters of natural gas per day from
10 million cubic meters of natural gas per day.

AFP underscores that Bolivian officials disclosed a drastic
rationing of natural gas supplies to Argentina, and smaller cuts
in exports to Brazil.  Planning and Development Minister Gabriel
Loza said that supplies to Sao Paulo and Santos will be
decreased to 24 million cubic meters from 24.6 million cubic
meters a day, while exports to the Cuiaba, which received 1.2
million cubic meters daily, will be suspended.

However, Petroleo Brasileiro told Xinhua News that the volume of
natural gas imports from Bolivia is at a regular level.

Juan Karita of the AP reports that the government said the
Bolivian military took control of the natural gas pipeline.

Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
aka Petrobras -- http://www2.petrobras.com.br/-- 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.




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


AMR CORPORATION: Reports US$81 Mil. Net Income in First Quarter
---------------------------------------------------------------
AMR Corporation, the parent company of American Airlines, Inc.,
earned a net profit of US$81 million for the first quarter of
2007 compared to a net loss of US$92 million in the first
quarter of 2006.

"In spite of significant weather challenges, we continued to
build on our momentum by generating a profit in the first
quarter.  This is our fourth consecutive profitable quarter and
the first time we have generated a profit in the first quarter
since 2000," said AMR Chairman and CEO Gerard Arpey.  "We
strengthened our balance sheet and liquidity, took a key step in
our fleet renewal plan and reinvested in our products and
services.  While we must continue to improve our financial
performance, we believe our results show that we have started
2007 on the right track."

                   Operational Performance

American's mainline passenger revenue per available seat mile
(unit revenue) increased by 4.5 percent in the first quarter
compared to the year-ago quarter.  Mainline capacity, or total
available seat miles, in the first quarter decreased 2.5 percent
compared to the same period in 2006.

American's mainline load factor -- or the percentage of total
seats filled -- was a record 78.1 percent during the first
quarter, compared to 77.2 percent in the first quarter of 2006.
American's first-quarter yield, which represents average fares,
increased 3.3 percent compared to the first quarter of 2006, its
eighth consecutive quarter of year-over-year yield increases.

AMR reported first quarter consolidated revenues of
approximately US$5.4 billion, an increase of 1.6 percent year
over year.  AMR estimates that severe weather disruptions
reduced first quarter consolidated revenue by approximately
US$60 million.

American's mainline cost per available seat mile (unit cost) in
the first quarter was up 0.9 percent year over year, which was
1.6 percentage points higher than originally anticipated largely
because of weather impacts that caused American to cancel 2.9
percent of mainline scheduled departures for the first quarter.
Excluding fuel, mainline unit costs in the first quarter
increased by 2.2 percent year over year.

                  Balance Sheet Improvement

Mr. Arpey noted that AMR continued to strengthen its balance
sheet in the first quarter by reducing debt and improving its
liquidity position.

AMR ended the first quarter with US$5.9 billion in cash and
short-term investments, including a restricted balance of US$471
million, compared to a balance of US$4.8 billion in cash and
short-term investments, including a restricted balance of US$510
million, at the end of the first quarter of 2006.

AMR reduced Total Debt, which it defines as the aggregate of its
long-term debt, capital lease obligations, the principal amount
of airport facility tax- exempt bonds and the present value of
aircraft operating lease obligations, to US$17.5 billion at the
end of the first quarter of 2007, compared to US$19.7 billion a
year earlier.  AMR reduced Net Debt, which it defines as Total
Debt less unrestricted cash and short-term investments, from
US$15.4 billion at the end of the first quarter of 2006 to
US$12.2 billion in the first quarter of 2007.

AMR contributed US$62 million to its employees' defined benefit
pension plans in the first quarter and made an additional US$118
million contribution on April 13, as the Company continues to
meet this important commitment to its employees.

"As we continue to execute on our Turnaround Plan, we are
seeking to strike the right balance between reinvestment in the
business and the need for further financial improvement," Mr.
Arpey said.  "We have more hard work ahead of us, but we believe
that we have the right strategy in place to continue building
our company for the long term and to continue delivering
benefits to shareholders, customers and employees."

                   First Quarter Highlights

   -- American announced that it had notified Boeing of its
      intent to begin pulling forward deliveries of 47 737-800
      aircraft to replace a portion of its MD-80 fleet, with the
      first three aircraft scheduled for delivery in early 2009.
      Mr. Arpey cited the fleet renewal announcement as a key
      step toward American's goal of improving fleet fuel
      efficiency by more than 20 percent by 2020.

   -- American announced that it would invest up to US$100
      million in facility, technology and process improvements
      to help its Maintenance, Repair and Overhaul business
      compete for more third-party maintenance contracts.
      American's MRO business generated nearly US$95 million in
      third-party revenue in 2006.

   -- AMR continued to improve its balance sheet by paying down
      the US$285 million balance on its revolving credit
      facility and by prepaying US$79 million in aircraft debt.
      In April, the company also completed the refinancing of
      US$350 million of tax-exempt bonds.  These actions are
      expected to eliminate approximately US$15 million in
      annual net interest expense for the Company.

   -- AMR improved its financial strength by selling 13 million
      new shares of common stock to raise nearly US$500 million.

   -- AMR was honored by PLANSPONSOR Magazine as Corporate Plan
      Sponsor of the Year for the Company's efforts to protect
      and preserve its employees' defined benefit pension plans.
      In addition to contributing more than US$1.5 billion to
      its employees' defined benefit pension plans since 2002,
      the company expects to contribute US$364 million to these
      plans in 2007.  Through April 13, AMR had made US$180
      million of its expected 2007 contributions.

   -- AMR began to accrue for a potential profit sharing payout
      to employees for the 2007 year, payable in 2008.  There
      can be no assurance that the company's forecast will
      approximate actual results, which are dependent upon many
      factors, including fuel prices and economic and industry
      conditions.

   -- American launched an initiative to become the clear
      airline of choice for passengers in the New York market,
      with its commitment demonstrated by additional routes,
      enhanced offers and promotions.

   -- American launched a new online booking tool on AA.com that
      makes it easier and more convenient for AAdvantage program
      members to redeem earned miles for travel.

   -- American announced that it began installing new personal
      video and audio entertainment devices in Business Class
      cabins on its 58 Boeing 767-300 aircraft.

               Second Quarter and 2007 Guidance

Mainline and Consolidated Capacity

AMR expects its full-year mainline capacity to decrease by 1.8
percent in 2007 compared to 2006, with a 2.0 percent reduction
in domestic capacity and a 0.9 percent decrease in international
capacity.  On a consolidated basis, AMR expects full-year
capacity to decrease by 1.5 percent in 2007 compared to 2006.
The impact of weather-related cancellations that occurred in the
first quarter is included in mainline and consolidated capacity
forecasts for 2007.

AMR expects mainline capacity in the second quarter of 2007 to
decrease by 3.1 percent year over year.  It expects consolidated
capacity to decrease by 2.9 percent in the second quarter of
2007 compared to the prior-year period.

Fuel Expense and Hedging

While the cost of jet fuel remains volatile, as of now AMR is
planning for an average system price of US$2.09 per gallon in
the second quarter and US$2.09 per gallon for all of 2007.  AMR
has 34 percent of its anticipated second quarter fuel
consumption capped at an average crude equivalent of US$65 per
barrel (jet fuel equivalent of US$2.04 per gallon), with 26
percent of its anticipated full-year consumption capped at an
average crude equivalent of US$63 per barrel (jet fuel
equivalent of US$1.96 per gallon).  Consolidated consumption for
the second quarter is expected to be 791 million gallons of jet
fuel.

Mainline and Consolidated Unit Costs

AMR continues to target US$300 million in incremental savings
for 2007.  It expects mainline unit costs excluding fuel to be
1.1 percent higher in 2007 versus 2006 while 2007 consolidated
unit costs excluding fuel are expected to increase 1.6 percent
year over year.

In the second quarter, mainline unit costs excluding fuel are
expected to increase 2.8 percent year over year while
consolidated unit costs excluding fuel are expected to increase
3.1 percent from the second quarter of 2006.

Following the weather impact in the first quarter, full-year
mainline unit costs are expected to increase 1.6 percent in 2007
compared to 2006, while full-year consolidated unit costs are
expected to increase 2.0 percent in 2007 compared to 2006.

For the second quarter, mainline unit costs are expected to
increase 2.1 percent compared to the second quarter of 2006,
while second quarter consolidated unit costs are expected to
increase 2.1 percent compared to the second quarter of 2006.

                       About AMR Corp.

American Airlines -- http://www.AA.com/-- is the world's
largest airline.  American, American Eagle and the
AmericanConnection regional airlines serve more than 250 cities
in over 40 countries with more than 3,800 daily flights.
American Airlines flies to Belgium, Brazil, Japan, among others.
The combined network fleet numbers more than 1,000 aircraft.
American Airlines is a founding member of the oneworld Alliance,
whose members serve more than 600 destinations in over 135
countries and territories.

At Dec. 31, 2005, AMR Corporation's equity deficit doubled to
US$1.478 billion from a US$581 million deficit from
Dec. 31, 2004.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 17, 2007, Standard & Poor's Ratings Services affirmed its
ratings on AMR Corp. (B/Positive/B-2) and subsidiary American
Airlines Inc. (B/Positive/--).  S&P revised AMR's rating outlook
to positive from stable.


BANCO DO BRASIL: May Incorporate Besc & Bescri
----------------------------------------------
Banco do Brasil said in a filing with Brazilian securities
regulator, Comissao de Valores Mobiliarios, that the country's
treasury department is considering the bank's absorption of
former Santa Catarina state bank Banco do Estado de Santa
Catarina or Besc and real estate finance company Bescri.

According to Banco do Brasil's statement, the treasury decided
to study the bank's merger with Besc after meetings with the
finance ministry.

Telma Marotto at Bloomberg News reports that Banco do Brasil
said the national treasury is discussing with the Santa Catarina
state government over a plan that let the company take control
of Besc.

Business News Americas relates that the treasury and the Santa
Catarina state finance ministry created a committee on March 6
to discuss Besc's future, which includes the bank's possible
privatization or its incorporation by Banco do Brasil.

At the time Besc had to be privatized rather than incorporated
by Banco do Brasil, BNamericas notes, citing Finance Minister
Guido Mantega.

President Luiz Inacio Lula da Silva and Santa Catarina governor
Luiz Henrique da Silveira, which both promised not to privatize
Besc during the 2006 election campaign, had discussed the
incorporation, BNamericas states.

Bloomberg News' Ms. Marotto relates that shares of Besc rose
BRL2.04, or 41%, to BRL7.04 in trading on the Sao Paulo stock
exchange.  According to Ms. Marotto, it was the largest one-day
gain since March 15, when Besc's shares rose on speculation
among analysts of a possible state takeover.

Regis Abreu, who helps manage about US$592 million at Mercatto
Gestao de Recursos, told Ms. Marotto of Bloomberg News, "Besc
shareholders hold a stock with low liquidity, low visibility,
without coverage that in a few months could be exchanged for
Banco do Brasil shares, which is an important bank with good
liquidity.  They see Besc now as a ticket to Banco do Brasil."

However, Besc denied in a statement to the Sao Paulo stock
exchange on March 9 reports that it would be taken over by Banco
do Brasil.

Besc has a market value of BRL3.2 billion.  It was taken over by
Brazil's federal government in 1999.  The government has
included the bank in a government program that targets state-
owned assets for sale, Ms. Marotto of Bloomberg News states.

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

                        *     *     *

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


BANCO ITAU: Purchases 7.05% Stake in Romi
-----------------------------------------
Banco Itau Holding Financeira has acquired a 7.05% stake in
machine tool and plastic injection molding machine manufacturer
Romi, the latter said in a statement.

The statement did not disclose the amount Banco Itau paid to
acquire its stake in Romi, Business News Americas reports.

                          About Romi

Headquartered in Sao Paulo, Brazil, Industrias Romi S.A.
produces, sells, imports and exports machine tools, machines to
work metals and plastics, industrial tool equipment and
accessories, cast metal auto parts and parts in general.  The
company operates an industrial complex with nine plants totaling
140,000 square meters.  It has 30 branches and sales offices
throughout Brazil, marketing organizations in the United States
and Germany.

                      About Banco Itau

Banco Itau currently has 51 thousand employees serving more than
16 million clients, through its network of 2,391 branches and 22
thousand ATMs.

                        *     *     *

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


BANCO NACIONAL: Grants BRL12.4-Million Loan to Ouro Fino
--------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social or BNDES
has approved a BRL12.4 million financing for Ouro Fino Saude
Animal Ltda., a national company oriented toward research and
development within the veterinarian health area.

The project financed by BNDES will be for the implementation of
two new industrial units for the production of hormone
therapeutic medications and for the manufacturing of vaccines
against the aphthous fever, or foot-and-mouth disease, in the
municipality of Cravinhos.  The total investment amounts to
BRL28.6 million.

Among the main advantages of the project, one may highlight the
development of an innovative vaccine, with technological
differential, which will enable to increase the animal's
immunologic response system and identify -- with greater
precision -- the aphthous fever virus.

In order to develop the vaccine, Ouro Fino signed a partnership
with Instituto Butantan (SP) to create the Research and
Development and Veterinary Immunologic Medication Center.

Thus, BNDES' financing will contribute towards the sanitary and
nutritional quality of the national farming and cattle raising
production. Health is a necessary condition to assure high
productivity and the welfare of the animals. The issue is
especially important for Brazil, which counts on the largest
commercial cattle herd of the world and obtains consecutive
records in the exportation of cattle/bovine meat.

The development of the vaccine against aphthous fever is
practically concluded, only remaining to be done the industrial
production test. In order to carry out that test, Ouro Fino
needs to manufacture a pilot batch, which in turn, depends upon
new industrial facilities.  Thus, the construction of the
therapeutic medications factory constitutes the final stage of
the research.

Ouro Fino Saude Animal counts on a permanent employee list of
460 collaborators. With the investment to be made, the company
intends to generate 55 new direct job posts.

The company integrates the Ouro Fino Group which bears important
participation in the national market, besides the consolidated
position within the international market of veterinarian
products and forage seeds.  The company exports to more than 30
different countries of Central and South America, Africa and
Middle East.

                         About BNDES

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.


DELPHI CORP: Expects Support from Plan Investors on Deal Changes
----------------------------------------------------------------
Delphi Corporation anticipates negotiating changes to the Equity
Purchase and Commitment Agreement it entered into in December
2006 with its Plan Investors.  Delphi also anticipates
negotiating an amendment to the related Plan Framework Support
Agreement also entered into in December 2006, by Delphi, the
Plan Investors and General Motors Corp., which outlined the
expected treatment of the company's stakeholders in its
anticipated plan of reorganization.

Any changes would be a result of addressing differences in views
regarding the company's reorganization enterprise value among
the Plan Investors, GM, the company's statutory creditors' and
equity committees and the company.

Delphi expects that under amended framework agreements,
affiliates of Appaloosa Management LP, Cerberus Capital
Management LP, and Harbinger Capital Partners Master Fund I
Ltd., well as Merrill Lynch & Co. and UBS Securities LLC will
continue to participate as Plan Investors, together with
possible additional investors that may include members of the
Statutory Committees, and that Cerberus may participate in the
company's exit financing, as part of a competitive process, but
not as a plan investor.

Delphi is hopeful that GM will support amended framework
agreements and will be a party to any revised Plan Framework
Support Agreement.  Delphi is meeting with its statutory
committees to review these developments and potential revisions
to previously announced treatment of the company's stakeholders
in a reorganization plan.  As part of those discussions, Delphi
expects that its Creditors' Committee will consider increasing
the equity portion of the recovery that it is seeking for
general unsecured creditors alongside of Plan Investors or other
stakeholders.

The company disclosed that these developments are not expected
to preclude the company from filing its plan of reorganization
and related documents with the Bankruptcy Court prior to the
current expiration of the company's exclusivity period on
July 31 or emergence from Chapter 11 reorganization this year.

Delphi also confirmed that none of the parties entitled to give
notice of termination of the framework agreements has yet done
so and that these agreements remain effective as filed until
modified or terminated.  The company does not intend to comment
further regarding its discussions on the framework agreements
until such time as those agreements are either modified or
terminated.  Also, consistent with its prior practice, the
company does not intend to comment further regarding its
discussions with GM or its unions while those discussions are
ongoing.

Delphi cautioned that nothing in the framework agreements, the
Court or regulatory filings being made in connection with the
agreements or the company's public disclosures shall be deemed a
solicitation to accept or reject a plan in contravention of the
Bankruptcy Code or an offer to sell or a solicitation of an
offer to buy any securities of the company.

                      About Delphi Corp.

Troy, Mich.-based Delphi Corporation (OTC: DPHIQ) --
http://www.delphi.com/-- is the single largest global supplier
of vehicle electronics, transportation components, integrated
systems and modules, and other electronic technology.  The
company's technology and products are present in more than 75
million vehicles on the road worldwide.  Delphi has regional
headquarters in Japan, Brazil, and France.

The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors.  As of
Aug. 31, 2005, the Debtors' balance sheet showed
US$17,098,734,530 in total assets and US$22,166,280,476 in total
debts.

The Debtors' exclusive plan-filing period expires on
July 31, 2007.


PETROLEO BRASILEIRO: March Oil & Gas Output Up by 3.2% in Brazil
----------------------------------------------------------------
Petroleo Brasileiro S.A. aka Petrobras reported Brazil's average
oil and natural gas production in March was 2,085,621 barrels of
oil equivalent per day, 3.2% more than a year ago.

Added to production in the fields located overseas, the
company's total volume averaged 2,314,759 barrels of oil
equivalent (boe) per day, a 1.4% increase over the same month
last year.

Oil production in Brazilian fields averaged 1,810,949 barrels,
3.7% more than in March 2006. Of total production, 87% was
lifted from fields located in the Campos Basin.

Meanwhile, Brazilian natural gas production remained nearly
unchanged compared to February, at some 44 million cubic
meters/day.

Total production (oil & gas) in the eight countries where
Petrobras has assets in operation, was 229,138 boe, 3% less than
February, due to the labor strike which took place at the
community where the Production Unit is located in Ecuador.  Oil
production overseas, in March, capped-out at 119,926 barrels per
day. Gas production, on the other token, topped at 18.6 million
cubic meters per day.

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: Hires Golar LNG for Vessel Chartering
----------------------------------------------------------
Petroleo Brasileiro SA aka Petrobras' board approved the hiring
of Golar LNG Ltd. for the chartering of vessels for the
Liquefied Natural Gas terminals in the Guanabara Bay, in Rio de
Janeiro, and Pacem, in Ceara.  There will be two Floating
Regasification and Storage Vessels, which may also be used to
shuttle LNG.  One of the units will be capable of regasifying up
to 14 million cubic meters of gas per day, while the other, up
to 7 million. Both may operate at any one of the terminals. The
first one is expected to go online in the first half of 2008.
The two vessels will be chartered for $90 million per year,
including operation expenses.

On April 25, Petrobras' Gas & Energy director, Ildo Sauer, will
sign a Letter of Commitment with Golar, which will contain the
chartering agreement's terms and conditions.  The ceremony will
be held in Barcelona, during the 15th International Conference &
Exhibition on Liquefied Natural Gas, the world's biggest
gathering on this theme.

The project marks the company's debut and Brazil's insertion in
the LNG market and attends to Petrobras' strategic objectives:

   -- boost Brazilian natural gas market flexibility to supply
      thermoelectric generation needs,

   -- diversify the input's provision sources, and

   -- anticipate this market's development.

The vessels will be moored to an island-type pier in the
Guanabara Bay, and to an existing pier in Pac,m. Both will be
installed in sheltered waters, near the transportation network
and the consumer markets.  A pipeline will connect the pier to
the continent, where natural gas transportation will be
integrated to Petrobras' gas pipeline system.  The vessels will
be supplied by supplier ships.

Essentially aimed at a flexible thermoelectric plant demand, the
Guanabara Bay Terminal will be located near three major
thermoelectric plants (Barbosa Lima Sobrinho, Leonel Brizola,
and Mario Lago).  The Pecem Terminal, meanwhile, in addition to
supplying thermoelectric plants (TermoFortaleza, TermoCear , and
Jesus Soares Pereira), Will also serve part of the Northeastern
Brazil's industrial market.

                  Brazil's Natural Gas Market

The natural gas sector has been growing rapidly in Brazil, and
currently accounts for 9.3% of the Brazilian energy matrix.
Petrobras is confident in this growth and estimates that by 2011
gas will cap at 11% of the matrix, as the Brazilian market has
room for major expansions in this sector.  The sector is
composed of a flexible demand, associated to electric power
generation, and a firm demand, represented by the industrial,
commercial, vehicular and residential consumption areas.

According to National Electric Energy Agency data, nearly 80% of
the installed electric energy generation capacity in Brazil is
based on the hydroelectric system (about 73 thousand MW).  To
support the Brazilian economy's growth, hydroelectric generation
is complemented by thermoelectric generation, the installed
capacity of which currently represents about 20% of the matrix
(some 20.4 thousand MW), using several types of fuel, such as
nuclear, coal, and natural gas.

The LNG Project is the best technical and economic solution
Petrobras found to make gas supply flexible, both in the short
and long-terms, making natural gas available to Southeastern and
Northeastern Brazil and ensuring Thermoelectric Plant
reliability. It allows input purchase modulation, based on
demand evolution, since the trend of greater thermoelectric
plant use during the Brazilian dry season (May to October) is
concomitant with the lowest demand for NLG in the international
market.

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.


RHODIA S.A.: Launches EUR450-Million Convertible Bond Offering
--------------------------------------------------------------
Rhodia S.A. launched April 19 a EUR450 million offering of bonds
convertible and exchangeable for new or existing shares, due
Jan. 1, 2014.  The company also signed a new EUR600-million
syndicated credit facility.

"This is a major step in the refinancing of the Group.  After
the successful delivery in 2006 of our recovery plan we continue
to strengthen our financial profile by reducing our interest
expenses, extending the maturity profile of our debt, and
improving the structure of our balance sheet," Pascal Bouchiat,
Rhodia's chief financial officer commented.

"These transactions will allow us to redeem our remaining high
cost senior and senior subordinated notes due in 2010 and 2011,
which carry average coupons close to 9%," Mr. Bouchiat added.

The new syndicated credit facility of EUR600 million maturing on
June 30, 2012, replaces Rhodia's existing EUR300 million multi-
currency credit and guaranty facility maturing
June 30, 2008.

The new line of credit reflects the Group's improved financial
profile with more flexible contractual conditions and at a
reduced cost.  It will become available upon the fulfillment of
conditions precedent applicable to the first draw down.

The principal amount of the bond issue is EUR450 million, which
may be increased by 15% upon the exercise of an increase option.
It may be increased by a further 15% if the over-allotment
option granted to the Global Coordinators, joint lead managers
and joint book runners is exercised in full and by
April 25, 2007, at the latest.  The amount of the issue shall
not exceed EUR596 million.

The nominal value of each bond will have an issue premium of
between 37% and 42% over the reference price of Rhodia shares on
Eurolist by Euronext Paris after taking into account the
conversion/exchange ratio.  The bonds will give the right to the
allotment of new and/or existing Rhodia shares at the rate of
twelve shares for one bond, subject to any further adjustments.

The bonds will bear interest at the annual rate of 0.5% and will
be redeemed at a price between 113.22% and 117.03% of their
nominal value, on Jan. 1, 2014, corresponding to a yield-to-
maturity between 2.35% and 2.85%.  The bonds may be redeemed
before Jan. 1, 2014 at the option of Rhodia or the bondholders
under certain conditions.

The proceeds of the bond offering will be used for the early
redemption of the:

   -- Euro-denominated 9.25% senior subordinated notes due 2011
     (EUR235 million);

   -- U.S. dollar-denominated 8.875% senior subordinated notes
      due 2011 (US$302 million);

   -- Euro-denominated 8% senior notes due 2010 (EUR97 million);
      and

   -- U.S. dollar-denominated 7.625% senior notes due 2010
      (US$3 million).

The total outstanding principal amount of these tranches amounts
to approximately EUR560 million.  Early redemption premiums are
contractually defined and amount to approximately EUR25 million.

Settlement-delivery of the bonds is scheduled to take place on
April 27, 2007.

The bond offering is managed by CALYON, Credit Suisse and
Societe Generale Corporate & Investment Banking, Global
Coordinators, Joint Lead Managers and Joint Bookrunners and by
BNP Paribas and HSBC Bank Plc. as Co-Lead Managers.

                         About Rhodia

Headquartered in Paris, France, Rhodia SA (NYSE: RHA) --
http://www.rhodia.com/-- is a global specialty chemicals
company partnering with major players in the automotive,
electronics, pharmaceuticals, agrochemicals, consumer care,
tires, and paints and coatings markets.  Rhodia offers tailor-
made solutions combining original molecules and technologies to
respond to customers' needs.  Rhodia employs around 19,500
people worldwide.  The company has operations in Brazil.

                        *     *     *

As reported on March 29, Moody's Investors Service has placed B1
corporate family rating of Rhodia S.A. under review for possible
upgrade following the group's improvement in the overall profile
and de-leveraging in the past 12 months.

Standard & Poor's Ratings Services revised its outlook on
France-based chemicals producer Rhodia S.A. to positive from
stable, reflecting continuing good business and financial
momentum.

At the same time, the 'B+' long-term and 'B' short-term
corporate credit ratings on the group were affirmed.


RHODIA S.A.: Offers EUR595-Million Convertible Bonds
----------------------------------------------------
Rhodia S.A. disclosed a EUR595.1 million offering of bonds
convertible and exchangeable for new or existing shares,
corresponding to 12,372,661 bonds, following the full exercise
of the over-allotment (greenshoe) option by the global
coordinators, joint lead managers and joint book runners.

The nominal value of each bond corresponds to EUR48.10,
providing a premium of 42% above the reference price of Rhodia
shares on Eurolist by Euronext Paris after taking into account
the conversion/exchange rate.  The bonds will give the right to
the allotment of new and/or existing Rhodia shares at the rate
of twelve shares for one bond, subject to any further potential
adjustments.

The bonds will bear interest at the annual rate of 0.5% and will
be redeemed at a price of EUR54.46, which represents 113.22% of
their nominal value, on Jan. 1, 2014, corresponding to a yield-
to-maturity of 2.35%.  The bonds may be redeemed before
Jan. 1, 2014, at the option of Rhodia or the bondholders under
certain conditions.

The proceeds of the bond offering will be used for the early
redemption of the:

   -- EUR235-million 9.25% senior subordinated notes due 2011;
   -- US$302-million 8.875% senior subordinated notes due 2011;
   -- EUR97-million 8% senior notes due 2010; and
   -- US$3-million 7.625% senior notes due 2010.

The total outstanding principal amount of these tranches amounts
to approximately EUR560 million.  Early redemption premiums are
contractually defined and amount to approximately EUR25 million.

The bonds will only be listed on Eurolist by Euronext Paris.
Settlement-delivery of the bonds is scheduled to take place on
April 27.

                         About Rhodia

Headquartered in Paris, France, Rhodia SA (NYSE: RHA) --
http://www.rhodia.com/-- is a global specialty chemicals
company partnering with major players in the automotive,
electronics, pharmaceuticals, agrochemicals, consumer care,
tires, and paints and coatings markets.  Rhodia offers tailor-
made solutions combining original molecules and technologies to
respond to customers' needs.  Rhodia employs around 19,500
people worldwide.  The company has operations in Brazil.

                        *     *     *

As reported on March 29, Moody's Investors Service has placed B1
corporate family rating of Rhodia S.A. under review for possible
upgrade following the group's improvement in the overall profile
and de-leveraging in the past 12 months.

Standard & Poor's Ratings Services revised its outlook on
France-based chemicals producer Rhodia S.A. to positive from
stable, reflecting continuing good business and financial
momentum.

At the same time, the 'B+' long-term and 'B' short-term
corporate credit ratings on the group were affirmed.


RHODIA S.A.: Moody's Upgrades Corporate Family Rating to Ba3
------------------------------------------------------------
Moody's Investors Service upgraded Rhodia S.A. corporate family
rating to Ba3 and assigned Probability of Default rating for the
group at Ba3; Moody's also upgraded senior secured notes at
Rhodia S.A. to B1 and assigned LGD assessment at LGD4 (69%).
The proposed convertible notes are rated (P)B1, LGD4 (69%).

The ratings on the subordinated 2011 notes and senior 2010 notes
will be withdrawn following the proposed refinancing.  Outlook
is stable.

Moody's issues provisional ratings in advance of the final sale
of securities, and these ratings only represent Moody's
preliminary opinion.  Upon a conclusive review of the
transaction and associated documentation, Moody's will endeavor
to assign definitive ratings to the securities.  A definitive
rating may differ from a provisional rating.

Moody's one notch upgrade of the corporate family rating
reflects the improved resilience of operations shown in 2006, as
well as stronger business profile of the group reflecting the
portfolio realignment and consolidation of the position in
selected core businesses.  The upgrade also recognizes steady
deleveraging on the balance sheet level achieved through asset
sales and expected improvement in cash flow generation,
supported in part by the revenues from the reduction of NO2
emissions in 2007 and 2008.  Moody's notes that the leverage
profile remains elevated for the Ba3 category, while the
leverage ratios include a sizable pension adjustment.

As of the end of 2006, Rhodia reported EBITDA margin in excess
of 14% in line with its European peers.  Following its
disposals, the group reduced its balance sheet debt and
substantially refinanced its high-cost legacy notes, while
extending maturity profile of its liabilities.  At the end of
the year, Rhodia's Total Debt/EBITDA stood at x3.6 (x6.0 times
on adjusted basis before the repayment of US$420-million notes
in February 2007).  Rhodia's FCF remained marginally negative in
2006.

In conjunction with the upgrade of the corporate family rating,
and following the application of Moody's Loss Given Default
methodology, the ratings on existing notes were upgraded one
notch to B1 and LGD assigned at LGD4 (69%).  The ratings on the
notes are reflect simplification of the structure achieved
through the refinancing, while one notch differential with the
corporate family rating signifies a sizable pension obligation
within the corporate legal structure.

On 19 April 2007, Rhodia announced its intention to raise
EUR450-million in convertible notes which might be increased up
to EUR595-million to refinance the remainder of its legacy high-
cost liabilities.  The ratings on the proposed convertible notes
were assigned at (P)B1 with LGD4 (69%).

The stable outlook assigned to the ratings assumes continuous
improvement in cash flow generation, supported in part by
revenues from the reduction of NO2 emissions, as well as the
expectation of supportive demand in key business areas.

Rhodia maintains a good liquidity position.  The Company
reported 2006 cash balances of EUR467 million (before the
prepayment of the US$420-million in senior secured notes in
February 2007).  The liquidity position is expected to be
further supported by the new EUR600-million 2012 revolving
facility.

This rating action concludes the review for upgrade that was
initiated on March 27.

These ratings are affected:

   -- Corporate Family Ratings upgraded to Ba3;

   -- Probability of Default assigned at Ba3;

   -- Rhodia S.A. Senior Unsecured ratings upgraded to B1, LGD4
      (69%); and

   -- Rhodia S.A. Senior convertible notes rated (P)B1, LGD4
      (69%).

Based in Paris, France, Rhodia S.A. is a diversified specialty
chemicals group that generated consolidated Revenues of EUR4.8
billion and reported EBITDA of EUR683 million in 2006.  The
company has operations in Brazil.


RHODIA S.A.: S&P Rates Proposed Debt Refinancing at B
-----------------------------------------------------
Standard & Poor's Ratings Services raised its long-term
corporate credit rating on France-based chemical producer Rhodia
S.A. to 'BB-' from 'B+', and its long-term debt rating on the
group to 'B' from 'B-'.

At the same time, Standard & Poor's assigned its 'B' senior
unsecured debt rating to Rhodia's proposed new bond, which will
be used for refinancing purposes.  The bond is rated two notches
below the corporate credit rating, reflecting its contractual
and structural subordination.  The rating is subject to final
documentation.

"The upgrade reflects the benefits Rhodia will realize in 2007
through its improved capital structure with, notably, material
and very cheap convertibles replacing expensive high-yield
bonds," said Standard & Poor's credit analyst Lucas Sevenin.

S&P expects that Rhodia will continue to focus on financial
deleveraging and improvement; its business performance will
remain satisfactory, particularly in polyamide; and free
operating cash flow will consequently become neutral or slightly
positive in 2007, with further gains in 2008.  As of December
2006, financial debt was about EUR2 billion.

"We expect Rhodia to improve its cash flow protection ratios in
the coming two years, given a strong focus on deleveraging and
cash flow that should benefit from continuously solid business
performances in polyamide, far lower interest expenses than
previously, and modest growth in capital expenditures," said Mr.
Sevenin.

The rating could come under pressure if the group does not
perform in line with its turnaround plan, and its cash flow
metrics do not improve to levels commensurate with the 'BB'
category.

As medium-term improvements are already factored into the
rating, further ratings going up is limited at this stage.

Based in Paris, France, Rhodia S.A. is a diversified specialty
chemicals group that generated consolidated Revenues of EUR4.8
billion and reported EBITDA of EUR683 million in 2006.  The
company has operations in Brazil.


VALMONT INDUSTRIES: BB&T Capital Maintains Hold Rating on Shares
----------------------------------------------------------------
Newratings.com reports that analysts at BB&T Capital Markets
have kept their "hold" rating on Valmont Industries Inc.'s
shares.

According to Newratings.com, the BB&T Capital analysts said in a
research note published last Friday that Valmont Industries
released its first quarter 2007 earnings per share ahead of the
estimates and the consensus.  The analysts stated that the
company's net sales were ahead of the estimates due to better-
than-expected performance of the Coatings and Utility Support
Structures units.

Utility Structures demand is still robust, Newratings.com says,
citing BB&T Capital.

The 2007 earnings per share estimate was raised to US$3.07 from
US$2.96, while the estimate for 2008 was raised to US$3.50 from
US$3.40.

Headquartered in Valley, Nebraska, Valmont Industries Inc. --
http://www.valmont.com/-- is engaged in the manufacture of
fabricated metal products, metal and concrete pole and tower
structures.  The company also operates in Brazil.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 9, 2006, Moody's Investors Service, in connection with its
implementation of its new Probability-of-Default and Loss-Given-
Default rating methodology for the US manufacturing sector,
confirmed the Ba2 Corporate Family Rating for Valmont Industries
Inc., as well as the rating on the company's US$150 Million
Senior Subordinated 6.875% Notes due 2014.  Those debentures
were assigned an LGD5 rating suggesting noteholders will
experience an 82% loss in the event of default.  Additionally,
Moody's revised its probability-of-default ratings and assigned
loss-given-default ratings on these loans and bond debt
obligations of the company:
                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   US$150 Mil. Sr.
   Unsec. Bank
   Facility
   Due 2009 (Rev.)       Ba2       Ba1     LGD3        34%
   US$75 Mil. Sr.
   Unsec. Bank
   Facility due 2014     Ba2       Ba1     LGD3        34%


VALMONT INDUSTRIES: Earns US$18.7 Million in 2007 First Quarter
---------------------------------------------------------------
Valmont Industries, Inc. reported sales for the first quarter of
US$340.7 million compared with US$303.6 million for the same
period of 2006.  First quarter 2007 net earnings were
US$18.7 million, or 72 cents per diluted share, versus the first
quarter record net earnings of 2006 of US$13.1 million, or 52
cents per diluted share.

                     First Quarter Review

"Favorable conditions in most of our markets and steady progress
on our company-wide performance initiatives led to strong sales
and earnings gains for the quarter," said Mogens C. Bay,
Valmont's Chairman and Chief Executive Officer.  "We are off to
a good start in 2007, and have a positive outlook for the rest
of the year.

"Sales in the Engineered Support Structures Segment reflected
the strong demand in both North American and international
markets.

"Utility Support Structures sales were very strong, responding
to the expanding investment in the electrical transmission grid
by utility companies.

"Gains in Coatings Segment sales reflect improved demand and
increased pricing to recover higher zinc costs than last year.

"In the Irrigation Segment, North American sales were up
slightly.  International sales gains were the result of higher
grain prices and new business in emerging markets.

"Sales in the Tubing Segment improved as customers replenished
inventories anticipating higher steel prices and due to higher
sales demand from agricultural equipment manufacturers.

"The key drivers behind the 42% increase in operating income
were increased volumes and associated operating leverage, and
better pricing."

                        2007 Outlook

"We are expecting solid results in 2007, Mr. Bay said, "We are
off to a strong start with good order flow and backlogs in most
of our businesses and positive market trends.

"In light of the strong start to the year, we expect high single
digit revenue increases over last year, and about a one
percentage point improvement in operating income as a percent of
sales for the year.

"We have had good success in growing our structural business in
China.  Our new plant in southern China is performing well.
Based on the outlook for continued strong infrastructure
development in China, Valmont's board has approved the
construction of a third plant in China, which should start
operations during the second half of 2008.

"We believe our current businesses offer excellent platforms for
growth going forward.  Many opportunities remain for us to
leverage our products, markets and capabilities around the
world. Our core businesses have excellent fundamentals and
continue to offer good returns on invested capital.  We will
maintain our focus on improving operating income as a percent of
sales and on return on invested capital in 2007."

Headquartered in Valley, Nebraska, Valmont Industries Inc. --
http://www.valmont.com/-- is engaged in the manufacture of
fabricated metal products, metal and concrete pole and tower
structures.  The company also operates in Brazil.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 9, 2006, Moody's Investors Service, in connection with its
implementation of its new Probability-of-Default and Loss-Given-
Default rating methodology for the US manufacturing sector,
confirmed the Ba2 Corporate Family Rating for Valmont Industries
Inc., as well as the rating on the company's US$150 Million
Senior Subordinated 6.875% Notes due 2014.  Those debentures
were assigned an LGD5 rating suggesting noteholders will
experience an 82% loss in the event of default.  Additionally,
Moody's revised its probability-of-default ratings and assigned
loss-given-default ratings on these loans and bond debt
obligations of the company:
                                                   Projected
                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   US$150 Mil. Sr.
   Unsec. Bank
   Facility
   Due 2009 (Rev.)       Ba2       Ba1     LGD3        34%
   US$75 Mil. Sr.
   Unsec. Bank
   Facility due 2014     Ba2       Ba1     LGD3        34%




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


ARLINGTON HILL: Will Hold Last Shareholders Meeting on May 30
------------------------------------------------------------
Arlington Hill Debt Strategies (Offshore), Ltd. will hold its
final shareholders meeting on May 30, 2007, at 10:05 a.m., at:

          Queensgate House,
          South Church Street, Grand Cayman
          Cayman Islands

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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 liquidator can be reached at:

          Ogier
          Attention: Colin MacKay
          Queensgate House,
          South Church Street, Grand Cayman
          Cayman Islands
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


ARLINGTON HILL DEBT: Sets Last Shareholders Meeting for May 30
--------------------------------------------------------------
Arlington Hill Debt Strategies (Master), Ltd. will hold its
final shareholders meeting on May 30, 2007, at 10:00 a.m., at:

          Queensgate House,
          South Church Street, Grand Cayman
          Cayman Islands

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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 liquidator can be reached at:

          Ogier
          Attention: Colin MacKay
          Queensgate House,
          South Church Street, Grand Cayman
          Cayman Islands
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


GEOVIC FINANCE: Sets Final Shareholders Meeting for May 21
----------------------------------------------------------
Geovic Finance Corporation will hold its final shareholders
meeting on May 21, 2007, at 10:00 a.m., at the office of the
company.

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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 liquidator can be reached at:

         Lawrence Edwards
         Attention: Richard Mottershead
         P.O. Box 258
         Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 914 8656
         Fax: (345) 945 4237


GROVE POINTE: Sets Last Shareholders Meeting for May 28
-------------------------------------------------------
Grove Pointe will hold its final shareholders meeting on
May 28, 2007, at 10:00 a.m., at:

         Strathvale House
         P.O. Box 2636
         Grand Cayman KY1-1102,
         Cayman Islands

These agendas will be taken during the meeting:

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

   2) 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 liquidator can be reached at:

         Alan Craig
         Turner & Roulstone Management Ltd.
         Strathvale House
         P.O. Box 2636
         Grand Cayman KY1-1102
         Cayman Islands
         Telephone: (345) 943 5555


KINGSFORD CAPITAL: Sets Last Shareholders Meeting for May 18
------------------------------------------------------------
Kingsford Capital Masterpiece Ltd. will hold its final
shareholders meeting on May 18, 2007, at 11:30 a.m., at the
company's offices.

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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


L.L. FINANCE: Proofs of Claim Must be Filed by May 31
-----------------------------------------------------
L.L. Finance Ltd.'s creditors are given until May 31, 2007, to
prove their claims to Chris Marett and Emile Small, the
company's liquidators, 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.

L.L. Finance's shareholders agreed on April 5, 2007, to place
the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


L.L. FINANCE: Will Hold Last Shareholders Meeting on July 12
------------------------------------------------------------
L.L. Finance Ltd. will hold its final shareholders meeting on
July 12, 2007, at:

          Queensgate House
          South Church Street, Grand Cayman
          Cayman Islands

These agendas will be taken during the meeting:

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

   2) 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:

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


MULHOLLAND TWENTY: Sets Last Shareholders Meeting for June 4
------------------------------------------------------------
Mulholland Twenty Five Fund Ltd. will hold its final
shareholders meeting on June 4, 2007, at 10:00 a.m., at:

          Queensgate House
          South Church Street, Grand Cayman
          Cayman Islands

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its company, after which
      they may be destroyed.

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 liquidator can be reached at:

          Ogier
          Attention: Martina de Lima
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


MUNICH LEASING: Will Hold Last Shareholders Meeting on May 18
------------------------------------------------------------
Munich Leasing Ltd. will hold its final shareholders meeting on
May 18, 2007, at 11:00 a.m., at the office of the company.

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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


NAGATSUKI HOLDING: Sets Last Shareholders Meeting for May 18
------------------------------------------------------------
Nagatsuki Holding Ltd. will hold its final shareholders meeting
on May 18, 2007, at 10:30 a.m., at the office of the company.

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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


PI LONG: Sets Final Shareholders Meeting for May 18
---------------------------------------------------
PI Long Short Equity Hedged Fund Ltd. will hold its final
shareholders meeting on May 18, 2007, at 12:30 p.m., at the
office of the company.

These agendas will be taken during the meeting:

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

   2) authorizing the liquidator to retain the company's records
      for a period of five years from its dissolution, after
      which they may be destroyed.

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


SR HOLDINGS: Sets Final Shareholders Meeting for July 12
--------------------------------------------------------
SR Holdings Inc. will hold its final shareholders meeting on
July 12, 2007, at:

          Queensgate House
          South Church Street, Grand Cayman
          Cayman Islands

These agendas will be taken during the meeting:

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

   2) 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:

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


SR HOLDINGS: Proofs of Claim Filing Is Until May 31
---------------------------------------------------
SR Holdings Ltd.'s creditors are given until May 31, 2007, to
prove their claims to Carrie Bunton and Emile Small, the
company's liquidators, 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.

SR Holdings shareholders agreed on April 5, 2007, to place
the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


VONTOBEL EUROPEAN: Proofs of Claim Must be Filed by June 14
-----------------------------------------------------------
Vontobel European Ventures creditors are given until
June 14, 2007, to prove their claims to Vontobel Trust Company
Cayman, 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.

Vontobel European's shareholder decided on Feb. 28, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

          Vontobel Trust Company Cayman
          Margaret Thompson
          Beverly Lorimer
          P.O. Box 32301SMB, Grand Cayman
          Cayman Islands
          Tel: (345) 945-9200
          Fax: (345) 945-9201


VONTOBEL EUROPEAN: Sets Last Shareholders Meeting for June 15
-------------------------------------------------------------
Vontobel European Ventures Holding Corp. will hold its final
shareholders meeting on June 15, 2007, at:

          Grand Pavilion Commercial Centre,
          West Bay Road, Grand Cayman
          Cayman Islands

These agendas will be taken during the meeting:

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

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

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

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

The liquidator can be reached at:

          Vontobel Trust Company Cayman
          Margaret Thompson
          Beverly Lorimer
          Grand Pavilion Commercial Centre
          West Bay Road
          P.O. Box 30846 SMB
          George Town, Grand Cayman
          Cayman Islands
          Tel: (345) 945-9200
          Fax: (345) 945-9201




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


BELL MIRCROPRODUCTS: Revenues Up to US$1 Bil. in First Qtr. 2007
----------------------------------------------------------------
Bell Microproducts Inc. reported its preliminary first quarter
2007 revenue in a range of US$990 million to US$1.01 billion, an
increase of 14% to 16% from first quarter 2006 revenue of US$867
million.

The company's European operations posted solid revenue growth of
approximately 13% and represented roughly 44% of the company's
total first quarter revenue.  In Latin America, revenues
increased approximately 14% and represented 14% of total revenue
in the quarter.  North American revenue increased more than 20%
and generated approximately 42% of the quarter's revenue.

The Solutions category of product and services sales grew 27% to
53% of total sales in the first quarter, as compared to 48% in
first quarter 2006, driven primarily by strong computer platform
and storage systems sales and the acquisition of ProSys.  The
Components and Peripherals category grew approximately 6% and
represented 47% of sales in the first quarter, as compared to
52% in first quarter 2006.  Disk drive revenue increased
approximately 20% year over year, increased slightly from fourth
quarter 2006 levels, and represented approximately 30% of total
revenue.

Commenting on the preliminary first quarter results, W. Donald
Bell, President and Chief Executive Officer of Bell
Microproducts, said, "We are pleased with our strong revenue
growth again this quarter.  Our international businesses in
Europe and Latin America performed well in the first quarter and
both generated double-digit revenue growth.  In our North
American operations, we experienced substantial revenue growth
in our higher margin Industrial and Enterprise sales channels.
This was partially offset by revenue decreases in our US
commercial sales channel as we continue to focus on more
profitable products and customers.  In its second quarter of
results as part of Bell Microproducts, ProSys Information
Systems generated revenue in line with our expectations.  Our
solid start to the new year gives us confidence that we are well
positioned for continued growth for the balance of 2007 and
beyond."

Bell Microproducts has also received a written notification from
the Nasdaq Listing and Hearing Review Council that the
Listing Council has stayed the previously disclosed
Feb. 21, 2007 delisting decision of the Nasdaq Listing
Qualifications Panel, which gave the company until May 22, 2007
to become current in its SEC periodic reports and file any
required restatements.  The Listing Council has taken review of
the Qualification Panel's prior decision and has given the
Company until June 29, 2007, to submit additional information
for the Listing Council to consider in its review.

The company is unable at this time to provide additional
quantitative information regarding its quarterly results or any
further comparison of such results to first quarter 2006 until
the previously announced restatement of its financial statements
for certain prior periods, the review of its historical stock
option grants, and the impact on the 2006 audit has been
completed.  A special committee of the board of directors has
been appointed to conduct an evaluation of the Company's stock
option practices with the assistance of independent counsel and
independent accounting consultants.  The accounting adjustments
expected as a result of the review cannot be quantified until
completion of the independent review.

Headquartered in San Jose, California, Bell Microproducts Inc.
(Nasdaq: BELM) -- http://www.bellmicro.com/-- is an
international, value-added distributor of high-tech products,
solutions and services, including storage systems, servers,
software, computer components and peripherals, as well as
maintenance and professional services.  Bell is a Fortune 1000
company that has operations in Argentina, Brazil, Chile and
Mexico.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 30, 2007, the company received a Nasdaq Staff
Determination notice because the company did not file its Annual
Report 10-K for the period ended Dec. 31, 2006.  The Nasdaq
Listing and Hearing Review Council expects a response to why the
company failed to file its annual report.

Nasdaq Listing Qualifications Panel extended until May 22, 2007,
the company's request for continued listing.

As reported in the Troubled Company Reporter-Latin America on
March 15, 2007, the company received waivers in relation to the
delivery of certain of its quarterly information and
documentation until May 31, 2007, under credit agreements with
Wachovia Capital Finance Corp., Wachovia Bank, National
Association, and the Teachers' Retirement Systems of Alabama.


EASTMAN KODAK: Board Elects Dolores Kruchten as Vice President
--------------------------------------------------------------
Eastman Kodak Company's Board of Directors has elected Dolores
K. Kruchten as the company's Vice President, effective
immediately.

Ms. Kruchten was appointed General Manager, Document Imaging and
Vice President, Graphic Communications Group in January 2007.

Ms. Kruchten joined Kodak in 1981, and has worked in site
engineering, manufacturing, research and development,
acquisitions, and information technology systems.  Prior to
leading the Document Imaging business, she was General Manager,
Global Services, Graphic Communications Group, where she led the
integration of six service businesses into a single organization
with some US$570 million in revenue.

In 2003, Ms. Kruchten was named Worldwide General Manager,
Document Products & Services, and Vice President, Commercial
Imaging Group, where she led a global organization that included
R&D, product manufacturing, sales, service, and marketing of
production scanners, media, and traditional products.

Ms. Kruchten earned a Bachelor of Technology Degree in
Mechanical Engineering from Rochester Institute of Technology in
1987.  She has been a finalist for several business leadership
recognitions, including the Jane Lanphear Legacy Award and the
Stevie Awards for Women Business Executive of the year.  She
lives in Rochester, New York.

Headquartered in Rochester, New York, Eastman Kodak Company --
http://www.kodak.com/-- is a worldwide vendor of imaging
products and services.  The company is committed to a digitally
oriented growth strategy focused on four businesses: Digital &
Film Imaging Systems - providing consumers, professionals, and
cinematographers with digital and traditional products and
services; Health -- supplying the medical and dental professions
with traditional and digital imaging and information systems, IT
solutions, and services; Graphic Communications - providing
customers with a range of solutions for prepress, traditional
and digital printing, document scanning, and multi-vendor IT
services; and Display & Components - supplying original
equipment manufacturers with imaging sensors as well as
intellectual property and materials for the organic light-
emitting diode and LCD display industries.

The company has operations in Argentina, Chile, Denmark, Greece,
Jordan, Yemen, Australia, China among others.

                        *     *     *

Moody's Investors Service placed Eastman Kodak Company's B1
Corporate Family Rating on review for a possible downgrade.
Moody's will continue to focus on the company's potential sale
of the Kodak Health Group as well as the fundamental operating
performance of the company.  Moody's commented that if the sale
of KHG was not pending, Moody's would expect to confirm the
company's B1 rating with a negative outlook.

The company intends to announce the outcome of the KHG strategic
review by calendar year end 2006.

Standard & Poor's Ratings Services placed its ratings on Eastman
Kodak Co. (B+/Watch Neg/--) on CreditWatch with negative
implications.  The Rochester, New York-based imaging company had
US$3.5 billion in debt as of June 30, 2006.




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


ARMOR HOLDINGS: Earns US$36 Million in Quarter Ended March 31
-------------------------------------------------------------
Armor Holdings, Inc., disclosed its financial results for the
first quarter ended March 31, 2007.

                    First Quarter Results

For the first quarter ended March 31, 2007, the company reported
revenue of US$889 million, an increase of 100%, compared to
US$445 million in the first quarter last year.  Net income for
the first quarter was US$36 million versus US$41 million in the
first quarter last year.  Earnings before interest, taxes,
depreciation and amortization for the first quarter increased by
17% to US$83 million versus US$71 million in the year-ago
quarter.

Current quarter results include a long term performance based
compensation charge related to a long term performance based
award approved by the company's Board of Directors in the first
half of 2005.  This award was established exclusively for
Messrs. Warren B. Kanders and Robert R. Schiller, the company's
CEO and President, respectively, to align their three-year
compensation with company performance and shareholder interests.
As set forth in our shareholder approved 2005 Stock Incentive
Plan, and as more fully described in the company's 2005 and 2006
Proxy Statements, this award becomes payable in the event that
the company achieves within a three year period, both a rolling
four-quarter EBITDA of US$305 million and a per share closing
stock price of US$70.00 or more for five consecutive trading
days.  When established by the Board of Directors, these targets
represented compounded annual growth rates over the three-year
period of 24% and 14% in EBITDA and Common Stock price,
respectively.  Given the company record first quarter results,
the EBITDA target was achieved and the company now believes that
it is probable that the US$70.00 per share stock price condition
also will be achieved.  Net income before long term performance
based compensation charge and fully diluted earnings per share
before long term performance based compensation charge were
US$50 million and US$1.31 per share, respectively, for the three
months ended March 31, 2007, compared to US$41 million and
US$1.11 per share, respectively, for the prior year period.

"Our business continues to expand, as the first quarter
financial results indicate," said Robert R. Schiller, President
& COO. "Better than anticipated sales and earnings were driven
primarily by outperformance from our ground vehicle armoring
operations, which benefited from the ongoing demand for armor
components, supplemental equipment and spare parts for the
military tactical truck fleet.  Additionally, our OEM truck
business continued to achieve targeted rates of production, and
we received significant awards in each product category of our
soldier equipment business."

Internal revenue growth, which includes increases or decreases
in acquired companies' current quarter revenues since the date
of acquisition versus the comparable prior year period, was 54%.
Internal revenue growth by segment was 68% for the Aerospace &
Defense Group, 2% for the Products Group and 12% for the Mobile
Security Division from the same period last year.

   * The Aerospace & Defense Group's internal revenue growth was
     primarily due to higher volumes in ground vehicle armoring
     operations, where the company experienced strong demand for
     basic armor components for the M1151 and supplemental armor
     components, such as motorized gunner protection kits and
     enhanced armored doors.

   * The Products Group's internal revenue growth was primarily
     due to increased sales of law enforcement duty gear,
     partially offset by a decrease in our international
     markets.

   * The Mobile Security Division's revenue increase was driven
     by increased availability of key base unit chassis, such as
     the Chevrolet Suburban.

The company's gross profit margin in the first quarter was 18.5%
versus 23.5% in the year-ago quarter.  This reduction resulted
primarily from the OEM truck business that was acquired in May
2006, which operates at lower average gross margins.

   * The acquired OEM truck business reduced the Aerospace &
     Defense Group's gross margin, which declined to 16.4%
     versus 20.1% in the year-ago quarter.  However, excluding
     the impact of this acquisition, the Aerospace & Defense
     Group's gross margin would have been 21.1% for the quarter.

   * The Products Group's gross margin increased to 39.9% versus
     39.0% in the year-ago quarter, primarily due to improved
     manufacturing processes, expanded outsourcing and higher
     capacity utilization.

   * The Mobile Security Division's gross margin decreased to
     16.2% from 22.8% in the same period last year, primarily
     due to a lower-margin mix of vehicles shipped in the
     quarter.

The Company's selling, general and administrative expenses as a
percentage of revenue increased to 9.4% versus 8.1% in the year-
ago quarter.  This increase was primarily due to the long term
performance based compensation charge.  Excluding the impact of
the long term performance based compensation charge, SG&A as a
percentage of revenue was 6.9%.

Cash flow used in operating activities for the first quarter was
(US$108) million versus US$28 million in cash flow provided by
operating activities in the year-ago quarter.  Free cash flow,
defined as net cash (used in) or provided by operating
activities less capital expenditures, was US$(118) million
versus US$19 million in the same period last year.  The decrease
in free cash flow was primarily due to an unanticipated change
in the government's advance payments process under the FMTV
contract, temporarily reducing the quantity of trucks eligible
for advance payments.  Normal advance payments have resumed and
we currently expect to receive the majority of the deferred
progress payments during the balance of the current year.

                        Balance Sheet

As of March 31, 2007, the company reported:

   -- Cash, cash equivalents, short-term investment securities
      and equity-based securities of US$45 million compared to
      US$40 million at Dec. 31, 2006.

   -- Total debt (short-term, current portion and long-term) was
      US$896 million at March 31, 2007, compared to US$767
      million at Dec. 31, 2006.

The aggregate of cash, cash equivalents and short-term
investment securities increased slightly and total debt
increased during the three months ended March 31, 2007,
primarily due to a change in the government's advance payments
process under the FMTV contract.

                          Guidance

The company reiterates anticipated fiscal 2007 financial
performance as follows:

   -- Revenues of US$3.4 billion to US$3.6 billion; and

   -- 2007 free cash flow of approximately US$100 million, which
      excludes approximately US$20 million from the long term
      performance based compensation award and includes US$100
      million to US$120 million of capital expenditures for
      expansion of our medium vehicle capacity and a ramp up of
      the company's capability to implement LTAS for the FMTV,
      expanded ballistic materials manufacturing capability and
      additional capacity for production of the M1151/52 and
      certain soldier equipage products.

The company is revising fiscal 2007 earnings per share guidance,
to include the impact of the long term performance based
compensation charge previously discussed, as follows:

   -- Fully diluted earnings per share of US$4.29 to US$4.69,
      which reflects an estimated long term performance based
      compensation charge of (US$0.51) for the full year.
      Excluding this charge, the company's full year guidance
      would have been unchanged from the previously provided
      range of US$4.80 to US$5.20; and

   -- Second quarter 2007 diluted earnings per share of US$0.73
      to US$0.78, which includes an estimated (US$0.15) after
      tax charge for the long term compensation award as
      previously explained.  Excluding this charge, the
      company's second quarter guidance would have been US$0.88
      to US$0.93.

The second quarter earnings guidance for both fully diluted
earnings per share and free cash flow reflect the assumption
that market conditions will cause the Company's closing share
price to close at or above US$70.00 per share for five
consecutive trading days.  The company has not yet finally
determined its ultimate method of settlement.

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

                        *     *     *

Moody's Investors Service's confirmed its Ba3 Corporate Family
Rating for Armor Holdings Inc.  Additionally, Moody's affirmed
its B1 ratings on the company's 2% Convertible Senior
Subordinated Notes Due 2024 and 8.25% Senior Subordinated Notes
Due 2013.  Moody's assigned those debentures an LGD5 rating
suggesting noteholders will experience a 77% loss in the event
of default.


ARMOR HOLDINGS: Gets US$41.7MM Deal for Medium Tactical Vehicles
----------------------------------------------------------------
Armor Holdings, Inc., has received a US$41.7 million order from
the U.S. Army Tank-automotive and Armaments Command -- TACOM
-- for production of High Mobility Artillery Rocket System re-
supply vehicles and launcher chassis.  The company advised that
the new work is under a modification to the existing multi-year
Family of Medium Tactical Vehicles -- FMTV -- production
contract with performance in 2008 by the Aerospace & Defense
Group at its facilities located in Sealy, Texas.

Robert R. Schiller, President of Armor Holdings, said, "This
award illustrates the adaptability of the FMTV platform and the
continued teamwork between Armor Holdings, the U.S. Army, and
the HIMARS prime contractor, Lockheed Martin Missiles and Fire
Control."

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

                        *     *     *

Moody's Investors Service's confirmed its Ba3 Corporate Family
Rating for Armor Holdings Inc.  Additionally, Moody's affirmed
its B1 ratings on the company's 2% Convertible Senior
Subordinated Notes Due 2024 and 8.25% Senior Subordinated Notes
Due 2013.  Moody's assigned those debentures an LGD5 rating
suggesting noteholders will experience a 77% loss in the event
of default.


ECOPETROL: Forms Biodiesel Joint Venture with Palm Oil Producers
----------------------------------------------------------------
Colombian state-owned oil company Ecopetrol said in a statement
that it has created Ecodiesel Colombia, a biodiesel joint
venture, with palm oil producers.

Business News Americas relates that Ecopetrol has formed the
joint venture with:

          -- Extractora Central,
          -- Palmas Oleaginosas Bucarelia,
          -- Extractora Monterrey,
          -- Oleaginosas Las Brisas,
          -- Palmeras Puerto Wilches,
          -- Palmas del Cesar, and
          -- Agroince.

According to BNamericas, Ecopetrol and the palm oil producers
each will control 50% of Ecodiesel Colombia.

BNamericas notes that Ecodiesel Colombia will initially
construct and run a US$23-million, 2,000-barrel per day plant in
Barrancabermeja.

Ecopetrol said in a statement that the biodiesel and the diesel
produced at the Barrancabermeja plant will help decrease sulfur
content close to 2% and particulate emissions roughly 5%.

The Barrancabermeja refinery will start operating in 2008,
BNamericas states.

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

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


ECOPETROL: Gov't Expects to Raise US$5 Billion from Stake Sale
--------------------------------------------------------------
Colombian state-owned oil company Ecopetrol President Javier
Gutierrez told the Toronto Star that the Colombian government
expects to raise as much as US$5 billion from the sale of a
stake in the firm.

As reported in the Troubled Company Reporter-Latin America on
March 21, 2007, an Ecopetrol official said that the company will
start selling up to 20% of its shares on Aug. 27.  The stakes
will be sold to the "solidarity" sector of the economy, which
include current and former Ecopetrol workers, beneficiaries,
pension funds, and cooperatives.  Ecopetrol will use the
proceeds from the sale to finance expansion plans, which focus
on exploration and production expansion, plant upgrades and the
fostering of growth in the ethanol and biofuels field.

The Toronto Star relates that Mr. Gutierrez said the government
aims to sell the stake on Colombia's stock exchange.  An
estimated 250,000 Colombians are expected to buy shares.  A
second sale is also planned.

"We want to take an attractive product to market to ensure a
high degree of shareholder participation," Mr. Gutierrez told
the Toronto Star.

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

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




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


GOODYEAR TIRE: Gets Extended Maturities, Interest Reduction
-----------------------------------------------------------
The Goodyear Tire & Rubber Company has closed on an amendment
and restatement of three of its credit facilities.  Significant
changes to the amended and restated agreements include:

  -- With respect to the company's US$1.5 billion asset-based
     revolving credit facility, an extension of its maturity
     until 2013, a reduction of the applicable interest rate by
     between 50 and 75 basis points (depending on availability
     of undrawn amounts) and a more flexible covenant package.

  -- With respect to the company's US$1.2 billion second lien
     term loan, an extension of its maturity until 2014, a
     reduction of the applicable interest rate by 100 basis
     points (to be further reduced by 25 basis points if
     Goodyear's credit ratings are BB- and Ba3 or higher) and a
     more flexible covenant package.

  -- With respect to the company's EUR505 million European
     credit facility, the conversion of the EUR155 million
     term loan portion of the existing facility to a revolving
     facility, an extension of its maturity until 2012, a
     reduction of the applicable interest rate by 75 basis
     points (as compared to the existing European revolving
     facility) and 37.5 basis points (as compared to the
     existing European term loan) and a more flexible covenant
     package.

"This refinancing action reduces our interest expense, creates
additional operational flexibility, extends maturities and helps
address our efforts to improve Goodyear's balance sheet," said
Richard J. Kramer, president, North American Tire and chief
financial officer.  "We anticipate annualized interest expense
savings of US$15 million to US$20 million."

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

As reported in the Troubled Company Reporter-Latin America on
April 10, 2007, Fitch Ratings has affirmed ratings for The
Goodyear Tire & Rubber Co. and revised the rating outlook to
positive from stable:

   -- Issuer Default Rating 'B';
   -- US$1.5 billion first-lien credit facility 'BB/RR1';
   -- US$1.2 billion second-lien term loan 'BB/RR1';
   -- US$300 million third-lien term loan 'B/RR4';
   -- US$650 million third-lien senior secured notes 'B/RR4';
   -- Senior unsecured debt 'CCC+/RR6'.


* JAMAICA: Wants Venezuela to Fund Rural Electricity Project
------------------------------------------------------------
Rafael Isea, Venezuelan vice-minister of finance and chair of
the Social Development Bank, said that the government has
received a US$10 million rural electricity network-funding
proposal from the Jamaican government, daily newspaper El
Universal reports.

According to the same report, around 50 percent of the amount
would be Venezuelan components, and therefore power technology
developed in Venezuela would be used in the project.

The countries are already partners in infrastructure and
cultural projects.

Mr. Isea disclosed that new areas for cooperation are being
explored to boost integration among countries in the region, in
the framework of the Bolivarian Alternative for the Americas --
a trade bloc comprised of Bolivia, Cuba and Venezuela.

                        *     *     *

As reported in the Troubled Company Reporter on Feb. 7, 2006,
the National Water Commission of Jamaica had been criticized for
failing to act promptly in cutting its losses.  For the fiscal
years 2002 and 2003, the water commission accumulated a net loss
of US$2.11 billion.  The deficit fell to US$1.86 billion the
following year, and to US$670 million in 2004 and 2005.




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


ADVANCED MARKETING: Asks Court to Extend Plan Filing to Aug. 10
---------------------------------------------------------------
Advanced Marketing Services Inc. and its debtor-affiliates ask
the United States Bankruptcy Court for the District of Delaware
to extend their exclusive periods to:

    (1) file a Chapter 11 plan until August 10, 2007; and

    (2) solicit acceptances of that plan until October 9, 2007.

The Debtors' exclusive period to file a chapter 11 plan expires
on Apr. 28, 2007.  Section 1121(b) of the Bankruptcy Code
provides for an initial 120-day period after the Petition Date
during which a debtor has the exclusive right to file a Chapter
11 plan.  Section 1121(c)(3) provides that if a debtor proposes
a plan within the exclusive filing period, it has a period of
180 days after the Petition Date to obtain acceptances of the
plan.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, relates that the Debtors believe these
dates are consistent with the plan process timeline they have
discussed with the Official Committee of Unsecured Creditors.

Mr. Collins asserts that the Debtors' Exclusive Periods should
be extended because:

   (a) the Debtors' Chapter 11 cases are large and complex and
       they need more time to craft a plan of reorganization;

   (b) in addition to negotiating debtor-in-possession financing
       and the sales of their assets, the Debtors have been
       making significant progress in their efforts on
       stabilizing, winding down their remaining operations, and
       implementing the transition services related to the
       Sales;

   (c) while the Debtors will shortly file a request for the
       Court to establish bar dates for filing proofs of claim,
       it will only be after the claims bar date has passed that
       the Debtors will be in a position to begin evaluating the
       universe of claims against them and, in light of that
       evaluation and the results of their planning process,
       develop the plan; and

   (d) the Debtors believe that analysis of their remaining
       executory contracts and leases, review of claims,
       development of a draft plan and negotiations with their
       various constituencies regarding the terms of a plan and
       the related process, together with the day-to-day tasks
       of operating as Chapter 11 debtors-in-possession, will
       consume the bulk of their time and efforts in the coming
       months.

The Debtors submit that the extension of the Exclusive Periods
will not harm creditors or other parties-in-interest.  In light
of the significant issues that must be resolved before a plan
can be finalized, the Debtors believe that neither their
creditors nor any other party-in-interest would be in a position
to propose a plan before the proposed expiration of the
Exclusive Filing Period in the first instance.

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.
Lowenstein Sandler PC represents the Official Committee of
Unsecured Creditors.  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 Apr. 28, 2007.  (Advanced Marketing
Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


ADVANCED MARKETING: Asks Court to Fix Claims Bar Date to July 2
---------------------------------------------------------------
Advanced Marketing Services Inc. and its debtor-affiliates ask
the United States Bankruptcy Court for the District of Delaware
to enter a ruling establishing July 2, 2007, as the bar date by
which all entities, including governmental units, must file
proofs of claim in the Debtors' Chapter 11 cases.  Additionally,
the Debtors ask the Court to establish a bar date to file:

    (a) claims relating to the Debtors' rejection of executory
        contracts or unexpired leases pursuant to Section 365 of
        the Bankruptcy Code;

    (b) claims as a result of amendments to the Debtors'
        schedules of assets and liabilities;

    (c) administrative expense claims asserted under Section
        503(b)(9) of the Bankruptcy Code;

    (d) all other non-Section 503(b)(9) administrative expense
        claims arising or accruing on or before April 30, 2007,
        under Sections 503(b) and 507(a) of the Bankruptcy Code.

The Debtors ask the Court to approve the form and manner of
notice of the Bar Dates.

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, relates that as the General Bar Date falls
more than 180 days from the Petition Date, the General Bar Date
will apply to governmental units.  He notes that Rule 3003(c)(3)
of the Federal Rules of Bankruptcy Procedure provides that a
"court [will] fix and for cause shown may extend the time within
which proofs of claim or interest may be filed."

                      General Bar Date

Mr. Collins says that except as provided, the General Bar Date
would apply to all entities holding claims against the
Debtors -- whether secured, unsecured, priority or unsecured
non-priority -- that arose before the Petition Date.  The
proposed General Bar Date is approximately 60 days after the
date the Debtors will serve the Bar Date Notice.

The Debtors propose that, subject to the provisions set forth
for holders of claims subject to the proposed Rejection Bar
Date, the Schedules Bar Date, the Section 503(b)(9) Bar Date,
and the First Administrative Bar Date, these entities must file
claims on or before the General Bar Date:

   -- any entity whose prepetition claim against a Debtor is not
      listed in the applicable Debtor's Schedules or is listed
      as disputed, contingent or unliquidated in the Schedules,
      and that desires to participate or share in any
      distribution in the Debtors' Chapter 11 cases; and

   -- any entity that believes that its prepetition claim is
      improperly classified or is listed in an incorrect amount
      in the Schedules, and that desires to have its claim
      allowed in a classification or amount other than that
      identified in the Schedules.

These entities, whose claims otherwise would be subject to the
General Bar Date, need not file claims:

   -- any entity that already has properly filed a claim against
      one or more of the Debtors in accordance with the
      procedures described;

   -- any entity (1) whose claim against a Debtor is not listed
      as disputed, contingent or unliquidated in the Schedules,
      and (2) that agrees with the nature, classification and
      amount of its claim as identified in the Schedules;

   -- any entity whose claim against a Debtor previously has
      been allowed by, or paid pursuant to, a Court ruling;

   -- Interest Holders whose claims are based exclusively on the
      ownership of Interests; and

   -- any of the Debtors that hold claims against one or more of
      the Debtors.

                      Rejection Bar Date

Unless a different deadline has previously been established by a
Court ruling, the Debtors propose that for any claim relating to
a rejection of an executory contract or unexpired lease, the bar
date for the claim will be the later of (a) the General Bar Date
for all Entities, or (b) 30 days after the service of a Court
ruling approving rejection on the affected entities.

                      Schedules Bar Date

The Debtors propose that they will retain the right to:

    * dispute, or assert offsets or defenses against, any filed
      claim or any claim listed or reflected in the Debtors'
      Schedules as to nature, amount, liability, classification
      or otherwise;

    * subsequently designate any claim as disputed, contingent
      or unliquidated; and

    * otherwise amend their Schedules, provided that if one of
      the Debtors amends its Schedules to reduce the undisputed,
      non-contingent and liquidated amount or to change the
      nature or classification of a claim against a Debtor, the
      affected claimant will have until the Schedules Bar Date
      to file a claim or to amend any previously filed proof of
      claim in respect of the amended scheduled claim.

The Debtors ask the Court to fix the Schedules Bar Date to the
later of (a) the General Bar Date, or (b) 30 days after the date
that a notice of the applicable amendment to the Schedules, if
any, is served on the claimant.

To the extent the Debtors amend their Schedules relating to the
claim of any creditor, the Debtors will serve notice of both the
amendment and the Schedules Bar Date on the affected creditor.
Nothing would preclude the Debtors from amending their Schedules
in accordance with the Local Rules of Bankruptcy Practice and
Procedure for the U.S. Bankruptcy Court in the District of
Delaware.

                  Section 503(b)(9) Bar Date

To properly address all Section 503(b)(9) Claims, the Debtors
propose that the Court establish the General Bar Date as the
Section 503(b)(9) Bar Date.  The Debtors believe that the time
period is adequate and appropriate under the circumstances
because:

    (a) Rule 2002 of the Federal Rules of Bankruptcy Procedure
        only requires 20 days notice of a claims bar date; and

    (b) holders of reclamation claims are provided, by statute,
        only 20 days to file reclamation claims, and Section
        503(b)(9) Claims might overlap with reclamation claims.

Under Section 503(b)(9), a claim is accorded administrative
expense priority where the claim is for "the value of any goods
received by the debtor within 20 days before the date of
commencement of a case under [Chapter 11] in which the goods
have been sold to the debtor in the ordinary course of [the]
debtor's business."  Thus, the Debtors must pay these claims in
full to confirm a bankruptcy plan, Mr. Collins says.

The Debtors ask the Court to approve the notice procedures
designed to apprise holders of potential Section 503(b)(9)
Claims that if they fail to file a request for payment of claims
on or before the Section 503(b)(9) Bar Date, the holders will be
forever barred and estopped from asserting their Section
503(b)(9) Claims against the Debtors.

               First Administrative Bar Date

The Debtors propose that the Court establish the General Bar
Date as the First Administrative Bar Date.  The First
Administrative Bar Date is the deadline for claimants requesting
the allowance of administrative expense claims arising under
Sections 503(b), 507(a) or any other section of the Bankruptcy
Code, except Section 503(b)(9) Claims, arising or accruing on or
after the Petition Date but prior to or on April 30, 2007, to
file a claim.

Mr. Collins asserts that the circumstances of the Debtors'
Chapter 11 cases justify setting the First Administrative Bar
Date as requested because the Debtors are in the process of
completing the sale of substantially all of their assets and
intend to file a Chapter 11 plan.  In connection with the Plan
and wind-down process, the Debtors must ascertain the amount and
the extent of Administrative Expense Claims asserted against
their estate.

The Debtors also propose that the Court approve their proposed
proof of administrative claim form; permit creditors to assert
claims without the necessity of requesting a formal hearing; and
set an objection deadline.

The Debtors propose that these entities, whose claims otherwise
would be subject to the First Administrative Bar Date, need not
file claims:

    * professionals retained pursuant to Sections 327, 328 and
      363 of the Bankruptcy Code who may seek fees, expenses and
      other compensation for their services;

    * members of the Official Committee of Unsecured Creditors
      who may seek expenses pursuant to Section 503(b)(3)(F) of
      the Bankruptcy Code;

    * those seeking fees payable and unpaid under Section 1930
      of the Judiciary Procedures Code;

    * those seeking fees or charges assessed against the
      Debtors' estates under Section 123 of the of the Judiciary
      Procedures Code;

    * employees, officers and directors employed by the Debtors
      as of the Service Date; and

    * any of the Debtors or their affiliates who may seek to
      assert inter-company claims.

Any entity holding an interest in any Debtor, which interest is
based exclusively on the ownership of common or preferred stock
in a corporation, a membership interest in a limited liability
partnership, or warrants or rights to purchase, sell, or
subscribe to a security or interest, need not file a proof of
interest on or before the General Bar Date.  However, Interest
Holders who wish to assert claims against any of the Debtors
that arise out of or relate to the sale, issuance, or
distribution of the Interest, must file claims on or before the
General Bar Date, unless another exception identified in the
request applies.

The Debtors will serve on all known entities holding potential
prepetition claims:

    (i) a notice of the Bar Dates;
   (ii) a proof of claim form based upon Official Form No. 10;
  (iii) the Section 50.3(b)(9) Claim Request form; and
   (iv) the Proof of Administrative Claim Form.

The Debtors anticipate that they will serve on all known
Entities holding potential prepetition Claims the Bar Dates
Notice Package within three business days after the Court
approves the request.  All entities asserting claims against
more than one Debtor are required to file a separate claim with
respect to each Debtor.

            About Advanced Marketing Services Inc.

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.
Lowenstein Sandler PC represents the Official Committee of
Unsecured Creditors.  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 Apr. 28, 2007.  (Advanced Marketing
Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


ADVANCED MARKETING: Wants to Sell U.K. Subsidiaries & Bookwise
--------------------------------------------------------------
Advanced Marketing Services Inc. and its debtor-affiliates have
asked the United States Bankruptcy Court for the District of
Delaware to allow the Debtor's entry into, and performance
under, two separate Stock Purchase Agreements dated
April 5, 2007, with:

    (1) Medwyn Lloyd Hughes and Catherine Elizabeth Goodman,
        under which Mr. Hughes and Ms. Goodman will acquire from
        AMS all of the outstanding shares of capital stock, and
        certain selected inventory, of Publishers Group UK
        Limited, and H.I. Marketing Limited -- AMS's wholly
        owned subsidiaries under the laws of the United
        Kingdom,; and

    (2) Brumby Books Holdings Pty Ltd, under which Brumby will
        acquire from AMS all of the outstanding shares of
        capital stock, and certain selected inventory, of AMS's
        wholly owned subsidiaries (a) Bookwise International Pty
        Ltd, based in Australia, and (b) Bookwise Asia Pte Ltd.,
        Based in Singapore.

The Debtors ask the Court to determine that the sale and
transfer of the Shares and the Selected APG Inventory are free
and clear of Liens.  The Debtors also ask the Court to approve
the form and manner of the notices of the Sales.

According to Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, the Buyers have agreed to
participate in an auction for the Companies and the Selected APG
Inventories, subject to bid procedures provided for in the
Purchase Agreements, and the receipt of higher and better offers
before 5:00 EDT on April 20, 2007.

Mr. Collins relates that Mr. Hughes and Ms. Goodman founded HI
Marketing in 1992, and were appointed managers of Publishers UK
after the acquisition of HI Marketing by AMS in 2002.  Mr.
Hughes and Ms. Goodman have significant duties with and at the
U.K. Companies, including day-to day operations, strategic
planning, sales and marketing, and creating and maintaining
relationships with vendors.

Brumby, on the other hand, operates in the wholesale book
distribution business for Australian and international
customers.  Brumby represents over 150 publishers, most of which
are represented in Australia on an exclusive basis.  Brumby's
primary focus is on the representation of quality medium-sized
publishers who do not have their own distribution networks in
Australia.

Mr. Collins asserts that Mr. Hughes and Ms. Goodman are well
qualified to purchase the Shares and to operate the U.K.
Companies going forward -- thereby increasing the chances that
the Companies will be successful and profitable in the future --
because of their strong ties with the U.K. Companies.  On the
other hand, the Debtors believe that Brumby's expertise and
reputation in the industry make it a desirable purchaser of
Bookwise and the Selected APG Inventory, as it is well suited to
assume Bookwise's operations and incorporate them into its
current business model.

Mr. Collins notes that although Mr. Hughes and Ms. Goodman have
long been associated with management at the U.K. Companies, they
have little relationship with the Debtors directly.  The Debtors
are informed, among other things, that Mr. Hughes and Ms.
Goodman own no stock in the Debtors, and the U.K. Companies
maintain their own books and records.

Mr. Collins notes that each of the Purchase Agreements, subject
to Court approval, contemplates these transactions:

    (a) AMS will sell, transfer, convey, assign and deliver to
        the Buyers, and the Buyers will purchase, acquire and
        accept from AMS, all of the Shares and the Selected APG
        Inventory free and clear of all liens, claims,
        encumbrances, mortgages, security interests, pledges,
        equities and other restrictions or charges of any kind
        or nature whatsoever, including all "interests" as the
        term is defined in Section 363(f) of the Bankruptcy
        Code;

    (b) At the date of the Closing, AMS will deliver to the
        Buyers stock certificates evidencing the Shares, duly
        endorsed for transfer or accompanied by duly executed
        assignment documents, and the Buyers will make the
        payment;

    (c) each Purchase Agreement provides representations and
        warranties from AMS to the Buyers, and vice versa, that
        are reasonable and customary for transactions of this
        type, including representations as to the due
        organization of the parties and their due authorization
        to enter into and perform under each of the Purchase
        Agreements; and

    (d) The Sales are an "As Is" Transaction and, if the Closing
        occurs, the Buyers will accept the Companies, the Shares
        and the Selected APG Inventory at the Closing Date "As
        Is," "Where Is" and "With All Faults," subject to the
        provisions of the Purchase Agreements and the Court's
        approval.

With respect to the U.K. Sale, the Purchase Price to be paid by
Mr. Hughes and Ms. Goodman to AMS at Closing will be the cash
sum of:

    (i) US$50,000 for the Shares; and

   (ii) US$66,325 for Selected APG Inventory, excluding any
        applicable taxes which will be borne by Buyers; and

  (iii) US$100,000 of the outstanding inter-company receivables
        owing from either of the Companies to Seller or any of
        its affiliates with respect to all inter-company trade
        receivables.

With respect to the Bookwise Sale, the Purchase Price to be paid
by Brumby to AMS at Closing will be the cash sum of:

    (i) AU$200,000 for the Shares of Bookwise International;

   (ii) US$100,000 for the Shares of Bookwise Asia;

  (iii) US$24,273 for the Selected APG Inventory; and

   (iv) US$210,000 in full settlement and satisfaction of all
        Inter-Company Obligations.

A full-text copy of the U.K. Sale's Purchase Agreement,
including its schedules and exhibits, is available for free at:

               http://researcharchives.com/t/s?1d8d

A full-text copy of the Bookwise Sale's Purchase Agreement,
including its schedules and exhibits, is available for free at:

               http://researcharchives.com/t/s?1d8e

Because the Debtors and the Buyers wish to close the proposed
Sales as soon as reasonably practicable, the Debtors ask the
Court to waive the 10-day stay required pursuant to Rule 6004(h)
of the Federal Rules of Bankruptcy Procedure to permit the Sales
to close immediately after the Court's approval of the Sales.

The Debtors believe, in an exercise of their business judgment,
that the terms of each of the Purchase Agreements and the Sales
are fair and reasonable, and that the Sales will help maximize
the value of the AMS estate for the benefit of the Debtors'
creditors, stakeholders and other parties-in-interest.

The Debtors and their professionals have marketed the Assets and
believe it is unlikely that any other purchasers of the Assets
exist, Mr. Collins explains.  Due to their past relationship
with the U.K. Companies and Bookwise, the Debtors believe that
the Buyers are almost uniquely in a position to extract value
from the Assets.  Nonetheless, the Debtors and the Buyers have
agreed to make the transactions contemplated by the Purchase
Agreements explicitly subject to higher and better offers.

                     Company's Statement

Advanced Marketing Services Inc. said in a press statement dated
April 12, 2007, that on April 5, 2007, it entered into two
separate stock purchase agreements to sell all of the capital
stock of Publishers Group UK Ltd. and H.I. Marketing Ltd. to
Cathy Parson and Medwyn Hughes, and to sell all of the capital
stock of Bookwise International Pty Ltd. and Bookwise Asia Pte
Ltd. to Brumby Books Holdings Pty Ltd.  Each transaction is
subject to higher and better offers.

On April 6, 2007, AMS filed motions with the Court requesting
approval of the sale transactions under section 363 of the U.S.
Bankruptcy Code.  Following the completion of a bidding process
and an auction, if necessary, AMS anticipates that both sale
transactions will close by May 1, 2007, pursuant to the
requirements of the stock purchase agreements.

"We have dealt with Bookwise for many years and we have great
respect for its people and its publishers," commented the
Managing Director of Brumby Books.  He continued, "This
agreement with AMS, once consummated, will bring together our
two distribution businesses and will provide the scale for these
businesses to compete more effectively in the highly competitive
Australasian marketplace.  There are great similarities and
synergies between our businesses and we are excited about the
opportunities ahead."

Medwyn Hughes stated, "We are delighted to have the opportunity
to acquire Publishers Group UK and H.I. Marketing.  We believe
that as a private company we can deliver the service excellence
required to satisfy both our client publishers and customers."
"We would like to thank all the publishers for their support
over the last few months.  This is an opportunity for us to take
the company back to its roots," added Cathy Parson.

AMS previously entered into purchase agreements with Baker &
Taylor, Inc., for the sale of the majority of AMS's assets, and
with Perseus Books, L.L.C. for the sale of certain assets of its
debtor subsidiary Publishers Group West, Inc.; both of these
prior sales were approved by the Bankruptcy Court and have
closed.

As previously announced, in connection with the pending Chapter
11 proceeding, AMS does not anticipate that any payments will be
made with respect to outstanding shares of AMS's common stock.

             About Cathy Parson and Medwyn Hughes

Cathy Parson and Medwyn Hughes have worked together in the book
distribution business for over 25 years.  In 1992 they founded
H.I. Marketing Ltd. and, prior to selling to AMS in 2002, had
developed it into one of the premier sales and marketing
agencies in the United Kingdom.  They currently manage
Publishers Group UK in the respective roles of Commercial
Director and Divisional Director.

                     About Brumby Books

Brumby Books was founded in the mid 1980's and has operated
on a consistently profitable basis since then.  It was purchased
by its current owners in 2004 whose strategy has been to grow
organically and to acquire similarly positioned distribution
businesses where consolidation opportunities exist.  The company
is privately owned and is headquartered near Melbourne.

              About Advanced Marketing Services Inc.

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.
Lowenstein Sandler PC represents the Official Committee of
Unsecured Creditors.  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 Apr. 28, 2007.  (Advanced Marketing
Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service
Inc., http://bankrupt.com/newsstand/or 215/945-7000).


CLEAR CHANNEL: Sells TV Station Group to Providence for US$1.2BB
----------------------------------------------------------------
Clear Channel Communications Inc. has agreed to sell its
Television Group to Providence Equity Partners Inc. for
approximately US$1.2 billion.

The sale includes 56 television stations, including 18 digital
multicast stations, located in 24 markets across the United
States.  Also included in the sale are the stations' associated
Web sites, the Television Operations Center, and Inergize
Digital Media, which manages the Television Group's online and
wireless initiatives.  The transaction is expected to close in
the fourth quarter of 2007, subject to regulatory approvals and
other customary closing conditions.

"The stations and management of Clear Channel Television have
established an outstanding record of achievement, innovation and
community service in broadcasting and web development"
Commenting on the transaction, Mark Mays, Chief Executive
Officer of Clear Channel said.  "While we will miss the
important role they have played in the Clear Channel family, we
are excited that they will be partnered with Providence Equity
to continue to pursue growth opportunities in the rapidly
changing media environment."

"This is a rare opportunity to acquire a premier collection
of broadcast television stations with strong positions in many
attractive markets across the United States," said Al Dobron, a
Managing Director of Providence Equity.  "We are pleased to
again partner with Sandy DiPasquale to create value at these
local broadcasting stations and identify additional potential
high-quality television opportunities."

"These are well run, quality television stations," said Sandy
DiPasquale, a veteran broadcast executive and the President and
CEO of BlueStone Television.  "I look forward to continuing my
partnership with Providence Equity and working with the talented
CCTV employees to build on their success integrating broadcast
and internet services to serve their communities."

The Television Group currently consists of ten CW, eight FOX,
seven NBC, six ABC, six CBS, four My Network TV, two NBC Weather
Plus, two Telemundo, five independent stations, and six stations
affiliated with Clear Channel's Variety Television Network
(VTV).   A chart of the individual broadcast properties, by
location and network affiliation, is attached below.

Clear Channel estimates net proceeds after-tax and after
customary transaction costs will be approximately $1.1 billion
for the Television Group.  Information on the treatment of tax
loss carry forwards relative to this sale is provided below.

                  Tax Loss Carry Forwards

The Company plans to utilize its capital loss carry forward to
offset the related capital gain on the transactions.  A portion
of the gain will be considered ordinary gain, not capital gain,
due to depreciation and amortization recapture, and will be
taxed as ordinary income.

There can be no assurance that any of the divestures
contemplated in this release will actually be consummated and
therefore the Company may not receive the proceeds estimated
herein.  Furthermore, there can be no assurance that the Company
will be able to utilize tax loss carry forwards to offset
capital gains as contemplated in this release.

               Sales Not Contingent Upon Merger

All sales and contemplated future divestitures mentioned in this
release are not contingent upon the completion of the separate
merger proposal for Clear Channel Communications, Inc.

                Update On Radio Divestitures

The company reported that it was also attempting to divest 448
radio stations in 88 markets.  At preset, the company has
entered definitive agreements to sell 161 radio stations in 34
markets for a total consideration of approximately US$331
million.  The company expects these transactions to close during
the second half of 2007.  The company estimates net proceeds
after-tax and after customary transaction costs for these 161
stations will be approximately US$300 million.  Information on
the treatment of tax loss carry forwards relative to these sales
is provided below.

The company continues to pursue the divestiture of 287 radio
stations in 54 markets.  These remaining stations that are
not under definitive agreement had OIBDAN* of approximately
US$54 million in 2006.  There can be no assurance that any or
all of these stations will ultimately be divested and the
Company reserves the right to terminate the sales process at any
time.

OIBDAN is defined as Operating Income before Depreciation &
Amortization, Non-Cash Compensation Expense and Gain on
Disposition of Assets - Net.  Since OIBDAN is not a measure
calculated in accordance with GAAP, it should not be considered
as a substitute for operating income or net income.

            About Clear Channel Communications

Based in San Antonio, Texas, Clear Channel Communications Inc.
-- http://www.clearchannel.com/-- (NYSE:CCU) is a global leader
in the out-of-home advertising industry with radio and
television stations and outdoor displays in various countries
around the world.  Aside from the U.S., the company operates in
11 countries -- Norway, Denmark, the United Kingdom, Singapore,
China, the Czech Republic, Switzerland, the Netherlands,
Australia, Mexico and New Zealand.

                        *     *     *

Clear Channel's long-term local and foreign issuer credits carry
Standard & Poor's BB+ rating.

In addition, the company's senior unsecured debt and long-term
issuer default ratings were placed by Fitch at BB- on
Nov. 16, 2006.


GRUPO IMSA: In Talks with Ternium SA for Strategic Alliance
-----------------------------------------------------------
Mexican coated-steel producer Grupo Imsa SAB is negotiating with
steelmaker Ternium SA for possible acquisition or formation of a
strategic alliance, El Universal reports.

The negotiations include the possible acquisition of just parts
of Grupo Imsa's operations, El Universal relates, citing the
company.

Grupo Imsa said in a filing to the Mexican stock exchange, "The
discussions with Ternium have progressed considerably, but it
can't be assured they will conclude or that these discussions
will translate in a definitive agreement."

Meanwhile, Thomas Black of Bloomberg News reports that Grupo
Imsa Co-Chairperson Marcelo Canales said the company may sell as
much as a 16% stake to the public by the end of 2007 to increase
the amount of shares traded.  According to Mr. Canales, Grupo
Imsa will likely wait until the second half of 2007, when
Mexico's economy and earnings are expected to pick up.  The
company wants to boost the percentage of shares traded publicly
to as much as 25% from 9%.

Mr. Black of Bloomberg News relates that Mexico's stock exchange
requires Grupo Imsa to have at least 12% of shares traded
publicly.  The company's publicly traded shares dropped after
the Canales family purchased a stake in the firm from the
Clariond family.  The Canales and Clariond are long-time
partners and first cousins.

"Right now, we're a publicly traded company, but with a very
limited float.  We're going to make an effort to increase that,"
Mr. Canales told Mr. Black of Bloomberg News.  Grupo Imsa will
sell new shares to help fund a US$500-million investment plan
from 2006 to 2009 to expand steel-processing capacity.  The
family also may sell existing shares in a secondary offering.

According to Mr. Black of Bloomberg News, Mr. Clariond said that
Grupo Imsa's debt totaled about US$1.5 billion after it took out
a loan to pay for the stake owned by the Clariond family, a debt
level which is 3.1 times the company's annual earnings before
interest, taxes, depreciation and amortization.  The company
expects to lower that debt-to-Ebitda ratio to 2 times next year.

Mr. Fernando Canales, the former energy and economy minister of
Mexico and Marcelo Canales' brother, was appointed as Grupo
Imsa's co-chairperson during the company's annual shareholders'
meeting on April 17, Bloomberg states.

Headquartered in Mexico, Grupo IMSA, S.A. de C.V. --
http://www.grupoimsa.com/-- is a diversified industrial company
that conducts its business in three segments: steel processing
products, steel and plastic construction products and aluminum
and other related products.  The company's products include
galvanized metal, painted metal, aluminum for construction,
glass fiber and painted laminates.  The company operates through
its wholly owned subsidiary holding companies: IMSA ACERO S.A.
de C.V., IMSATEC S.A. de C.V., and IMSALUM S.A. de C.V.  The
company exports its products to the United States, Canada,
Mexico, Europe and Central and South America.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 11, 2007, Standard & Poor's Ratings Services lowered its
long-term corporate credit rating on Grupo Imsa SAB de CV to
'BB+' from 'BBB' and removed it from CreditWatch, where it was
placed with negative implications on Oct. 2, 2006.  The outlook
was stable.


MEGA BRANDS: S&P Places BB- Corporate Credit Rating on Watch
------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB-' long-term
corporate credit and bank loan ratings on MEGA Brands Inc. on
CreditWatch with negative implications.  The bank loan's '2'
recovery rating was also placed on CreditWatch.

"The CreditWatch placement and the possibility of a subsequent
downgrade reflect concerns that revenues, earnings, and credit
protection measures at MEGA Brands did not meet Standard &
Poor's forecast for 2006 and could remain weaker than expected
in 2007 due to challenges the company faces," said Standard &
Poor's credit analyst Lori Harris.

MEGA Brands has faced litigation relating to its Magnetix
product, which resulted in product recalls, product replacement,
and product liability settlement expenses.  Although MEGA Brands
could be reimbursed for certain expenses, the magnitude of the
charges related to the litigation in the fourth quarter of 2006,
and the resulting negative impact on the company's debt levels
and credit ratios were not expected by Standard & Poor's.  MEGA
Brands had chosen to be self-insured for Magnetix products
manufactured before May 1, 2006, and for incidents occurring
after Dec. 1, 2006, because the cost of insurance was viewed as
prohibitive.  Management's decision to be self-insured raises
uncertainty surrounding the company's potential exposure to
liability claims and MEGA Brands ability to financially support
these claims without excessively jeopardizing the financial
strength of the business.

In addition, the company is involved in litigation with the
former shareholders of Rose Art Industries Inc., which concerns
contingent payments related to MEGA Brands' acquisition of the
business in 2005.  An additional US$51 million in accrued
consideration has yet to be paid because MEGA Brands is
disputing the claim.

To resolve the CreditWatch listing, Standard & Poor's will meet
with management and review MEGA Brands' operating and financial
strategies, including the company's plans to deal with the
litigation risk that it faces.

Montreal, Canada-based Mega Brands Inc. fka Mega Bloks Inc.
-- http://www.megabloks.com/-- distributes a range of toys,
puzzles, and craft-based products worldwide.  The company has
offices in Mexico.


MERISANT WORLDWIDE: S&P Affirms CCC Corporate Credit Rating
-----------------------------------------------------------
Standard & Poor's affirmed the 'CCC' corporate credit ratings
and 'CC' senior subordinated note ratings on Merisant Worldwide
Inc. and its wholly owned subsidiary Merisant Co.

At the same time, Standard & Poor's Ratings Services affirmed
its 'CCC+' bank loan rating to Merisant Co.'s US$246 million
amended and restated first-lien senior secured credit
facilities, and assigned a recovery rating of '1', indicating
investors could expect full (100%) recovery of principal in the
event of a payment default or bankruptcy.  The ratings are based
on preliminary terms and conditions and are subject to review
upon final documentation.

The outlook is negative.

In April 2007, Merisant Worldwide announced that it was amending
and restating its senior secured credit facility.  As part of
the proposed transaction, the company plans to add-on US$85
million in first-lien senior secured term loan debt, proceeds of
which would be used to refinance its US$85 million second-lien
facility.  The aggregated US$246 million first-lien credit
facility consists of a US$35 million revolving facility due
2009, a US$191 million term loan B due 2010, and a US$20 million
Euro-denominated term loan A due 2009.  Pro forma for the
transaction, no material debt will be added to the company's
balance sheet.  At the fiscal year ended Dec. 31, 2006, Merisant
Worldwide had about US$546 million in total consolidated debt
outstanding.

"The ratings on Merisant Worldwide reflect the company's highly
leveraged financial profile, limited financial flexibility,
narrow product focus, and intensely competitive industry
conditions," said Standard & Poor's credit analyst Mark
Salierno.

Headquartered in Chicago, Illinois, Merisant --
http://www.merisant.com/-- is a worldwide leader in the
marketing of low-calorie tabletop sweeteners.  In addition to
Equal(R), Canderel(R), Merisant markets its products under 20
other brands in over 90 countries.  The company has operation in
Mexico.




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


ANIXTER INT'L: Unit Enters Into US$350 Mil. Amended Credit Pact
---------------------------------------------------------------
Anixter International Inc.'s primary operating subsidiary,
Anixter Inc., has entered into a senior unsecured, amended and
restated revolving credit agreement.

As amended and restated the revolving credit agreement will
allow for borrowings of up to US$350 million (or the equivalent
in Euros) for a 5-year period ending April of 2012.  The key
changes to the terms and conditions of the agreement include the
elimination of limitations on foreign acquisitions, elimination
of the minimum net worth requirements and elimination of the
restriction of the amount of dividends that Anixter Inc. can pay
to Anixter International Inc.  The pricing for borrowings under
the agreement has been reduced to LIBOR plus 60 basis points
while the facility fee payable on the full amount of the
agreement has been reduced to 15 basis points.  The agreement,
which is guaranteed by Anixter International Inc., contains
financial covenants that restrict the amount of leverage and set
a minimum fixed charge coverage ratio similar to the prior
agreement.

Headquartered in Glenview, Illinois, Anixter International
(NYSE: AXE) distributes communication products and electrical
and electronic wire and cable, and distributes fasteners and
other small parts to original equipment manufacturers.  Anixter
has physical presence in 45 countries and has over 5,000,000
square feet of warehouse space.  For its Latin American
operations, it has offices in Mexico, the Dominican Republic,
Costa Rica, Puerto Rico, Venezuela, Colombia, Peru, Brazil,
Argentina and Chile.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 19, 2007, Moody's Investors Service downgraded Anixter
International Inc.'s corporate family rating to Ba2 from Ba1.
In a related rating action, Moody's lowered the ratings of its
wholly owned operating subsidiary, Anixter Inc.'s US$200 million
guaranteed senior unsecured notes to Ba1 from Baa3 and Anixter
International's 3.25% LYON's notes to B1 from Ba2.  Moody's said
the rating outlook was changed to stable from negative.




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


FOOT LOCKER: Moody's Reviews Ba1 Ratings on Genesco Buy Move
------------------------------------------------------------
Moody's Investors Service placed the ratings of Foot Locker,
Inc. on review for possible downgrade following the company's
announcement that it had made an unsolicited proposal to
purchase all of the outstanding shares of Genesco Inc. for US$46
per share cash representing a total consideration of
approximately US$1.2 billion.

These ratings are placed on review for possible downgrade:

   -- Corporate family rating of Ba1;
   -- Probability of default rating of Ba1; and
   -- Senior unsecured notes rating of Ba1.

The senior unsecured notes current LGD assessment of LGD4-60% is
subject to change as a result of the review for possible
downgrade.

The review is prompted by the high likelihood that the
acquisition, if successful, will be predominantly financed with
debt and will result in a sizable increase in the pro forma
company's leverage and a corresponding weakening in credit
metrics.  In addition the review is prompted by the apparent
change that this action signals to the company's financial
policy, which had historically viewed as relatively conservative
and stable by Moody's and had supported the current Ba1
corporate family rating.  The review will focus on the pro forma
company's capital structure and debt protection measures post
transaction; its financial policies, including its risk appetite
for acquisitions and liquidity; and the pro forma company's
ability to manage its expected higher debt burden.  If the bid
is unsuccessful, the review for possible downgrade will assess
Foot Locker's appetite for leverage and future debt financed
growth strategies.

Foot Locker Inc. retails athletic shoes and apparel.  It has
nearly 4,000 specialty stores in North America, Australia and
New Zealand, and Europe, led by Foot Locker (the #1 athletic
footwear retailer in US).  It also operates Lady Foot Locker and
Kids Foot Locker; Champs Sports, an athletic wear retail chain;
Eastbay, a catalog retailer of athletic equipment and apparel;
and the Footlocker.com Web site.  The company also has about 350
Footaction stores in the US and Puerto Rico, which sell footwear
and apparel to young urbanites.


FOOT LOCKER: S&P Keeps BB+ Rating on Watch on Genesco Buy Move
--------------------------------------------------------------
Standard & Poor's Ratings Services' ratings, including the 'BB+'
corporate credit rating, on Foot Locker Inc. remain on
CreditWatch with negative implications following the company's
announcement that it has launched a bid to acquire Genesco Inc.

"Because Standard & Poor's expects that a significant portion of
the US$1.2 billion acquisition price could be funded with debt,"
said Standard & Poor's credit analyst David Kuntz, "this would
result in a deterioration of Foot Locker's credit metrics and a
likely downgrade."  At the same time, Standard & Poor's placed
the ratings (including the 'BB-' corporate credit rating) for
Genesco on CreditWatch with developing implications.  Standard &
Poor's will continue to monitor the ratings as details of the
transaction become available.

Foot Locker Inc. retails athletic shoes and apparel.  It has
nearly 4,000 specialty stores in North America, Australia and
New Zealand, and Europe, led by Foot Locker (the #1 athletic
footwear retailer in US).  It also operates Lady Foot Locker and
Kids Foot Locker; Champs Sports, an athletic wear retail chain;
Eastbay, a catalog retailer of athletic equipment and apparel;
and the Footlocker.com Web site.  The company also has about 350
Footaction stores in the US and Puerto Rico, which sell footwear
and apparel to young urbanites.


GENESCO INC: Moody's Reviews Ratings on Foot Locker Takeover Bid
----------------------------------------------------------------
Moody's Investors Service placed the ratings of Genesco Inc. on
review for possible downgrade following the announcement by Foot
Locker that it had made an unsolicited proposal to purchase all
of the outstanding shares of Genesco for US$46 per share cash
representing a total consideration of approximately US$1.2
billion.

These ratings are placed on review for possible downgrade:

   -- Corporate family rating of Ba3;
   -- Probability of default rating of Ba3; and
   -- Convertible senior subordinated debentures of B1.

The convertible senior subordinated notes current LGD assessment
of LGD4-68% is subject to change as a result of the review for
possible downgrade.

The review is prompted by the high likelihood that the
acquisition, if successful, will be predominantly financed with
debt and will result in a sizable increase in the combined
company's leverage and a corresponding weakening in credit
metrics.  In addition the review is prompted by the possibility
that this action by Foot Locker will result in competing bids
increasing the likelihood of a possible leverage sale of
Genesco.  The review will focus on: the combined company's
capital structure and debt protection measures post transaction;
its financial policies, liquidity; and the pro forma company's
ability to manage its expected higher debt burden.  If this bid
should prove to be unsuccessful the review will focus on the
likelihood that competing bids arise and the potential impact of
those bids on Genesco's financial profile and debt protection
measures.

Genesco Inc., headquartered in Nashville, Tennessee, operates
2,009 footwear and headwear stores throughout the United States
and in Puerto Rico and Canada.  In addition, Genesco also is a
wholesaler of branded footwear.  Revenues for the fiscal year
ended Feb. 3, 2007, were approximately US$1.5 billion.


GENESCO INC: S&P Watches Ratings on Foot Locker Takeover Bid
------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
the 'BB-' corporate credit rating, on Genesco Inc. on
CreditWatch with developing implications.  This rating action
follows the announcement this morning that Foot Locker Inc.
(BB+/Watch Neg/--) has launched a bid to acquire Genesco for
US$1.2 billion.

"If any downgrade to Foot Locker is limited to two notches,"
said Standard & Poor's credit analyst David Kuntz, "we would
raise the rating on Genesco to the Foot Locker level if the
transaction is completed.  " Genesco has responded that it
intends to consider the proposal with the assistance of its
financial advisor, Goldman, Sachs & Co., and expects to respond
in due course.  If Genesco opposes the acquisition and embarks
upon material shareholder-friendly initiatives, Standard &
Poor's could lower its rating.  Standard & Poor's will continue
to monitor the ratings as details of the transaction become
available.

Genesco Inc., headquartered in Nashville, Tennessee, operates
2,009 footwear and headwear stores throughout the United States
and in Puerto Rico and Canada.  In addition, Genesco also is a
wholesaler of branded footwear.  Revenues for the fiscal year
ended Feb. 3, 2007, were approximately US$1.5 billion.


SALLY BEAUTY: BB&T Capital Assigns "Buy" Rating on Firm's Shares
----------------------------------------------------------------
Newratings.com reports that BB&T Capital Markets analysts has
assigned a "buy" recommendation on Sally Beauty Holdings Inc.'s
shares.

According to Newratings.com, the analysts set the 12-month
target price for Sally Beauty to US$11.

Newratings.com relates that BB&T Capital analysts mentioned in a
research note published last Friday that Sally Beauty has a
unique retail/wholesale business model, with a professional and
consumer customer-base and a focus on hair-care products.

Sally Beauty has the potential to expand its store base to at
least 50% in the US, and generate earnings per share growth of
up to 35% in the long term, Newratings.com states, citing the
BB&T Capital analysts.

Headquartered in Denton, Texas, Sally Beauty Holdings, Inc.
(NYSE:SBH) -- http://www.sallybeautyholdings.com/-- retails and
distributes beauty supplies with operations under its Sally
Beauty Supply and Beauty Systems Group businesses.  The company
has stores in Canada, Mexico, Puerto Rico, the U.K., Ireland,
Germany and Japan.

As of Dec. 31, 2006, the company's balance sheet showed a
stockholders' deficit of US$836,209,000, compared to a
stockholders' equity of US$1,005,967,000 at Sept. 30, 2006.

                        *     *     *

As reported in the Troubled Company Reporter on Oct. 26, 2006,
Moody's Investors Service assigned first time ratings, including
a corporate family rating of B2 and a speculative grade
liquidity rating of SGL-2, to Sally Holdings, LLC.

Moody's said the rating outlook is stable.  The ratings are
conditional upon review of final documentation.

These were the rating actions:

     -- Corporate family rating at B2

     -- Probability-of-default rating at B2

     -- US$400 million senior secured guaranteed bank revolving
        credit facility at Ba2 (LGD 1, 7% LGD rate)

     -- US$1.07 billion senior secured guaranteed term loans at
        B2 (LGD 4, 50% LGD rate)

     -- US$430 million senior unsecured guaranteed notes at B2
        (LGD 4, 55% LGD rate)

     -- US$280 million unsecured senior subordinated guaranteed
        notes at Caa1 (LGD 6, 93% LGD rate)

     -- Speculative Grade Liquidity Rating of SGL-2


SUNCOM WIRELESS: Shareholders Okay Exchange & Adopt Agreements
--------------------------------------------------------------
SunCom Wireless Holdings, Inc.'s shareholders voted to approve
Proposal 1 and Proposal 2 as described in its Proxy Statement
dated March 20, 2007, in its Special Meeting of Stockholders.

The vote for these Proposals approves the Exchange Agreement
between SunCom Investment Co. LLC and holders of certain of
SunCom Wireless Inc.'s subordinated notes as well as the
adoption of the Agreement and Plan of Merger between the company
and SunCom Merger Corp.  Both Proposals passed with the required
majority of the outstanding SunCom shares, representing in each
case over 80% of the total votes cast on the Proposals.

Consummation of the Exchange Agreement cannot occur until the
necessary approval is received from the Federal Communications
Commission.  Parties to the Exchange Agreement are actively
working with the FCC to obtain the necessary approval.

Based in Berwyn, Pennsylvania, SunCom Wireless Holdings Inc.
(NYSE: TPC) (OTC: SWSH.OB) -- http://www.suncom.com/-- offers
digital wireless communications services to more than one
million subscribers in the southeastern United States, Puerto
Rico and the U.S. Virgin Islands.  SunCom is committed to
delivering Truth in Wireless by treating customers with respect,
offering simple, straightforward plans and by providing access
to the largest GSM network and the latest technology choices.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 12, 2007, Standard & Poor's Rating Services said it revised
its outlook for Berwyn, Pa.-based SunCom Wireless Holdings Inc.
to positive from negative following SunCom's announcement that
it had reached a consensual agreement with its largest
subordinated bondholders to exchange debt for common stock.

All ratings, including the 'CCC+' corporate credit rating and
those on wholly owned subsidiary SunCom Wireless Inc., were
affirmed.

As reported in the Troubled Company Reporter-Latin America on
Feb. 9, 2007, Moody's lowered the probability of default rating
of SunCom Wireless Inc. to LD, placed the company's Caa3
corporate family rating under review for possible upgrade and
placed its B2 senior secured, Caa2 senior unsecured and Ca
senior subordinate ratings under review direction uncertain.




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


MIRANT: Mirant Lovett's Wants US$20 Mil. DIP Financing Approval
---------------------------------------------------------------
Jeff P. Prostok, Esq., at Forshey & Prostok LLP, in Fort Worth,
Texas, says that Mirant Lovett, LLC, is faced with the potential
shut down of a Lovett facility due to certain environmental
compliance issues.  Mr. Prostok relates that a plan of
reorganization is premature at this time.

Mirant Lovett has received credit and capital support from its
affiliated entities, which emerged as reorganized entities under
the Mirant Corp. Plan of Reorganization and will emerge as
reorganized entities under the Emerging New York Entities'
Supplemental Plan.

The Court previously extended Mirant Lovett's exclusive right to
adopt or abandon the Mirant Plan or to file its own plan until
May 16, 2007.  Mirant Lovett's exclusive right to solicit
acceptances of the Plan was also extended until July 16.

Mirant Lovett did not -- and does not currently -- have separate
access to third-party capital and financing.  Accordingly,
Mirant Lovett will require cash and liquidity support for its
ongoing operations.  Moreover, Mirant Lovett must use DIP
financing to purchase fuel from third parties, which will be
provided by Mirant Americas, Inc., pursuant to a DIP facility
agreement with Mirant Lovett.

Mirant Lovett asks the Court to:

   * grant interim authority for it to obtain secured DIP
     financing under the terms of the DIP Financing Agreement
     for up to US$20,000,000;

   * set a final hearing for April 27, 2007;

   * grant final authority for Mirant Lovett to obtain Secured
     DIP Financing under the terms of the DIP Financing
     Agreement; and

   * authorize the execution of the DIP Facility Agreement and
     all other related documents.

The salient terms of the DIP facility are:

   (a) Borrower:  Mirant Lovett

   (b) Lender:  Mirant Americas

   (c) DIP Facility:  The Lender will make available to the
       Borrower until the Commitment Termination a revolving
       credit facility in an aggregate principal amount of up to
       US$20,000,000.

   (d) Closing Date:  The DIP Facility Agreement will not be
       effective against the Borrower or Lender, until these
       conditions have been satisfied or provided for in a
       manner satisfactory to Lender, or waived in writing, duly
       executed and delivered by the Lender:

          (i) the DIP Facility Agreement has been duly executed
              by the Borrower and Lender, and the Lender has
              received  all requirements;

         (ii) there exists no Default or Event of Default, and
              all representations and warranties contained in
              the DIP Facility documents are true and correct in
              all material respects; and

        (iii) the Supplemental Effective Date has occurred.

       Each extension of credit under the DIP Facility Agreement
       will also be subject to certain conditions precedent.

   (e) Commitment Termination Date:  The Commitment Termination
       Date will be the earliest of:

       (1) the stated maturity date of the DIP Facility;

       (2) the date of termination of the Lender's obligations
           to make Revolving Loans or to permit existing
           Revolving Loans to remain outstanding due to the
           occurrence of an event of default;

       (3) the date of indefeasible prepayment in full by the
           Borrower of the Revolving Loans and the permanent
           reduction of all Commitments to zero dollars;

       (4) the date on which any liens securing any outstanding
           obligations or payments to the Lender is set aside or
           avoided or the claims are disallowed in any
           manner; and

       (5) the effective date of a confirmed Plan in the
           Borrower's Chapter 11 case.

   (f) Use of Proceeds:  The Borrower will utilize the proceeds
       of the Revolving Loans solely for working capital and
       other general corporate purposes of the Borrower not in
       contravention of any requirement of law or any DIP
       Facility documents and as are approved by the Bankruptcy
       Court.

   (g) Interest:  The Borrower will pay interest to the Lender
       in arrears in respect of the unpaid principal amount of
       each Revolving Loan on each applicable payment date at
       the applicable LIBOR Rate plus 4.25%.

   (h) Default Rates:  So long as an event of default has
       occurred and is continuing, the interest rates applicable
       to the Revolving Loans will be increased by two
       percentage points per annum above the rates of interest
       otherwise applicable unless Lender elects to impose a
       smaller increase (in either case, the Default Rate), and
       all outstanding obligations will bear interest at the
       Default Rate applicable to the obligations.  Interest at
       the Default Rate will accrue from the initial date of the
       Event of Default until that Event of Default is cured or
       waived and will be payable upon demand.

   (i) Priority:  Pursuant to Section 364(c)(1) of the
       Bankruptcy Code and subject to the Court's order, the
       Borrower's obligations under the DIP Facility will at all
       times, constitute a Superpriority Claim in the Borrower's
       Chapter 11 case, having priority over all administrative
       Expenses of the kind specified in Sections 503(b) or
       507(b), subject only to the Carve Out.

   (j) Security:  To secure all of its obligations under the DIP
       Facility, the Borrower will grant in favor of the Lender
       a security interest in all the real and personal property
       and other assets -- other than certain excluded property
       -- of the Borrower:

       * a legal, valid, perfected and enforceable security
         interest in all right, title and interest of the
         Borrower in the Collateral;

       * a legal, valid, perfected and enforceable security
         interest in all avoidance power claims and any
         recoveries under Section 549;

       * pursuant to Section 364(c)(2), a first priority
         perfected security interest in all of the Collateral
         that is not encumbered by liens in favor of any other
         person, subject only to certain permitted liens;

       * pursuant to Section 364(c)(3), a fully perfected
         security interest in all of the Collateral encumbered
         on the Petition Date, subject only to certain permitted
         liens.

   (k) Carve-Out:  The Lender's DIP Lien is subject to a carve-
       out for:

       * the allowed unpaid fees and expenses payable under
         Sections 330 and 331 to professional persons retained
         by the Borrower in its Chapter 11 case; and

       * the payment of fees pursuant to 28 U.S.C Section 1930
         and to the clerk of the Bankruptcy Court.

   (l) Indemnification: The Borrower will indemnify and hold
       harmless the Lender for all claims arising in connection
       with, among other things:

       * the Borrower's Chapter 11 case and the extension,
         suspension, termination and administration of the DIP
         Facility, other than to the extent the liability arises
         by reason of the Lender's gross negligence or willful
         misconduct;

       * certain costs, losses or expenses arising in connection
         with LIBOR Rate Revolving Loans; and

       * certain liabilities for taxes in connection with the
         DIP Facility.

Mr. Prostok tells the Court that the proposed DIP Facility
should be approved because:

   (1) the terms and interest rates are market standards;

   (2) no fees will be charged in connection with the DIP
       Facility;

   (3) the DIP Facility Agreement does not contain many of the
       typical reporting requirements and obligations; and

   (4) the terms were negotiated in good faith and at arm's-
       length.

                        *     *     *

Judge Lynn authorizes Mirant Lovett, on an interim basis, to
borrow money and incur indebtedness under the DIP Facility
Documents through the final hearing in an amount not to exceed
US$10,000,000.

Judge Lynn says the DIP Facility Documents will constitute
legal, valid and binding obligations of the parties upon
execution and delivery.

The Court will convene a final hearing on Mirant Lovett's
request to obtain secured DIP Financing on May 9, 2007, at 9:30
a.m.

Any objections must be filed no later than May 7, 2007, at 4:00
p.m., CST.

                  About Mirant Corporation

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE:
MIR) -- http://www.mirant.com/-- is an energy company that
produces and sells electricity in North America, the Caribbean,
and the Philippines.  Mirant's investments in the Caribbean
include three integrated utilities and assets in Jamaica, Grand
Bahama, Trinidad and Tobago and Curacao.  Mirant owns or leases
more than 18,000 megawatts of electric generating capacity
globally.  Mirant Corporation filed for chapter 11 protection on
July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the
terms of a confirmed Second Amended Plan on Jan. 3, 2006.
Thomas E. Lauria, Esq., at White & Case LLP, represented the
Debtors in their successful restructuring.  When the Debtors
filed for protection from their creditors, they listed
US$20,574,000,000 in assets and US$11,401,000,000 in debts.  The
Debtors emerged from bankruptcy on Jan. 3, 2006.  Mirant NY-Gen,
LLC, Mirant Bowline, LLC, Mirant Lovett, LLC, Mirant New York,
Inc., and Hudson Valley Gas Corporation, were not included and
have yet to submit their plans of reorganization.  (Mirant
Bankruptcy News, Issue No. 120; Bankruptcy Creditors' Service
Inc., http://bankrupt.com/newsstand/or 215/945-7000)




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


ARMOR HOLDINGS: Stifel Nicolaus Reaffirms "Buy" Rating on Firm
--------------------------------------------------------------
Stifel Nicolaus & Company analysts have reaffirmed their "buy"
rating on Armor Holdings Inc.'s shares, Newratings.com reports.

Newratings.com relates that Armor Holdings' target price was
raised to US$80 from US$75 per share.

According to Newratings.com, the Stifel Nicolaus analysts said
in a research note published last Friday that Armor Holdings has
released its first quarter 2007 operating results ahead of
expectations.

The analysts explained that the upward revision in the target
price indicates that Armor Holdings' robust backlogs, higher
margins excluding expenses, position as the key supplier of
family of medium tactical vehicles, Newratings.com notes.

The share count estimate for Armor Holdings has been raised,
Newratings.com states, citing Stifel Nicolaus.  The earnings per
share estimate for fiscal year 2007 was reduced to US$4.79 from
US$5.10.

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

                        *     *     *

Moody's Investors Service's confirmed its Ba3 Corporate Family
Rating for Armor Holdings Inc.  Additionally, Moody's affirmed
its B1 ratings on the company's 2% Convertible Senior
Subordinated Notes Due 2024 and 8.25% Senior Subordinated Notes
Due 2013.  Moody's assigned those debentures an LGD5 rating
suggesting noteholders will experience a 77% loss in the event
of default.


CITGO PETROLEUM: Shuts Down Two Units at Corpus Christi Plant
-------------------------------------------------------------
Citgo Petroleum Corp. told the Houston Chronicle that it has
closed down two units at its Corpus Christi refinery for
maintenance.

El Universal relates that Citgo Petroleum filed two reports with
the Texas Commission on Environmental Quality.  Citgo Petroleum
explained in the reports that it will shut down a 65,000-barrel
per day Unibon unit, as well as the sulfur recovery unit of the
refinery to complete scheduled maintenance tasks.  The Unibon
unit removes sulfur.

Reuters relates that Citgo Petroleum said in one of the filings
that the 165,000-barrel per day refinery will be shut down for
six days.

According to the Houston Chronicle, Citgo Petroleum said in the
filings that the initiative will require emergency flaring or
burning off of chemicals.

The maintenance activities would also include the reformer, El
Universal states, citing sources.

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

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

                        *     *     *

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

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


DAIMLERCHRYSLER AG: Employees Propose 70% Ownership of Chrysler
---------------------------------------------------------------
Workers at a Chrysler plant in Toledo, Ohio, have written to
DaimlerChrysler AG Chief Executive Dieter Zetsche, suggesting
employees could buy 70% of Chrysler, possibly in exchange for
cost concessions, Gina Chon, Jeffrey McCracken and John D. Stoll
report for the Wall Street Journal.

Concurrently, billionaire Kirk Kerkorian's investment company,
which has offered to buy Chrysler for US$4.5 billion in cash, is
studying employee ownership as part of its bid and is interested
in discussing the idea with the union, WSJ relates.

Meanwhile, United Auto Workers union President Ron Gettelfinger,
who serves as an employee representative on DaimlerChrysler's
supervisory board, plans to ask the company's directors to keep
Chrysler, English Business News reports.

"I personally think that there's a lot of value in keeping it
there right now because of the synergies, even though you don't
hear a lot about that," Gettelfinger said.  "There's been some
times when the Chrysler Group has buoyed up the DaimlerChrysler
in and of itself and then we're in a little downturn right now."

According to the report, Mr. Gettelfinger is opposing the sale
of Chrysler to private equity investors because he is concerned
that they would "strip and flip" the company by selling it off
in parts.

English Business News notes that Gettelfinger said Chrysler's
losses and problems are small compared to past losses at Ford
Motor Co. and General Motors Corp.

"It's like hardly anything," he said.  "It appears to me we're
moving forward and we just don't need the aggravation of going
through whatever happens here.  It seems to me like both the
Chrysler Group and DaimlerChrysler as a whole would be better
served if we focused on moving forward with the plan that's in
place and building a quality product and worrying about the
future."

Labor will play a key role in determining the future of
Chrysler, largely because the company is grappling with how to
address enormous health-care costs and more than US$15 billion
in unfunded pension and health-care liabilities, Ms. Chon of WSJ
observes.  That is why bidders for Chrysler have been trying to
woo the unions for their support.

DaimlerChrysler revealed a restructuring plan that included
offering buyout and early retirement packages to 13,000 workers
on Feb. 14, the same day that the company's Chairman of the
Board of Management Dr. Dieter Zetsche disclosed that all
options are open for the struggling unit, English Business News
relates.

The TCR-Europe reported on April 16 that DaimlerChrysler AG
executive Ruediger Grube, a management-board member and head of
strategy, is presently negotiating with all Chrysler bidders,
with the exception of billionaire Kirk Kerkorian's Tracinda
Corp.

The company had scheduled meetings with Cerberus Capital
Management LP; joint bidders Blackstone Group and Centerbridge
Capital Partners LP; and the tandem of Magna International Inc.
and Onex Corp., but left Tracinda Corp. in the lurch.

Chrysler Group Chief Executive Tom LaSorda recently said that
the company is continuing discussions with interested bidders,
Reuters states.  Mr. LaSorda added that all options are still on
the table and the union will have to be involved.

                    About DaimlerChrysler

Based in Stuttgart, Germany, DaimlerChrysler AG (NYSE:DCX)
(FRA:DCX) -- http://www.daimlerchrysler.com/-- develops,
manufactures, distributes, and sells various automotive
products, primarily passenger cars, light trucks, and commercial
vehicles worldwide.  It primarily operates in four segments:
Mercedes Car Group, Chrysler Group, Commercial Vehicles, and
Financial Services.

The company's worldwide operations are located in: Canada,
Mexico, United States, Argentina, Brazil, Venezuela, China,
India, Indonesia, Japan, Thailand, Vietnam, and Australia.

The Chrysler Group segment offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler,
Jeep, and Dodge brand names.  It also sells parts and
accessories under the MOPAR brand.

The Chrysler Group is facing a difficult market environment in
the United States with excess inventory, non-competitive legacy
costs for employees and retirees, continuing high fuel prices
and a stronger shift in demand toward smaller vehicles.  At the
same time, key competitors have further increased margin and
volume pressures -- particularly on light trucks -- by making
significant price concessions.  In addition, increased interest
rates caused higher sales & marketing expenses.

In order to improve the earnings situation of the Chrysler Group
as quickly and comprehensively, measures to increase sales and
cut costs in the short term are being examined at all stages of
the value chain, in addition to structural changes being
reviewed as well.


PEABODY ENERGY: S&P Holds Ratings Amidst Coal Biz Uncertainties
---------------------------------------------------------------
Standard & Poor's Rating Services' ratings and outlook on
Peabody Energy Corp. (BB/Stable) are not affected by the
company's announcement that it will evaluate strategic
alternatives with respect to its eastern coal operations in West
Virginia and Kentucky.  While a straight spin-off to
shareholders of the operations would reduce Peabody Energy's
significant legacy liabilities, the resulting loss of cash flow
and earnings would barely affect credit metrics.  However, in
the event Peabody Energy is successful in selling its assets for
at least US$600 million, Standard & Poor's would revise the
outlook to positive.  Given the significant liabilities and
recent multiples, Standard & Poor's do not expect that a sale of
the operations could garner an amount significantly higher than
this.

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
(NYSE: BTU) -- http://www.peabodyenergy.com/-- is the world's
largest private-sector coal company, with 2005 sales of 240
million tons of coal and US$4.6 billion in revenues.  Its
coal products fuel 10% of all U.S. and 3% of worldwide
electricity.  The company has coal operations in Venezuela.


                        ***********


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

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