TCRLA_Public/070502.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

             Wednesday, May 2, 2007, Vol. 8, Issue 86

                          Headlines

A R G E N T I N A

ALPARGATAS: Camargo Correa Acquires 31.45% Stake
CALZADOS MATHIUS: Proofs of Claim Verification Ends Tomorrow
DAS SRL: Claims Verification Deadline Is May 14
DIHUEL SA: Trustee to File General Report in Court Tomorrow
DISTRILUM SA: Trustee To File General Report in Court Tomorrow

EXIM BOULEVARD: Proofs of Claim Verification Ends Tomorrow
GAS ARGENTINO: Fitch Arg Puts D Rating on US$130-Million Notes
INDUSTRIAS METALURGICAS: S&P Assigns D Rating on US$804,000 Debt
KONINKLIJKE AHOLD: Anders Moberg Resigns as Chief Executive
PERIODISMO UNIVERSITARIO: Individual Reports Filing Is Tomorrow

PETROBRAS ENERGIA: Fitch Puts BB+ Rating on US$300-Million Notes
PISCIS PRODUCCIONES: Trustee To File General Report Tomorrow
SECURITY CONSULTANTS: Trustee To File General Report Tomorrow
TRANSENER SA: Fitch Arg Puts D Rating on US$1.2-Million Notes
TRANSPORTADORA DE GAS: Fitch Arg Puts D Rating on US$300MM Notes

B R A Z I L

ADVANCED MICRO: Moody's Revises Ratings on US$2.09B Loans to Ba2
ABN AMRO: Fitch Puts BB+ Foreign Currency Issuer Default Rating
BANCO DO BRASIL: Export Financing Drops to US$107MM in 1st Qtr.
BENQ CORP: Russian Subsidiaries to Liquidate Assets This Month
DELPHI CORP: Cerberus Denies Backing Out of Delphi Agreement

EMI GROUP: Former Warner CEO to Head North American Units
PETROLEO BRASILEIRO: Awards US$4MM Subsea Dev't Contract to Aker
SANTANDER BANESPA: Earns BRL559 Million in First Quarter
TRW AUTOMOTIVE: Moody's Affirms Ba2 Corporate Family Rating
TRW AUTOMOTIVE: Moody's Holds Ba3 Rating on US$1.5-Billion Notes

TRW AUTOMOTIVE: S&P Affirms BB+ Long-Term Corp. Credit Rating

* BRAZIL: Fitch Assigns Stable Outlook on Banks This Year

C A Y M A N   I S L A N D S

EAST LANE: A.M. Best Puts Low B Ratings on US$250-Million Notes
GALAHAD FUND: Proofs of Claim Filing Is Until May 30
GOLDMAN SACHS: Proofs of Claim Filing Ends Today
INTEGRAL TRADE: Proofs of Claim Filing Is Until May 21
INTEGRAL TRADE MASTER: Proofs of Claim Filing Ends on May 21

KINGSNORTH HOLDINGS: Proofs of Claim Filing Ends Tomorrow
MULHOLLAND MASTER: Proofs of Claim Filing Ends on May 22
MULHOLLAND OFFSHORE: Proofs of Claim Filing Ends on May 22
PILGRIM INVESTMENTS: Proofs of Claim Filing Deadline Is June 4
QUARRY POINT: Proofs of Claim Filing Ends Today

QUARRY POINT OFFSHORE: Proofs of Claim Filing Deadline Is Today
SASCO NIM: Proofs of Claim Filing Deadline Is Today

C H I L E

SUN MICROSYSTEMS: Earns US$67 Million in Third Quarter 2007

C O L O M B I A

BANCO DE BOGOTA: Moody's Ups Bank Fin'l Strength Rating to C-
BANCOLOMBIA: Moody's Maintains D+ Bank Financial Strength Rating
CENTRAL PARKING: High Leverage Cues S&P to Cut Rating to B
CENTRAL PARKING: Moody's Reviews Ba3 Corp. Rating for Likely Cut
TOWER RECORDS: Assumes & Assigns IP Contracts to Caiman Holdings

C O S T A   R I C A

FOUR SEASONS: Court Approves Privatization Plan of Arrangement

E C U A D O R

BANCO DEL PICHINCHA: Banco Centro Acquisition Talks Advances

G U A T E M A L A

BANCO G&T: Negotiating with HSBC for Firm's Possible Sale
BRITISH AIRWAYS: Delisting American Depositary Shares from NYSE
BRITISH AIRWAYS: Hikes Longhaul Fuel Surcharge to GBP33

H O N D U R A S

* HONDURAS: IMF Agrees to Fiscal Policy Strengthening

J A M A I C A

NATIONAL COMMERCIAL: Fitch Affirms Low B Currency Ratings
NATIONAL WATER: Needs Funds to Carry Out Capital Projects

M E X I C O

BEST MANUFACTURING: Court Okays Norris as Committee's Co-Counsel
FEDERAL-MOGUL: Inks Stipulation with Watershed to Allow Claims
FEDERAL-MOGUL: Wants to Amend US$775 Million DIP Financing
GRUPO IMSA: Ternium To Acquire Firm for US$1.7 Billion
GRUPO MEXICO: Earns US$437.9 Million in First Quarter 2007

RADIOSHACK CORP: Earns US$42.5 Million in Quarter Ended March 31
SUPERIOR ESSEX: Moody's Upgrades Ratings on Improved EBITDA
TOWER RECORDS: WEA Corporation Objects to Disclosure Statement
WERNER LADDER: Court Approves US$265MM Asset Sale to New Werner
WERNER LADDER: Litigation Trust Pact for Asset Sale Approved

P A N A M A

EXIDE TECH: Moody's Junks Rating on US$290 Mln Junior-Lien Notes

P E R U

BBVA BANCO: Moody's Ups Financial Strength Rating to D+ from D
BBVA BANCO: Moody's Ups Financial Strength Rating to D+ from D
GOODYEAR TIRE: March 31 Balance Sheet Upside-Down by US$90 Mil.

P U E R T O   R I C O

COVENTRY HEALTH: Lehman Bros. Keeps "Equal-Weight" Rating
DORAL: Settles Class Action & Shareholder Derivative Litigation
DORAL FINANCIAL: Fitch Keeps Ratings on Watch Negative
DORAL FINANCIAL: Moody's Reviews Ratings for Likely Downgrade

T R I N I D A D   &   T O B A G O

CUMMINS INC: Lehman Bros. Maintains "Underweight" Rating on Firm
FIRST CITIZENS: Moody's Ups Fin'l Strength Rating to C- from D+

V E N E Z U E L A

BANCO DE VENEZUELA: Moody's Lifts Fin'l Strength Rating to D-
BANCO MERCANTIL: Moody's Lifts Financial Strength Rating to D-
DAIMLERCHRYSLER AG: Chrysler Sale Threatens Marysville Deal


                          - - - - -


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


ALPARGATAS: Camargo Correa Acquires 31.45% Stake
------------------------------------------------
After more than one year of negotiations, the purchase of
Argentine textile company Alpargatas by Brazil's group Camargo
Correa was finally closed on April 16.  Alpargatas informed the
local stock exchange that a group of shareholders with a 31.45%
stake reached an agreement with Sao Paulo Alpargatas, a firm
controlled by Camargo Correa.

The parties signed a non-bonding letter of agreement that,
besides the shares, involves certain rights that the sellers
have regarding the company, such as shares to be issued by the
company "according to the proposal approved under the terms of
its formal restructuring proceeding."

The fund Newbridge, which had been managing Alpargatas since
2000, applied for formal restructuring proceedings in 2001.  The
company had ARS830 million in debt.

Even though there were talks with Camargo Correa, Alpargatas was
not able to reach a debt restructuring agreement until the end
of 2006.  The US$270 million debt will be repaid with a new bond
issue for 2010 and 2015, and the conversion of debt into shares.

As reported on April 24, 2007, 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.


CALZADOS MATHIUS: Proofs of Claim Verification Ends Tomorrow
------------------------------------------------------------
Jose Luis Abuchdid, the court-appointed trustee for Calzados
Mathius S.R.L.'s bankruptcy proceeding, verifies creditors'
proofs of claim until May 3, 2007.

Mr. Abuchdid will present the validated claims in court as
individual reports on June 1, 2007.  The National Commercial
Court of First Instance No. 9 in Buenos Aires, with the
assistance of Clerk No. 18, 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 Calzados Mathius 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 Calzados Mathius's
accounting and banking records will be submitted in court on
July 17, 2007.

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

The debtor can be reached at:

          Calzados Mathius S.R.L.
          Avenida Camacua 651
          Buenos Aires, Argentina

The trustee can be reached at:

          Jose Luis Abuchdid
          Avenida de los Incas 3624
          Buenos Aires, Argentina


DAS SRL: Claims Verification Deadline Is May 14
-----------------------------------------------
Daniel Santiago Tonda, the court-appointed trustee for Das
S.R.L.'s reorganization proceeding, verifies creditors' proofs
of claim until May 14, 2007.

The Distrito Judicial del Centro in Salta approved a petition
for reorganization filed by Das, according to a report from
Argentine daily Infobae.

Mr. Tonda 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 Das 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 Das' accounting and
banking records will be submitted in court.

Infobae did not state the reports submission dates.

The debtor can be reached at:

          Das S.R.L.
          Osvaldo Dell Aqua 169
          Barrio Autodromo, Ciudad de Salta
          Salta, Argentina

The trustee can be reached at:

          Daniel Santiago Tonda
          Pasaje Cornejo Saravia 140
          Ciudad de Salta, Salta
          Argentina


DIHUEL SA: Trustee to File General Report in Court Tomorrow
-----------------------------------------------------------
Jose Luis Carriquiry, the court-appointed trustee for Dihuel
SA's bankruptcy proceeding, will submit to court a general
report containing an audit of the company's accounting and
banking records on May 3, 2007.

As reported in the Troubled Company Reporter-Latin America on
Nov. 20, 2006, Mr. Carriquiry verified creditors' proofs of
claim until Feb. 2, 2007.  He then presented the validated
claims in court as individual reports on March 16, 2007.  The
National Commercial Court of First Instance in Buenos Aires
determined the verified claims' admissibility, taking into
account the trustee's opinion and the objections and challenges
raised by Dihuel and its creditors.

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

The trustee can be reached at:

          Jose Luis Carriquiry
          Loyola 660
          Buenos Aires, Argentina


DISTRILUM SA: Trustee To File General Report in Court Tomorrow
--------------------------------------------------------------
Laura Marletta, the court-appointed trustee for Distrilum SA's
bankruptcy case, will submit to court a general report
containing an audit of the company's accounting and banking
records on May 3, 2007.

As reported in the Troubled Company Reporter-Latin America on
Dec. 5, 2006, Ms. Marletta verified creditors' proofs of claim
until Feb. 2, 2007.  She then presented the validated claims in
court as individual reports on March 16, 2007.  The National
Commercial Court of First Instance in Buenos Aires determined
the verified claims' admissibility, taking into account the
trustee's opinion and the objections and challenges raised by
Distrilum and its creditors.

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

The trustee can be reached at:

          Laura Marletta
          San Jose de Calasanz 530
          Buenos Aires, Argentina


EXIM BOULEVARD: Proofs of Claim Verification Ends Tomorrow
----------------------------------------------------------
Jose Scheinkopf, the court-appointed trustee for Exim Boulevard
Instrumentos S.A.'s bankruptcy proceeding, verifies creditors'
proofs of claim until May 3, 2007.

Mr. Scheinkopf will present the validated claims in court as
individual reports on Sept. 5, 2007.  The National Commercial
Court of First Instance No. 7 in Buenos Aires, with the
assistance of Clerk No. 14, 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 Exim Boulevard 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 Exim Boulevard's
accounting and banking records will be submitted in court on
Oct. 18, 2007.

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

The debtor can be reached at:

          Exim Boulevard Instrumentos SA
          Bacacay 1677
          Buenos Aires, Argentina

The trustee can be reached at:

          Jose Scheinkopf
          Avenida Pueyrredon 468
          Buenos Aires, Argentina


GAS ARGENTINO: Fitch Arg Puts D Rating on US$130-Million Notes
--------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A assigned a D(arg)
rating on Gas Argentino S.A.'s obligaciones negociables simples
for US$130,000,000.  The notes became due on June 7, 2000.  The
rating action was based on the company's financial status at
Dec. 31, 2006.


INDUSTRIAS METALURGICAS: S&P Assigns D Rating on US$804,000 Debt
----------------------------------------------------------------
Standard & Poor's International Ratings, LLC, assigned a D
rating on Industrias Metalurgicas Pescarmona's Obligaciones
Negociables Series 2, for US$804,000.  The rating action was
based on the company's financial status at Jan. 31, 2007.


KONINKLIJKE AHOLD: Anders Moberg Resigns as Chief Executive
-----------------------------------------------------------
Anders Moberg, President and Chief Executive Officer of
Koninklijke Ahold N.V., will leave the company effective July 1,
to pursue other career interests.

Mr. Moberg's decision to leave the company was taken in
consultation with the Supervisory Board who agreed that now is
the right time for a change of leadership at Ahold as the
company moves into the next phase of its development.

The Supervisory Board has appointed John Rishton, currently
Ahold's Chief Financial Officer, as Acting President and CEO,
effective July 1.  While in that position, Mr. Rishton will
continue to conduct his duties as CFO.  It is expected that a
final decision on succession will be announced in the latter
part of 2007.

Mr. Moberg joined Ahold in 2003. During the past four years he
has been the principal architect of the company's Road to
Recovery strategy, which established a sound corporate
governance model, restored financial health and put Ahold on
track for sustainable profitable growth.

"Anders has made a great contribution to restoring the health of
Ahold," Rene Dahan, Chairman of Ahold's Supervisory Board, said.  
"With this achieved, and the strategy for Ahold's future
profitable growth in place, now is a good time for new
leadership to be appointed to take the company through its next
set of challenges and opportunities.  We wish Anders every
success in his future endeavors."

                         About Ahold

Headquartered in Amsterdam, Koninklijke Ahold N.V. --
http://www.ahold.com/-- retails food through supermarkets,  
hypermarkets and discount stores in North and South America,
Europe.  It has operations in Argentina.  The company's chain
stores include Stop & Shop, Giant, TOPS, Albert Heijn and
Bompreco.  Ahold also supplies food to restaurants, hotels,
healthcare institutions, government facilities, universities,
stadiums, and caterers.

                        *     *     *

As reported on Dec. 22, 2006, Standard & Poor's Ratings Services
revised its outlook on the Dutch food retailer and food service
distributor Koninklijke Ahold N.V. to positive from stable.  At
the same time, the 'BB+/B' long- and short-term corporate credit
ratings were affirmed.

Moody's Investors Service and Standard and Poor's has assigned
low-B ratings to the company's 5.625% senior notes due 2007.
Also, the company's 5.875% senior unsubordinated notes due 2008
and 6.375% senior unsubordinated notes due 2007 carry Moody's,
S&P's and Fitch's low-B ratings.


PERIODISMO UNIVERSITARIO: Individual Reports Filing Is Tomorrow
---------------------------------------------------------------
Hector Ricardo Calle, the court-appointed trustee for Periodismo
Universitario SRL's bankruptcy proceeding, will present
creditors' validated claims as individual reports in the
National Commercial Court of First Instance in Buenos Aires on
May 3, 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 Periodismo Universitario 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. 8, 2007, Mr. Calle verified creditors' proofs of claim
until March 16, 2007.

Mr. Calle will also submit to court a general report containing
an audit of Periodismo Universitario's accounting and banking
records on June 15, 2007.

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

The debtor can be reached at:

         Periodismo Universitario SA
         Diagonal Roque Saenz Pena 615
         Buenos Aires, Argentina

The trustee can be reached at:

         Ernesto Oscar Callelo
         Lavalle 1528
         Buenos Aires, Argentina


PETROBRAS ENERGIA: Fitch Puts BB+ Rating on US$300-Million Notes
----------------------------------------------------------------
Fitch Ratings assigned a 'BB+' rating to Petrobras Energia
S.A.'s US$300-million unsecured notes due 2017.  The senior
unsecured notes are supported by a standby purchase agreement
provided by Petrobras International Finance Company (PIFCO) a
subsidiary of Petrobras Brasileiro S.A. both of which are rated
'BB+' by Fitch.  Under the terms of the standby purchase
agreement and in the event that PESA fails to make payment on
the notes, Petrobras is obligated to buy the rights of
noteholders and make payment on the notes to the trust.  The
Rating Outlook is Stable.

The ratings of the issuance are based on the 'Standby Purchase
Agreement' by Petrobras and its credit quality.  Petrobras'
ratings are supported by:

          -- substantial proved hydrocarbon reserves and
             increasing upstream output,

          -- recognized leadership in offshore exploration and
             production,

          -- a favorable international product price
             environment,

          -- successful corporate and industry restructuring
             during the past decade,

          -- a transition to more transparent financial
             standards, and

          -- dominant domestic market shares.

Petrobras further benefits from material international
operations and its shift to a net export position in 2005, which
supports the generation of foreign currency cash flow.  These
factors are tempered by:

          -- vulnerability to fluctuations in international
             commodity prices,

          -- exposure to local political interference,

          -- currency risk,

          -- domestic market revenue concentration, and

          -- significant medium-term capital-investment
             requirements linked to the company's ambitious
             strategic plan.

The announced nationalization of Petrobras' Bolivian energy
investments, while negative, is not expected to affect
materially the company's credit quality or ratings.  The
combination of ultimate government control, which underscores
the ability to influence corporate strategy and long-term policy
decisions, and a significant domestic market focus, continues to
affect the company's rating.

Petrobras' 2007-2011 business plan, which primarily reflects new
projects to increase production and refining both in Brazil and
internationally, the increase in costs of related services and
equipment in the production chain, and a stronger local
currency, all of which increases capital spending when expressed
in U.S. dollars.  Under the new business plan, Petrobras
estimates it will invest US$87.1 billion through 2011, an
increase of US$34.7 billion (66%) for the comparable period
under the previous plan.  Approximately US$49 billion (56% of
total), up from US$31 billion (59%), has been allocated to
exploration and production (E&P) activities, representing a
slight shift in allocation percentage toward downstream
activities.

Fitch views the planned increase in exploration and production
investment, including additional investment in natural gas
exploration and production, to be positive for the long-term
credit quality of the company.

Management projects no significant changes on the main corporate
strategic targets or pressures on the financial profile, as
approximately 87% of Petrobras' funding needs (investments and
debt amortizations) should continue to be met via internal cash
flows, with the rest to be financed with conventional financing
mechanisms, project structures, and special-purpose vehicles.

Fitch recognizes the positive credit effect of the market-
oriented measures implemented in the past five years as well as
improvements in corporate governance.  The opening to private
participation and deregulation, strong management commitment to
increased financial transparency, corporate reorganization and
modernization, and aggressive upstream production development,
coupled with value-chain strategies, should strengthen credit
fundamentals.  While there has been close coordination of
business plans with federal authorities, it does not appear to
have affected market-oriented efforts to improve operational
efficiencies, increase upstream production volumes, or adhere to
capital discipline guidelines.

Petrobras is a mixed-capital company, with the government owning
approximately 40% of Petrobras' total capital and 55.7% of its
voting capital.  The remainder of the shares is publicly traded,
and an estimated 40% is held by foreign investors.  Despite
Fitch's concerns generated by the significant imbalance between
local currency revenues and hard currency expenses and
liabilities, it is important to note that Petrobras' operations
are of vital economic importance to the nation, suggesting the
government has a prime incentive to ensure Petrobras' access to
hard currency for servicing foreign obligations.

Petrobras' financial profile remains strong, with solid credit-
protection measures continuing to benefit from increased
production and the global rise in hydrocarbon and product
prices.  The company reported total debt/EBITDA of 1.3 times (x)
and Operating EBITDA/interest expense of 15.8x under U.S. GAAP
for fiscal year end 2006.  Petrobras maintains strong liquidity
in relation to short-term debt obligations.  The company posted
fiscal year 2006 total consolidated debt of US$21.3 billion, of
which approximately 27% was classified as short term.  The
company's sizeable US$12.7 billion in cash and equivalents
resulted in total net debt of US$8.7 billion.  Petrobras'
management has indicated its preference to maintain a
substantial cash balance going forward, partially debt funded,
to minimize its exposure to international capital market
volatility.

Petrobras is an integrated international oil and gas company
engaged in the exploration, development and production of
hydrocarbons and in the refining, marketing, transportation and
distribution of oil and a wide range of petroleum products,
petroleum derivatives, petrochemicals and liquid petroleum gas.  
Petrobras is also an integrated power company with operations in
electric power generation, transmission and distribution.  By
law, the federal government must hold at least a majority of
Petrobras' voting stock.

Petrobras Energia Participaciones SA (Buenos Aires: PBE,
NYSE:PZE) through its subsidiary, explores, produces, and
refines oil and gas, as well as generates, transmits, and
distributes electricity.  It also offers petrochemicals, as well
as markets and transports hydrocarbons.  The company conducts
oil and gas exploration and production operations in Argentina,
Venezuela, Peru, Ecuador, and Bolivia.


PISCIS PRODUCCIONES: Trustee To File General Report Tomorrow
------------------------------------------------------------
Carlos Daniel Brezinski, the court-appointed trustee for Piscis
Producciones SA's bankruptcy proceeding, will submit to court a
general report containing an audit of the company's accounting
and banking records on May 3, 2007.

As reported in the Troubled Company Reporter-Latin America on
Nov. 8, 2006, Mr. Brezinski verified creditors' proofs of claim
until Dec. 22, 2006.  He then presented the validated claims in
court as individual reports on March 21, 2007.  The National
Commercial Court of First Instance No. 22 in Buenos Aires, with
the assistance of Clerk No. 44, determined the verified claims'
admissibility, taking into account the trustee's opinion and the
objections and challenges raised by Piscis Producciones and its
creditors.

The debtor can be reached at:

          Piscis Producciones SA
          Rodriguez Pena 1158
          Buenos Aires, Argentina

The trustee can be reached at:

          Carlos Daniel Brezinski
          Lambare 1140
          Buenos Aires, Argentina


SECURITY CONSULTANTS: Trustee To File General Report Tomorrow
-------------------------------------------------------------
Angel Miragaya, the court-appointed trustee for Security
Consultants Office S.R.L.'s bankruptcy proceeding, will submit
to court a general report containing an audit of the company's
accounting and banking records on May 3, 2007.

As reported in the Troubled Company Reporter-Latin America on
Feb. 21, 2007, Mr. Miragaya verified creditors' proofs of claim
until March 16, 2007.  He then presented the validated claims in
court as individual reports on March 30, 2007.  The National
Commercial Court of First Instance in Buenos Aires determined
the verified claims' admissibility, taking into account the
trustee's opinion and the objections and challenges raised by
Security Consultants and its creditors.

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

The trustee can be reached at:

         Angel Miragaya
         Parana 774
         Buenos Aires, Argentina


TRANSENER SA: Fitch Arg Puts D Rating on US$1.2-Million Notes
-------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A assigned a D(arg)
rating on Transener S.A.'s Obligaciones Negociables Class 3 for
US$1,277,000.  The rating action was based on the company's
financial status at Dec. 31, 2006.


TRANSPORTADORA DE GAS: Fitch Arg Puts D Rating on US$300MM Notes
----------------------------------------------------------------
Fitch Argentina Calificadora de Riesgo S.A assigned a D(arg)
rating on Transportadora de Gas del Norte S.A.'s  Programa de
Obligaciones Negociables for US$300,000,000.  The rating action
was based on the company's financial status at Dec. 31, 2006.




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


ADVANCED MICRO: Moody's Revises Ratings on US$2.09B Loans to Ba2
----------------------------------------------------------------
Moody's Investors Service affirmed Advanced Micro Devices,
Inc.'s B1 corporate family rating, while revising to Ba2 from
Ba3 the ratings on both the currently secured US$390 million
notes due 2012 (2012 Note) and the US$1.7 billion remainder of
the original US$2.5 billion term loan due 2013.  This revision
reflects AMD's recent issuance of US$2.2 billion of senior
convertible notes due 2014 (not rated by Moody's) and the
concurrent US$500 million repayment of the bank term loan.  The
rating outlook remains negative.

In line with Moody's loss given default methodology, the 2012
Note and bank term loan ratings are raised by one notch to Ba2
with a corresponding LGD2 assessment as a result of the
incremental US$2.2 billion junior capital below it.

As noted previously, Moody's believes it is likely that the 2012
Note will become unsecured in the near future.  Since AMD's
secured debt as defined is below US$2.5 billion, AMD, as stated
in its 8K filing of April 24, 2007, has the ability to release
collateral that currently benefits the 2012 note.  To the extent
that the 2012 Note loses its collateral interest, its rating
would be lowered to B2 with a corresponding LGD5 assessment
while the bank term loan would likely be raised to Ba1 and LGD2
assessment.

Moody's changed the ratings outlook to negative from stable on
April 23, 2007.  The action reflects AMD's higher financial
leverage, the company's weaker than expected operating
performance in the last three quarters, and Moody's expectations
that the next couple of quarters will remain very challenging
even though the company plans to reduce costs and preserve
liquidity while at the same time rolling out its new product
platform dubbed Barcelona in the third quarter of 2007.

Ratings/assessments revised:

          -- US$390 million secured notes due August 2012 from
             Ba3 (LGD 3, 38%) to Ba2 (LGD 2, 22%); and

          -- US$2.5 billion senior secured term loan due 2013    
             from Ba3 (LGD 3, 38%) to Ba2 (LGD 2, 22%).

Ratings/assessments affirmed:

          -- B1 corporate family rating; and

          -- B1 probability-of-default rating.

Rating Outlook is Negative.

Advanced Micro Devices Inc. (NYSE: AMD) -- http://www.amd.com/-
- provides innovative processing solutions in the computing,
graphics and consumer electronics markets.  AMD is dedicated to
driving open innovation, choice and industry growth by
delivering superior customer-centric solutions that empower
consumers and businesses worldwide to differ materially from
current expectations.  The company has corporate locations in
Sunnyvale, California, Austin, Texas, and Markham, Ontario, and
global operations and manufacturing facilities in the United
States, Europe, Japan, and Asia.  It maintains operations in
Belgium, France, Germany, the United Kingdom, Mexico and Brazil.


ABN AMRO: Fitch Puts BB+ Foreign Currency Issuer Default Rating
---------------------------------------------------------------
Fitch Ratings assigned these ratings to Banco ABN AMRO Real
S.A.:

          -- 'BB+' long-term foreign currency Issuer Default
             Rating (IDR);

          -- 'B' short-term foreign currency rating;

          -- 'BBB-' long-term local currency IDR;

          -- 'F3' short-term local currency;

          -- Individual 'C'.

Fitch also affirmed the bank's other ratings:

          -- 'AA+(bra)' national long-term;
          -- 'F1+(bra)' national short-term;
          -- support rating at '3'.

The Rating Outlook for the IDRs and national long-term rating is
Positive, reflecting the Positive Outlook of Brazil's sovereign
IDR.

The IDR's (above the sovereign rating) and the national ratings
of ABNR are based on the potential support of the shareholder,
ABN AMRO Bank NV (ABN NV, rated 'AA-/F1+'), given its strategic
importance to its parent.  The foreign currency IDR is
constrained by the sovereign ceiling.  The Individual Rating
reflects ABNR's consistent performance, the good quality of its
management and a historically well-developed, diversified and
segmented franchise.  Although the ratings are assigned to ABNR,
the analysis is based on the ABN Amro Real Financial
Conglomerate (CFA), using a pro forma consolidation of its
companies in Brazil.

Active in Brazil since 1917, ABN NV has invested in Brazil's
markets even in periods of crisis, such as in 1998 and 2003,
with the acquisitions of Banco Real and Banco Sudameris Brasil
S.A., respectively, which significantly expanded and
consolidated its position as one of the leading universal banks
in Brazil.  As has been widely reported, ABN NV is currently the
subject of active negotiations, which could result in its sale
to new controlling shareholders.  These negotiations to date
indicate that new shareholders will likely be highly rated
global financial institutions, with ratings similar to or better
than those of ABN NV.  Should the negotiations result in such a
change of control among strong shareholders, ABNR's IDRs and
national rating would not be affected, given the strength of the
potential shareholders and ABNR's solid Brazilian franchise,
which would likely make its presence in Brazil's expanding
commercial banking market attractive to the potential new
shareholders.  Should the negotiations result in a different
outcome, Fitch would evaluate any potential effects on ABNR's
ratings at that time; any potential downward pressure on ABNRs
IDRs would be limited by the bank's relatively strong individual
rating.

Due to an increase in lending, mainly to small and medium-sized
companies and individuals, ABNR's performance improved sharply
in 2006, growing in line with the peer average. An expanded
retail business and greater scale are expected to continue to
benefit its earnings, as are its good cost controls.

Established in 1917, ABNR is the lead institution of the third-
largest private financial conglomerate in Brazil in terms of
assets, loans, deposits and branches (1,095).  It is 97.42%
controlled by ABN NV, one of the 20 largest financial groups in
the world.

ABN Amro Real specializes in commercial banking, capital
markets, corporate banking, asset management, and trade finance.
Its more than 22,000 employees assist over five million clients
throughout five thousand different points of sales.  In 1999,
the bank merged with Brazil's Banco Real.  The regional office
for Latin America and the Caribbean is located in Brazil.


BANCO DO BRASIL: Export Financing Drops to US$107MM in 1st Qtr.
---------------------------------------------------------------
Banco do Brasil Foreign Trade Department Manager Antonio Bizzo
told Business News Americas that the bank provided US$107
million in export financing through credit lines from national
development bank BNDES in the first quarter 2007, which was
lesser compared to the first quarter 2006.

According to BNamericas, Banco do Brasil handled US$1.27 billion
in export credit lines from BNDES last year.

BNamericas relates that BNDES made US$557 million available for
export financing in the first quarter 2007, and that Banco do
Brasil was the largest recipient.

Mr. Bizzo commented to BNamericas, "Export financing is a really
competitive segment.  We already have more than US$167 million,
which we expect to grant in the next few months.  The first
quarter doesn't show how the year is going to be.  Demand should
be the same or a bit more than last year."

BNamericas notes that Mr. Bizzo said Banco do Brasil expects to
provide US$12 billion in total export funding in 2007,
"virtually flat" on 2006.

The report says that Banco do Brasil's export financing rose 14%
to US$3.2 billion in first quarter 2007 compared to the same
quarter in 2006.

Meanwhile, Banco do Brasil's import funding operations increased
about 25% in the first quarter 2007, from the first quarter
2006, Mr. Bizzo told BNamericas.

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.


BENQ CORP: Russian Subsidiaries to Liquidate Assets This Month
--------------------------------------------------------------
BenQ Corp.'s Russian subsidiaries, BenQ Mobile BV and BenQ
Mobile Europe, will liquidate assets in Moscow this month,
published reports say.

BenQ Mobile Director General Sergey Yakovlev said BenQ Mobile
BV, which owns 99% of the Russian company's shares, is now in
the liquidation stage following the introduction of external
management proceedings in Moscow, CNews reports.

Kommersant says the closure will result to Russian dealers
importing BenQ phones from and working directly with Taiwan-
based parent company BenQ Corp.  

Mr. Yakovlev said BenQ Corp., which owes about EUR100,000 to the
Russian company, has laid down unacceptable conditions for
further cooperation.  BenQ and BenQ Mobile will hold talks in
September regarding BenQ's further presence in Russia.

According to Mobile Research Group, in a report carried by
Kommersant, BenQ's share in the Russian cell phone market
dropped from 11.5 percent in mid-2006 to 3.8 percent by the end
of the year.  Kommersant notes that experts are speculating
SonyEricsson and Samsung would likely occupy the market space
vacated by BenQ.

                      About the Company

Headquartered in Taiwan, Republic of China, BenQ Corp., Inc. --
http://www.benq.com/-- is principally engaged in manufacturing  
developing and selling of computer peripherals and
telecommunication products.  It is also a major provider of 3G
handset, camera phones, and other products.

BenQ Mobile GmbH & Co., the company's German-based wholly owned
subsidiary, filed for insolvency in Munich on Sept. 29, 2006,
after BenQ Corp.'s board decided to discontinue capital
injection into the mobile unit in order to stem unsustainable
losses.  The collapse follows a year after Siemens sold the
company to Taiwanese technology group BenQ.

BenQ Mobile has lost market share against giant competitors.

A Munich Court opened insolvency proceedings against BenQ Mobile
GmbH & Co OHG on Jan. 1 after Mr. Prager failed to secure a
buyer for the company by the Dec. 31, 2006 deadline.

                        *     *     *

As reported on Dec. 5, 2006, that Taiwan Ratings Corp., assigned
its long-term twBB+ and short-term twB corporate credit ratings
to BenQ Corp.

The outlook on the long-term rating is negative.  At the same
time, Taiwan Ratings assigned its twBB+ issue rating to BenQ's
existing NT$7.05 billion unsecured corporate bonds due in 2008,
2009, and 2010.

The ratings reflect BenQ's continuing operating losses from its
handset operations and high leverage, and the competitive nature
and low profitability of the LCD monitor industry.


DELPHI CORP: Cerberus Denies Backing Out of Delphi Agreement
------------------------------------------------------------
Cerberus Capital Management, L.P., dismissed a statement from
Delphi Corporation that it withdrawing from a consortium of
investors who would infuse up to US$3.4 billion into Delphi, The
Associated Press reports.

Delphi has said that Cerberus would leave the consortium
consisting of affiliates of Appaloosa Management L.P., Harbinger
Capital Partners Master Fund I, Ltd., as well as Merrill Lynch &
Co. and UBS Securities LLC.

Cerberus doubts if Delphi will be profitable enough to make the
investment worth its while after it reviewed Delphi's financial
records and performance for the past four months, Bloomberg News
said last week.

Under the Delphi agreement, Cerberus, together with Appaloosa,
et al., will fund a plan of reorganization for Delphi in
exchange for shares of common stock and preferred shares in
Reorganized Delphi.  They will also purchase any unsubscribed
shares of Delphi common stock in connection with a rights
offering to existing Delphi shareholders.

"There has not been any decision made," Cerberus spokeswoman
J.J. Rissi told AP.  Asked if it was possible that Cerberus
would remain part of the Delphi deal, Ms. Rissi replied, "It's
not impossible," declining further comment.

According to AP, Delphi had planned to emerge from Chapter 11 by
the end of June, but Delphi said that would be delayed until the
second half of 2007 even without the Cerberus withdrawal.  
Delphi spokesman Lindsey Williams told AP that none of the
equity investors, including Cerberus, has given notice that it
will exit from the deal, and Delphi and Cerberus are still
talking.

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.


EMI GROUP: Former Warner CEO to Head North American Units
---------------------------------------------------------
EMI Group Plc appointed Roger Ames as head of its North American
recorded-music operations, a company spokeswoman told Ethan
Smith of The Wall Street Journal.

The spokeswoman also disclosed to Mr. Smith the exit of Ivan
Gavin as chief operating officer of EMI Music North America,
with no replacement to be named.

According to the report, Mr. Ames will oversee units like the
Capitol Music Group and Blue Note Records.  He will report
directly to EMI Music CEO Eric Nicoli.

Mr. Ames is the former chairman and chief executive of Warner
Music Group.  He has been serving as consultant to EMI, before
the appointment.

                         About EMI

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

At March 31, 2006, EMI Group's consolidated balance sheet
revealed GBP1.817 billion in total assets, GBP2.544 billion in
total liabilities and GBP726.6 million in shareholders' deficit.

                        *     *     *

As reported on March 1, Standard & Poor's Ratings Services
placed its ratings on Warner Music Group Corp., including the
'BB-' corporate credit rating, on CreditWatch with negative
implications, following the company's statement that it is
exploring a possible merger agreement with EMI Group PLC
(BB-/Watch Neg/B), which EMI management has confirmed.

As reported on Jan. 17, Moody's Investors Service downgraded EMI
Group Plc's Corporate Family and senior debt ratings to Ba3 from
Ba2.  All ratings remain under review for possible further
downgrade.


PETROLEO BRASILEIRO: Awards US$4MM Subsea Dev't Contract to Aker
----------------------------------------------------------------
Brazilian state-run oil firm Petroleo Brasileiro SA has awarded
a US$4-million contract to Norway's equipment supplier Aker
Kvaerner to develop a subsea tie-in system, according to Aker
Kvaerner's statement.

Aker Kvaerner Sales and Marketing Manager for Brazil, Gustavo
Goncalves, explained to Business News Americas, "The tie-in
system is a tool to connect segments of pipelines in subsea
projects."

The subsea tie-in system is for Espirito Santo basin's ESS-
164/Camarupim field.  It is part of Petroleo Brasileiro's
Plangas natural gas production program, BNamericas states,
citing Aker Kvaerner.

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.


SANTANDER BANESPA: Earns BRL559 Million in First Quarter
--------------------------------------------------------
Santander Banespa's earnings increased 22% to BRL559 million in
the first quarter 2007, from the first quarter 2006, accounting
for 10% of the Santander group's profits worldwide, Business
News Americas reports.  

Santander Banespa said in its latest financial statements that
its total lending rose 29% to BRL37.9 billion in March 2007,
compared to March 2006.

BNamericas relates that Santander Banespa's retail lending
increased 32% to BRL13.4 billion in the first quarter 2007,
compared to the first quarter 2006.  Its payroll and retirement
loans grew 73%, credit cards 63% and vehicle financing 27%.  
Loan-loss provisions rose 38% to BRL450 million.

According to BNamericas, Santander Banespa's assets totaled
BRL104 billion in the first quarter 2007.

The Santander Banespa group is comprised of Santander Brasil,
Santander, Santander Meridional and Banespa, and is a subsidiary
of Spanish financial group Grupo Santander.  Santander Banespa
is the biggest foreign-owned bank in Brazil and the fourth
largest on the overall ranking for private banks.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 12, 2007, Fitch changed the outlook of these ratings of
Banco Santander Banespa S.A.:

   -- Foreign currency IDR at 'BB+'; Outlook to Positive from
      Stable;

   -- Local currency IDR at 'BBB-'; Outlook to Positive
      from Stable; and

   -- National Long-term rating at 'AA+(bra)'; Outlook to
      Positive from Stable.


TRW AUTOMOTIVE: Moody's Affirms Ba2 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed TRW Automotive, Inc.'s
Corporate Family Rating at Ba2, and the ratings on the US$1.5
billion of recently issued senior unsecured notes, at Ba3.  

The rating agency also raised the company's Speculative Grade
Liquidity Rating to SGL-1 from SGL-2.  The outlook remains
stable.  

In related actions, Moody's assigned Baa3 ratings to the new
senior secured bank facilities of TRW Automotive, Inc.,
including:

   -- US$1.4 billion of revolving credit facilities,
   -- a US$600 million term-loan A, and
   -- a US$500 million term-loan B.  

TRW Automotive intends to use the proceeds from the new senior
secured bank facilities to refinance the existing senior secured
credit facilities.  The bank credit facility refinancing
continues TRW Automotive's efforts to opportunistically extend
its debt maturity profile, and reduce debt service costs.

As a leading supplier of components and systems to automotive
OEM's (original equipment manufacturer), TRW Automotive's
business profile has many characteristics that are consistent
with ratings higher than the assigned Ba2 Corporate Family
Rating.  The company enjoys a well-diversified revenue base,
including long-standing supply arrangements with European and
Asian automakers, as well as aftermarket sales.  Continuous
investment in new technologies should support future revenues,
even as automotive demand softens.  However, TRW Automotive has
experienced the effects of ongoing pricing pressures from OEM
customers as well as commodity price increases.  EBIT margins of
below 5% are considered moderate, and more consistent with the
assigned ratings.  For the last twelve months ended
Dec. 31, 2006, TRW Automotive's consolidated total debt/EBITDA
leverage was 3.5x; EBIT coverage of interest was 2.0x; free cash
flow was approximately US$191 million.  These metrics are viewed
as consistent with speculative grade rated companies and with
the company's Corporate Family Ratings at the Ba2 level.

The stable outlook continues to anticipate that the company's
geographic, customer and product diversification will support
revenues even in the face of weaker automotive demand.  Ongoing
cost reduction efforts should benefit margins.  This margin
improvement, in conjunction with the lower debt service costs
stemming from the refinancing, should support credit metrics
consistent with the Ba2 Corporate Family Rating through the
intermediate term.  At year-end 2006, TRW Automotive maintained
good liquidity with cash and cash equivalents of US$578 million,
approximately US$830 million of availability under its revolving
credit facility and about US$104 million of availability under
its U.S. accounts receivable facility.  The new US$1.4 billion
revolving credit facility is expected to provide TRW Automotive
with the same level of unused and available borrowing capacity
provided by the facility being replaced.  The company's
Speculative Grade Liquidity rating of SGL-1 reflects the lower
expected reliance on incremental funding under the proposed
revolvers combined with expected covenant cushion improvement.

These ratings were assigned:

   -- Baa3 (LGD2, 17%) rating for the new US$900 million
      senior secured domestic revolving credit facility;

   -- Baa3 (LGD2, 17%) rating for the new US$500 million
      senior secured global revolving credit facility;

   -- Baa3 (LGD2, 17%) rating for the new US$600 million
      senior secured term loan A;

   -- Baa3 (LGD2, 17%) rating for the new $500 million
      senior secured term loan B;

These rating was raised:

   -- Speculative Grade Liquidity Rating, to SGL-1 from SGL-2

These ratings were affirmed:

   -- Ba2 Corporate Family rating;

   -- Ba2 Probability of Default rating;

   -- Ba3 (LGD5, 72%) on the US$500 million senior unsecured
      notes due 2014;

   -- Ba3 (LGD5, 72%) on the EUR275 million senior unsecured
      notes due 2014;

   -- Ba3 (LGD5, 72%) on the US$600 million senior unsecured
      notes due 2017;

These ratings are withdrawn as a result of the successful tender
for the overwhelming majority of the outstandings:

   -- B1 (LGD6, 97%) for the 9-3/8% Senior Notes due 2013;

   -- B1 (LGD6, 97%) for the 10.125% (Euro denominated)
      Senior Notes due 2013;

   -- B1 (LGD6, 97%) for the 11.75% (Euro denominated) Senior
      Subordinated Notes due 2013; and

   -- B1 (LGD6, 97%) for the 11% Senior Subordinated Notes
      due 2013.

Upon closing of the new senior secured bank facilities these
ratings will be withdrawn:

   -- Ba1 (LGD2, 26%) rating for the existing senior
      secured credit facilities

The last rating action was on March 12, 2007, when Ba3 ratings
were assigned to the company's US$1.5 billion of newly-issued
unsecured notes.

Consideration for downward outlook or rating migration would
arise if any combination of factors were to increase leverage to
over 3.5x or if EBIT/ Interest coverage under 2.0x.

Future events that would be likely to improve TRW Automotive's
outlook or ratings include further debt and leverage reduction
from free cash flow, the realization of substantial new business
awards, expansion into new markets, or improved operating
margins resulting from new business wins or productivity
improvement.  Consideration for upward outlook or rating
migration would arise if any combination of these factors were
to reduce leverage to under 2.5x or increase EBIT/interest
coverage to a level approximating 3.0x.

Headquartered in Livonia, Michigan, TRW Automotive Holdings
Corp. (NYSE:TRW) -- http://www.trwauto.com/-- is an automotive
supplier.  Through its subsidiaries, the company employs
approximately 63,800 people in 26 countries including Brazil,
China, Germany and Italy.  TRW Automotive products include
integrated vehicle control and driver assist systems, braking
systems, steering systems, suspension systems, occupant safety
systems (seat belts and airbags), electronics, engine
components, fastening systems and aftermarket replacement parts
and services.


TRW AUTOMOTIVE: Moody's Holds Ba3 Rating on US$1.5-Billion Notes
----------------------------------------------------------------
Moody's Investors Service assigned Baa3 ratings to the new
senior secured bank facilities of TRW Automotive, Inc. --
(including US$1.4 billion of revolving credit facilities, a
US$600 million term-loan A, and a US$500 million term-loan B).

In related actions, Moody's affirmed the company's Corporate
Family Rating at Ba2, and the ratings on the US$1.5 billion of
recently issued senior unsecured notes, at Ba3.  The rating
agency also raised the company's Speculative Grade Liquidity
Rating to SGL-1 from SGL-2.  The outlook remains stable.  TRW
intends to use the proceeds from the new senior secured bank
facilities to refinance the existing senior secured credit
facilities.  The bank credit facility refinancing continues
TRW's efforts to opportunistically extend its debt maturity
profile, and reduce debt service costs.

As a leading supplier of components and systems to automotive
OEM's, TRW's business profile has many characteristics that are
consistent with ratings higher than the assigned Ba2 Corporate
Family Rating.  The company enjoys a well-diversified revenue
base, including long standing supply arrangements with European
and Asian auto makers, as well as aftermarket sales.  Continuous
investment in new technologies should support future revenues,
even as automotive demand softens.  

However, TRW has experienced the effects of ongoing pricing
pressures from OEM customers as well as commodity price
increases.  EBIT margins of below 5% are considered moderate,
and more consistent with the assigned ratings.  For the last
twelve months ended December 31, 2006 (using Moody's standard
adjustments), TRW's consolidated total debt/EBITDA leverage was
3.5x; EBIT coverage of interest was 2.0x; free cash flow was
approximately US$191 million. (Note that the Moody's standard
adjustments now reflect TRW's reported pension liabilities as
required under FASB 158).  These metrics are viewed as
consistent with speculative grade rated companies and with the
company's Corporate Family Ratings at the Ba2 level.

The stable outlook continues to anticipate that the company's
geographic, customer and product diversification will support
revenues even in the face of weaker automotive demand.  Ongoing
cost reduction efforts should benefit margins.  This margin
improvement, in conjunction with the lower debt service costs
stemming from the refinancing, should support credit metrics
consistent with the Ba2 Corporate Family Rating through the
intermediate term.  At year-end 2006, TRW maintained good
liquidity with cash and cash equivalents of US$578 million,
approximately US$830 million of availability under its revolving
credit facility and about US$104 million of availability under
its U.S. accounts receivable facility.  The new US$1.4 billion
revolving credit facility is expected to provide TRW with the
same level of unused and available borrowing capacity provided
by the facility being replaced.  The company's Speculative Grade
Liquidity rating of SGL-1 reflects the lower expected reliance
on incremental funding under the proposed revolvers combined
with expected covenant cushion improvement.

These ratings were assigned:

    * Baa3 (LGD2, 17%) rating for the new US$900 million senior
      secured domestic revolving credit facility;

    * Baa3 (LGD2, 17%) rating for the new US$500 million senior
      secured global revolving credit facility;

    * Baa3 (LGD2, 17%) rating for the new US$600 million senior
      secured term loan A;

    * Baa3 (LGD2, 17%) rating for the new US$500 million senior
      secured term loan B;

This rating was raised:

    * Speculative Grade Liquidity Rating, to SGL-1 from SGL-2

These ratings were affirmed:

    * Ba2 Corporate Family rating;

    * Ba2 Probability of Default rating;

    * Ba3 (LGD5, 72%) on the US$500 million senior unsecured
      notes due 2014;

    * Ba3 (LGD5, 72%) on the Euro 275 million senior unsecured
      notes due 2014;

    * Ba3 (LGD5, 72%) on the US$600 million senior unsecured
      notes due 2017;

These fratings are withdrawn as a result of the successful
tender for the overwhelming majority of the outstandings:

    * B1 (LGD6, 97%) for the 9-3/8% Sr Notes due 2013;

    * B1 (LGD6, 97%) for the 10.125% (Euro denominated) Sr Notes
      due 2013;

    * B1 (LGD6, 97%) for the 11.75% (Euro denominated) Sr Sub
      Notes due 2013;

    * B1 (LGD6, 97%) for the 11% Sr Sub Notes due 2013

Upon closing of the new senior secured bank facilities the
following ratings will be withdrawn:

  -- Ba1 (LGD2, 26%) rating for the existing senior secured
     credit facilities.

The last rating action was on March 12, 2007, when Ba3 ratings
were assigned to the company's US$1.5 billion of newly-issued
unsecured notes.

Consideration for downward outlook or rating migration would
arise if any combination of factors were to increase leverage to
over 3.5x or if EBIT/Interest coverage under 2.0x.

Future events that would be likely to improve TRW Automotive's
outlook or ratings include further debt and leverage reduction
from free cash flow, the realization of substantial new business
awards, expansion into new markets, or improved operating
margins resulting from new business wins or productivity
improvement.  Consideration for upward outlook or rating
migration would arise if any combination of these factors were
to reduce leverage to under 2.5x or increase EBIT/interest
coverage to a level approximating 3.0x.

TRW Automotive, Inc., headquartered in Livonia, Michigan, is
among the world's largest and most diversified suppliers of
automotive systems, modules, and components to global vehicle
manufacturers and related aftermarket.  The company has three
operating segments; Chassis Systems, Occupant Safety Systems,
and Automotive Components.  Its primary business lines encompass
the design, manufacture and sale of active and passive safety
related products.  Annual revenues are approximately US$13
billion


TRW AUTOMOTIVE: S&P Affirms BB+ Long-Term Corp. Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its bank loan and
recovery ratings to TRW Automotive Inc.'s proposed $2.5 billion
senior secured credit facilities.  The credit facilities were
rated 'BBB-' with a recovery rating of '1', indicating a high
expectation for full recovery of principal in the event of a
payment default.
     
At the same time, Standard & Poor's affirmed its ratings on the
auto supplier, including its 'BB+' long- and 'A-3' short-term
corporate credit ratings.  The outlook is stable.  TRW had
US$3.2 billion in total balance sheet debt outstanding, pro
forma for the proposed credit facility refinancing and recent
unsecured debt refinancing, at Dec. 31, 2006.
     
To lower its interest cost and extend maturities, TRW proposes
to refinance its existing US$2.5 billion credit facilities with
new facilities of the same total committed capacity.  When the
transaction is completed, Standard & Poor's will withdraw the
rating on TRW's existing facilities.  The new facilities will be
comprised of a US$500 million multicurrency (USD, Sterling,
Euro) revolving facility due in 2012, US$900 million U.S.
revolving facility due 2012, US$600 million term loan A due
2013, and US$500 million term loan B due 2013.

Headquartered in Livonia, Michigan, TRW Automotive Holdings  
Corp. (NYSE: TRW) -- http://www.trwauto.com/-- is an  
automotive supplier.  Through its subsidiaries, it employs
approximately 63,800 people in 26 countries including Brazil,
China, Germany, Italy, among others.  TRW Automotive products
include integrated vehicle control and driver assist systems,
braking systems, steering systems, suspension systems, occupant
safety systems (seat belts and airbags), electronics, engine
components, fastening systems and aftermarket replacement parts
and services.


* BRAZIL: Fitch Assigns Stable Outlook on Banks This Year
---------------------------------------------------------
Fitch Ratings reported that the outlook for Brazil's banking
system in 2007 is stable, positively influenced by further
consistent improvements in the fundamentals of the Brazilian
economy in line with the trends seen in 2006, according to the
report titled "Brazilian Banks - Review and Outlook."  Fitch
believes that the sector will continue to perform satisfactorily
this year.  

The Fitch report assesses the current state of Brazil's banking
sector and its future prospects.

"The Brazilian banking system has benefited from the increasing
stability of the local economy and its more favorable prospects,
as well as from liquidity available in the capital markets,"
said Fitch Senior Director Maria Rita Goncalves.  "This has
directly affected the results of the banking system, which also
benefited from strong growth in lending to consumers, and small
and medium-sized companies in 2006."

Fitch has observed that rapid credit expansion and a shift in
the borrower mix favored revenue generation.  At the same time,
however, these factors have led to higher delinquency indicators
and increases in loan loss reserves, to adapt them to the
changing portfolio quality.  Fitch believes the Brazilian system
will continue to increase its leverage in the medium term,
converging to levels seen in other Latin American markets, which
highlights the importance of an adequate system for measuring
credit risk.

Bank ratings have improved slightly, mainly at the stronger
institutions, which have exploited the country's economic
stability advantage and the operating environment of the
Brazilian banking system to further expand their operations and
diversify their revenue streams.

However, Fitch will continue to analyze changes in the credit
profile of the banks in the system on a case-by-case basis and
its assessment will be based not only on improved performance,
but also on the greater diversification and strengthening of a
given institution's structure to cope with economic cycles over
the long run.




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


EAST LANE: A.M. Best Puts Low B Ratings on US$250-Million Notes
---------------------------------------------------------------
A.M. Best Co. has assigned debt ratings of "bb" to the US$135
million Series A 2007-I variable rate notes and "bb-" to the
US$115 million Series B 2007-I variable rate notes, both due May
2011, issued by East Lane Re Ltd.  The notes are the first
series to be issued under the issuer's variable rate note
program and in the future, additional notes may be issued under
this program.  The outlook for both ratings is stable.

The business conducted by the issuer will be limited, consisting
solely of the issuance of one or more series of the notes; the
servicing of the various agreements entered into between the
issuer and other parties, including the reinsurance agreements
between the issuer and Chubb Group of Insurance Companies (the
ceding insurer); the swap agreement between the issuer and
Goldman Sachs International (the swap counterparty); and other
related agreements and activities.

Under the reinsurance agreements, the issuer will provide the
ceding insurer with up to US$250 million of aggregate indemnity
protection over a four year period beginning May 1, 2007, when
losses covering residential property caused by individual
northeast hurricanes meet or exceed a pre-established attachment
point.  In exchange for receiving the multi-year reinsurance
coverage, the ceding insurer will make periodic premium payments
to the issuer.  The reinsurance attachment point, exhaustion
point, layer and insurance percentage (the reset output) will be
re-calculated on Nov. 1 of 2007, 2008 and 2009, using updated
portfolio data as of Sept. 1, 2007, 2008 and 2009.

Proceeds from the issuance of each series of notes will be
deposited into separate reinsurance trust accounts and will be
available to satisfy obligations of the issuer.  This includes
loss payments required to be made by the issuer to the ceding
insurer under the reinsurance agreements, amounts owed to the
swap counter-party and payments in respect of the notes issued
under an indenture between the issuer and The Bank of New York,
the indenture trustee.  All funds in the reinsurance trust
accounts will be invested in accordance with the investment
guidelines specified in the reinsurance trust agreements.  The
notes are with limited recourse to certain assets of the issuer
and without recourse to the ceding insurer and its affiliates.

The assigned ratings represent A.M. Best's opinion as to the
issuer's ability to meet its financial obligations to security
holders when due.  The ratings take into consideration a
multitude of factors including the annualized near-term modeled
attachment probability of 1.13% for Series A notes and 1.52% for
Series B notes as provided by AIR Worldwide Corporation, the
modeling and reset agent involved in the transaction, and a
review of the structure and the legal documentation surrounding
the structure.  In addition, the ratings take into consideration
an assessment of the ceding insurer's ability to make periodic
payments (reinsurance premium and swap spread) to the issuer and
the swap counter-party's ability to meet its obligations under
the swap agreement.

East Land Re Ltd. is a newly created Cayman Islands exempted
special purpose company licensed as a Class B insurer in the
Cayman Islands.


GALAHAD FUND: Proofs of Claim Filing Is Until May 30
----------------------------------------------------
Galahad Fund, Ltd.'s creditors are given until May 30, 2007, to
prove their claims to Stuart K. Sybersma and Ian A.N. Wight, 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.

Galahad Fund's shareholders decided on April 2, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

          Stuart K. Sybersma
          Attention: Mervin Solas
          Deloitte
          P.O. Box 1787, George Town
          Grand Cayman, Cayman Islands
          Telephone: (345) 949 7500
          Fax: (345) 949 8258


GOLDMAN SACHS: Proofs of Claim Filing Ends Today
------------------------------------------------
Goldman Sachs Global Equity Long/Short Partners Cayman, Ltd.'s
creditors are given until May 2, 2007, to prove their claims to
John Cullinane and Derrie Boggess, 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.

Goldman Sachs' shareholder decided on April 16, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited
          87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands
          Telephone: (345) 914-6305


INTEGRAL TRADE: Proofs of Claim Filing Is Until May 21
------------------------------------------------------
Integral Trade Fund Limited's creditors are given until
May 21, 2007, to prove their claims to David Perry, 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.

Integral Trade's shareholder decided on April 11, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

          David Perry
          Attention: Colin J. MacKay
          c/o Ogier
          Queensgate House, South Church Street
          P.O. Box 1234, Grand Cayman KY1-1108
          Cayman Islands
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


INTEGRAL TRADE MASTER: Proofs of Claim Filing Ends on May 21
------------------------------------------------------------
Integral Trade Master Fund SPC's creditors are given until
May 21, 2007, to prove their claims to David Perry, 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.

Integral Trade Master's shareholder decided on April 14, 2007,
to place the company into voluntary liquidation under The
Companies Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

          David Perry
          Attention: Colin J. MacKay
          c/o Ogier
          Queensgate House, South Church Street
          P.O. Box 1234, Grand Cayman KY1-1108
          Cayman Islands
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


KINGSNORTH HOLDINGS: Proofs of Claim Filing Ends Tomorrow
---------------------------------------------------------
Kingsnorth Holdings (Cayman) Ltd.'s creditors are given until
May 3, 2007, to prove their claims to John Cullinane and Derrie
Boggess, 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.

Kingsnorth Holdings' shareholder decided on April 16, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited
          87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands
          Telephone: (345) 914-6305


MULHOLLAND MASTER: Proofs of Claim Filing Ends on May 22
--------------------------------------------------------
Mulholland Master Fund, Ltd.'s creditors are given until
May 22, 2007, to prove their claims to Mulholland Capital
Advisors, LLC, 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.

Mulholland Master's shareholder decided on April 13, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

          Mulholland Capital Advisors, LLC
          Attention: Martina de Lima
          c/o Ogier
          P.O. Box 1234, Grand Cayman KY1-1108
          Cayman Islands
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


MULHOLLAND OFFSHORE: Proofs of Claim Filing Ends on May 22
----------------------------------------------------------
Mulholland Offshore Investors Fund, Ltd.'s creditors are given
until May 22, 2007, to prove their claims to Mulholland Capital
Advisors, LLC, 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.

Mulholland Offshore's shareholder decided on April 13, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

          Mulholland Capital Advisors, LLC
          Attention: Martina de Lima
          c/o Ogier
          P.O. Box 1234, Grand Cayman KY1-1108
          Cayman Islands
          Telephone: (345) 949 9876
          Fax: (345) 949 1986


PILGRIM INVESTMENTS: Proofs of Claim Filing Deadline Is June 4
--------------------------------------------------------------
Pilgrim Investments Limited's creditors are given until
June 4, 2007, to prove their claims to Condor Nominees Limited,
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.

Pilgrim Investments' shareholder decided on April 11, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

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


QUARRY POINT: Proofs of Claim Filing Ends Today
-----------------------------------------------
Quarry Point GP Cayman Ltd.'s creditors are given until
May 2, 2007, to prove their claims to John Cullinane and Derrie
Boggess, 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.

Quarry Point's shareholders decided on March 6, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited
          87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands
          Telephone: (345) 914-6305


QUARRY POINT OFFSHORE: Proofs of Claim Filing Deadline Is Today
---------------------------------------------------------------
The Quarry Point Offshore Fund Ltd.'s creditors are given until
May 2, 2007, to prove their claims to John Cullinane and Derrie
Boggess, 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.

The Quarry Point Offshore's shareholders decided on
March 16, 2007, to place the company into voluntary liquidation
under The Companies Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited
          87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands
          Telephone: (345) 914-6305


SASCO NIM: Proofs of Claim Filing Deadline Is Today
---------------------------------------------------
Sasco Nim Company 2005-S3's creditors are given until
May 2, 2007, to prove their claims to John Cullinane and Derrie
Boggess, 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.

Sasco Nim's shareholder decided on April 16, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

          John Cullinane
          Derrie Boggess
          c/o Walkers SPV Limited, Walker House
          87 Mary Street, George Town
          Grand Cayman KY1-9002, Cayman Islands
          Telephone: (345) 914-6305




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


SUN MICROSYSTEMS: Earns US$67 Million in Third Quarter 2007
-----------------------------------------------------------
Sun Microsystems Inc. reported financial results for its fiscal
third quarter ended April 1, 2007.

Revenues for the third quarter of fiscal 2007 were US$3.3
billion, an increase of 3.3 percent as compared with US$3.2
billion for the third quarter of fiscal 2006.  Total gross
margin as a percent of revenues was 44.5 percent, an increase of
1.5 percentage points, as compared with the third quarter of
fiscal 2006.

Net income for the third quarter of fiscal 2007 on a GAAP basis
was US$67 million, or US$0.02 per share on a diluted basis, as
compared with a net loss of US$217 million, or (US$0.06) per
share, for the third quarter of fiscal 2006.

GAAP net income for the third quarter of fiscal 2007 included:
US$50 million of stock-based compensation charges, US$35 million
of restructuring and related impairment of assets charges,
US$75 million of purchase price accounting adjustments and
intangible asset amortization charges related to acquisitions in
fiscal 2006, benefits for US$5 million of gain on equity
investments, US$54 million of settlement income and US$8 million
of related tax effects.  The net impact of these six items
reduced earnings per share on a diluted basis by approximately
US$0.02.

Cash generated from operations for the third quarter of fiscal
2007 was US$175 million, and cash and marketable debt securities
balance at the end of the quarter was US$5.5 billion.

"With another quarter of profitability, we're seeing continued
progress operationally, strategically and financially, and we
remain committed to our fourth quarter goal of at least 4%
operating profit," Jonathan Schwartz, president and CEO of Sun
Microsystems, said.  "The performance in our Software and
Services businesses confirms the broad appeal of our software
offerings in the quarter, and we look forward to further
extending the reach of the Solaris 10 Operating System and
leveraging strong partnerships with AMD, Fujitsu and Intel.
Along with disciplined financial execution, we're focused on
growth and look forward to increased momentum in the fourth
quarter, fueled by the continued rise of Java, increased
adoption of Solaris and the competitiveness of our core systems
and storage innovations."

Headquartered in Santa Clara, California, Sun Microsystems Inc.
(NASDAQ: SUNW) -- http://www.sun.com/-- provides network  
computing infrastructure solutions that include computer
systems, data management, support services and client solutions
and educational services.  It sells networking solutions,
including products and services, in most major markets worldwide
through a combination of direct and indirect channels.  

Sun Microsystems conducts business in 100 countries around the
globe, including Latin America: Chile, Colombia, Brazil,
Argentina, Mexico and Venezuela.




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


BANCO DE BOGOTA: Moody's Ups Bank Fin'l Strength Rating to C-
-------------------------------------------------------------
Moody's Investors Service raised its bank financial rating on
Banco de Bogota to C- from D+.  Moody's maintained its foreign
currency deposit rating on the bank at Ba3/Not-Prime.

Moody's published the rating results for banks in Colombia as
part of the application of its refined joint default analysis
and updated BFSR methodologies.

The updated BFSR methodology has benefited the BFSR of Banco de
Bogota.  Relatively strong financial fundamentals combined with
a well-established franchise have been the main drivers of the
BFSR upgrade.  

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the risk of a bank's deposit and debt obligations; however, such
support is often uncertain.  Moody's uses conservative support
assumptions and a limited number of support levels to ensure
that sufficient weight is given to a bank's intrinsic financial
strength in its bank deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.

The methodologies are being implemented country by country, with
results being announced on a weekly basis.  Results for those
banks with a parent bank located in another country where the
methodologies have not yet been implemented will be concluded at
the same time as the parent.

Moody's assesses support levels to banks in Colombia using its
high country support guideline.  This guideline takes into
consideration the historic evidence of support for local
currency deposits and the belief that a default on the deposits
of any major institution would be disruptive to the Colombian
financial system.

Headquartered in Santa Fe de Bogota, Colombia, Banco de Bogota
-- http://www.bancodebogota.com-- is a private national bank   
involved in all activities associated with a commercial banking
institution as regulated by Colombian law.  On a national level,
it also operates through subsidiaries: Corporacion Financiera
Colombiana S.A., an investment bank; Almacenes Generales de
Deposito "Almaviva S.A.", a products supply logistics company;
Sociedad Fiduciaria Bogota "Fidubogota S.A." and Fiduciaria del
Comercio "Fiducomercio S.A.", trust and portfolio investment
companies; Leasing Bogot  S.A., a leasing company; Valores
Bogot  S.A., a provider of brokerage services; and Fondos de
Pensiones y Cesantias Porvenir, a pensions and suspensions
administrator. The Bank operates 275 offices, five corporate
service centers and a banking attention center.  The company
also has affiliates in Panama, Nassau, Miami, and New York.


BANCOLOMBIA: Moody's Maintains D+ Bank Financial Strength Rating
----------------------------------------------------------------
Moody's Investors Service maintained its D+ bank financial
strength rating on Bancolombia, and kept it on review for
possible downgrade.

Moody's also placed Bancolombia's Baa1/ Prime-2 local currency
deposit rating on review for possible downgrade, while
maintaining the bank's foreign currency deposit Rating at
Ba3/Not-Prime.  The review is focused on the potential impact of
Bancolombia's proposed acquisition of Banco Agricola, S.A. of El
Salvador.

Moody's published the rating results for banks in Colombia as
part of the application of its refined joint default analysis
and updated BFSR methodologies.

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the risk of a bank's deposit and debt obligations; however, such
support is often uncertain.  Moody's uses conservative support
assumptions and a limited number of support levels to ensure
that sufficient weight is given to a bank's intrinsic financial
strength in its bank deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.

The methodologies are being implemented country by country, with
results being announced on a weekly basis.  Results for those
banks with a parent bank located in another country where the
methodologies have not yet been implemented will be concluded at
the same time as the parent.

Moody's assesses support levels to banks in Colombia using its
high country support guideline.  This guideline takes into
consideration the historic evidence of support for local
currency deposits and the belief that a default on the deposits
of any major institution would be disruptive to the Colombian
financial system.

Bancolombia is Colombia's largest full-service financial
institution, formed by a merger of three leading Colombian
financial institutions.  Bancolombia's market capitalization is
over US$5.5 billion, with US$13.8 billion asset base and US$1.4
billion in shareholders' equity as of Sept. 30, 2006.  
Bancolombia is the only Colombian company with an ADR level III
program in the New York Stock Exchange.


CENTRAL PARKING: High Leverage Cues S&P to Cut Rating to B
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Nashville, Tennessee-based Central Parking Corp. to
'B' from 'B+', and removed the ratings from CreditWatch with
negative implications.  Standard & Poor's also assigned its bank
loan and recovery ratings to CPC's proposed first- and second-
lien credit facilities.

The company's US$355 million first-lien credit facility was
rated 'B', with a recovery rating of '3', indicating first-lien
lenders could expect meaningful (50%-80%) recovery of principal
in the event of a payment default or bankruptcy.  The US$50
million second-lien facility was rated 'CCC+', with a recovery
rating of '5', indicating our expectation that second-lien
lenders can expect negligible (0%-25%) recovery of principal in
the event of a payment default.  

The ratings are based on preliminary terms and are subject to
review upon final documentation.  The rating on the company's
existing US$300 million senior secured credit facility was also
lowered to 'B+' from 'BB-', and the rating on Central Parking
Finance Trust's convertible trust issued preferred securities
was lowered to 'CCC' from 'CCC+'.  Both ratings will be
withdrawn upon the completion of the transaction.  The outlook
is negative.
     
"The downgrade reflects CPC's substantially more aggressive
financial policy and more highly leveraged capital structure
following KCPC Holdings Inc. completing its acquisition of CPC,"
said Standard & Poor's credit analyst Mark Salierno.  On
Feb. 20, 2007, KCPC entered into a definitive agreement to
acquire CPC for US$22.53 per share, or a total purchase price of
US$883.2 million, inclusive of fees and expenses.  Proceeds from
the new credit facilities will be used to finance a substantial
portion of the transaction.
     
CPC is a private owner, operator, and manager of surface lots
and multilevel garages.  Despite its somewhat narrow business
focus, it is the largest private provider of parking services,
with more than 2,800 parking facilities, representing more than
one million spaces.

Central Parking Corp., headquartered in Nashville, Tennessee, is  
a leading provider of parking and transportation-related  
services.  As of Dec. 31, 2006, the Company operated more than  
3,100 parking facilities containing around 1.5 million spaces at  
locations in 37 states, the District of Columbia, Canada, Puerto  
Rico, Chile, Colombia, Peru, the United Kingdom, the Republic of  
Ireland, Spain, Greece, Italy and Switzerland.  Revenues for the  
12-month period ending Dec. 31, 2006, were about US$1.1 billion.


CENTRAL PARKING: Moody's Reviews Ba3 Corp. Rating for Likely Cut
----------------------------------------------------------------
Moody's Investors Service has kept these ratings on Central
Parking Corporation remain on review for downgrade:

          -- Ba3 corporate family rating,

          -- B2 (LGD 6, 93%) rating on US$78 million 5.25%
             convertible trust issued preferred securities
             (issued by the Central Parking Finance Trust),
             and

          -- Ba3 probability of default rating.

Moody's also affirmed these ratings on CPC:

          -- Baa3 (LGD 2, 15%) rating on US$225-million senior
             secured revolving credit facility due 2008, and

          -- Baa3 (LGD 2, 15%) rating on US$74-million senior
             secured term loan facility due 2010.

Moody's also assigned provisional ratings to KCPC Acquisition,
Inc. in connection with the pending leveraged buyout of CPC.  
Moody's assigned:

          -- a provisional (P)B2 Corporate Family Rating,

          -- a (P)Ba2 rating to the proposed US$355 million
             first lien credit facility, and

          -- a P(B2) rating to the proposed US$50 million second
             lien term loan facility.

The US$355 million first lien credit facility consists of:

          (i) US$225 million term loan facility;
         (ii) US$75 million revolving credit facility and;
        (iii) US$55 million synthetic letter of credit facility.

The provisional ratings will be converted to definitive ratings
upon the closing of the transaction.  The rating outlook for
KCPC is stable.

On Feb. 22, 2007, Moody's placed the Ba3 Corporate Family
Rating, Ba3 Probability of Default Rating and B2 rating on the
convertible trust issued preferred securities of CPC on review
for possible downgrade following the company's announcement that
it entered into a definitive agreement to be acquired by a
consortium of private investment funds.  Pursuant to the merger
agreement, KCPC, a newly formed holding company owned by
affiliates of Kohlberg & Co. LLC, Lubert-Adler Partners, LP and
Chrysalis Capital Partners, Inc., will merge with and into CPC.  
Under the terms of the merger agreement, CPC's common equity
shareholders will receive US$22.53 per share in cash or about
US$745 million.  The merger is subject to the approval of CPC's
shareholders and customary closing conditions.  The company's
chairperson, his family and related entities, who collectively
own 47% of the common stock of CPC, have entered into voting
agreements to vote in favor of the merger agreement unless the
merger agreement is terminated or materially amended.

CPC may terminate the merger agreement under certain
circumstances, including if its board of directors determines in
good faith that it has received a superior proposal, and
otherwise complies with certain terms of the merger agreement.  
In connection with such termination, the company must pay a fee
of US$22.4 million to the equity sponsors.  If the merger
agreement is terminated because the equity sponsors fail to
obtain sufficient financing, then a US$30 million payment will
be due to the company.

The merger agreement provides that at the effective time of the
merger, each outstanding share of the Trust Issued Preferred
Securities issued by Central Parking Finance Trust, a statutory
business trust and wholly-owned subsidiary of CPC, shall remain
outstanding and shall thereafter be convertible at the election
of the holder of the TIPS into an amount equal to the product of
the common stock merger consideration times the number of shares
of company common stock into which the TIPS could have been
converted at the effective time.  If substantially all of the
TIPS elect to convert and receive cash consideration in
connection with the buyout, then Moody's will withdraw the
ratings on the TIPS.  If a material amount of TIPS remain
outstanding after the buyout, then Moody's expects to lower the
TIPS rating to Caa1.  Upon closing of the transaction, Moody's
expects to lower the Corporate Family Rating and Probability of
Default Rating of CPC to B2 and then withdraw such ratings.

Moody's affirmed the Baa3 rating on the existing US$299 million
senior secured credit facility of CPC since the merger agreement
provides that the credit facility will be repaid in connection
with the closing of the buyout.  Moody's expects to withdraw the
rating on the secured credit facility of CPC upon closing of the
transaction.

In connection with the merger, CPC expects to form one or more
special purpose entities (Propco) and contribute to Propco the
majority of its owned parking facilities and improvements.  
Propco will issue approximately US$417.8 million in aggregate
principal amount of first mortgage and mezzanine financing (not
rated by Moody's).  Propco will not be a guarantor under the new
secured credit facilities.  After the buyout, CPC and its
guarantor subsidiaries (Opco) will derive revenues from its
portfolio of leased and managed parking facilities, a limited
number of owned properties, and a management agreement with
Propco.

The proceeds from the real estate financing, US$275 million of
first and second lien term loans, a US$210 million cash equity
contribution, and existing cash and revolver borrowings will be
used to fund the equity component of the buyout, retire existing
debt and pay related fees and expenses.

The (P)B2 Corporate Family Rating reflects a more than four-fold
increase in consolidated debt levels (excluding Moody's standard
adjustments) as a result of the buyout.  On an Opco only basis,
debt levels will increase from about US$170 million (including
the full amount of the TIPS) to about US$284 million, with the
majority of the company's owned parking facilities transferred
to Propco.

Although constrained by modestly weak credit metrics for the B2
rating category and an uneven track record of financial
performance, the ratings are supported by a leading market
position, improving profitability over the last year and the
expectation for growing demand for outsourced parking services.

Moody's assigned these ratings to KCPC:

          -- US$75-million six-year first lien revolving credit
             facility, (P)Ba2 (LGD 2, 19%);

          -- US$225-million seven-year first lien term loan
             facility, (P)Ba2 (LGD 2, 19%);

          -- US$55-million seven-year first lien synthetic
             letter of credit facility, (P)Ba2 (LGD 2, 19%);

          -- US$50-million 7.5-year second lien term loan
             facility, (P)B2 (LGD 4, 51%);

          -- (P)B2 corporate family rating; and

          -- B2 probability of default rating.

Central Parking Corp., headquartered in Nashville, Tennessee, is
a leading provider of parking and transportation-related
services.  As of Dec. 31, 2006, the Company operated more than
3,100 parking facilities containing around 1.5 million spaces at
locations in 37 states, the District of Columbia, Canada, Puerto
Rico, Chile, Colombia, Peru, the United Kingdom, the Republic of
Ireland, Spain, Greece, Italy and Switzerland.  Revenues for the
12-month period ending Dec. 31, 2006, were about US$1.1 billion.


TOWER RECORDS: Assumes & Assigns IP Contracts to Caiman Holdings
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware gave MTS
Inc. dba Tower Records and its debtor-affiliates authority to
assume certain of their executory contracts and assign them to
Caiman Holdings, Inc.

Pursuant to a purchase agreement in which Caiman Holdings
purchased the Debtors' intellectual property assets, the Debtors
have agreed to assume certain intellectual property executory
contracts identified by Caiman, a list of which can be accessed
for free at http://researcharchives.com/t/s?1e09

The contract list constitutes a universe of contracts from which
Caiman will select.  Caiman may not choose, at the present time,
to have the Debtor assume and assign all of the contracts
listed.

Based in West Sacramento, California, MTS Inc., dba Tower
Records -- http://www.towerrecords.com/-- is a retailer of  
music in the U.S., with nearly 100 company-owned music, book,
and video stores.  The company and its affiliates previously
filed for chapter 11 protection on Feb. 9, 2004 (Bankr. D. Del.
Lead Case No. 04-10394).  The Court confirmed the Debtors' plan
on March 15, 2004.

The company and seven of its affiliates filed their second
voluntary chapter 11 petition on Aug. 20, 2006 (Bankr. D. Del.
Case Nos. 06-10886 through 06-10893).  Richards, Layton &
Finger, P.A. and O'Melveny & Myers LLP represent the Debtors.  
The Official Committee of Unsecured Creditors is represented by
McGuirewoods LLP and Cozen O'Connor.  When the Debtors filed for
protection from their creditors, they estimated assets and debts
of more than US$100 million.  The company has stores in the
United Kingdom, the Philippines and Colombia.




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


FOUR SEASONS: Court Approves Privatization Plan of Arrangement
--------------------------------------------------------------
Four Seasons Hotels Inc. disclosed that the Ontario Superior
Court of Justice has issued a final order approving the plan of
arrangement pursuant to Four Seasons be taken private by
affiliates of Cascade Investment L.L.C., Kingdom Hotels
International, and Isadore Sharp.

Under the terms of the transaction, which remains subject to the
satisfaction or waiver of conditions specified in the
acquisition agreement, including Ministerial approval under the
Investment Canada Act, holders of Limited Voting Shares will
receive US$82 cash per share.

As reported in the Troubled Company Reporter on Nov. 21, 2006,
the company received an offer to take Four Seasons private at
US$82 per share, or an enterprise value of US$3.7 billion.   The
proposed capital structure included US$750 million in debt
financing and the contribution of new equity into the company,
net of the company's existing cash balances.

The offer to purchase Four Seasons was received from CEO Isador
Sharp and Triples Holdings Limited, the controlling shareholder
in Four Seasons, together with Kingdom Hotels International,
which is owned by Prince Alwaleed Bin Talal Bin Abdulaziz
Alsaud, and Cascade Invesment LLC, which is owned by Bill Gates.   
Four Seasons' board has established a committee of directors to
consider the proposed transaction.
    
The company anticipated that the transaction would be completed
early in the second quarter of 2007.

               About Four Seasons Hotel Inc.

Headquartered in Ontario, Canada, Four Seasons Hotel Inc. (TSX
Symbol "FSH"; NYSE Symbol "FS") -- http://www.fourseasons.com/
-- has followed a targeted course of expansion, opening hotels
in major city centers and desirable resort destinations around
the world.  Founded in 1960, the company currently has 74 hotels
in Thailand, the United Kingdom, and Costa Rica and 28 other
countries, and more than 25 properties under development, Four
Seasons will continue the hospitality industry with innovative
enhancements, making business travel easier and leisure travel
more rewarding.




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


BANCO DEL PICHINCHA: Banco Centro Acquisition Talks Advances
------------------------------------------------------------
Banco del Pichincha Chief Executive Officer Fernando Pozo told
Business News Americas that the bank is in "advanced talks" to
buy Banco Centro Mundo.

Mr. Pozo admitted to BNamericas, "There are still some pending
issues in the process of negotiation to consider it a done
deal."

According to BNamericas Mr. Pozo said that an official
announcement could be made later this week.

BNamericas relates that Banco Centro, which is controlled by
Chile's Grupo Altas Cumbres, had a loan book of US$106 million
in March 2007 and controlled 1.5% of total loans held by the
Ecuador's 25 banks.  

Meanwhile, Banco del Pichincha had US$1.92 billion in loans in
March 2007, equivalent to 27% of the loan market, BNamericas
states.

Banco del Pichincha is Ecuador''s largest private bank.  At the
end of the first half (2006), Banco del Pichincha ranked first
in the local financial system with an asset market share of 24%.
The bank's parent is financial group Grupo Financiero Banco del
Pichincha, Ecuador's largest financial group, with assets of
US$3.71 billion at June end.  Banco del Pichincha was founded in
1906 and has 227 branches in about 80 cities and 416 ATMs.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 16, 2007, Fitch Ratings affirmed Banco del Pichincha's
long-term and short-term Issuer Default Ratings as:

   -- Foreign currency long-term IDR at 'B-';
   -- Foreign currency short-term rating at 'B'; and
   -- Support rating at '5'.

Fitch said the rating outlook is negative.




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


BANCO G&T: Negotiating with HSBC for Firm's Possible Sale
---------------------------------------------------------
A source told Business News Americas that London-based banking
group HSBC is negotiating to buy Guatemala's Banco G&T
Continental.

According to BNamericas, HSBC has a presence in all Central
American nations except Guatemala, which is the Central
America's largest economy.  HSBC gained a presence in El
Salvador, Costa Rica, Honduras, Nicaragua and Colombia in 2006
and built up its presence in Panama when it acquired Grupo
Banistmo for US$1.77 billion in cash.  Panama's HSBC Bank
requested early this year permission from local banking
regulator to absorb Banistmo.

Banco G&T had GTQ17.7 billion in assets as of February 2007.  It
controlled 17% of total unconsolidated assets held by
Guatemala's 23 onshore banks, BNamericas states.  

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
Nov. 13, 2006, Standard & Poor's Ratings Services assigned its
'BB-/B' counterparty credit and CD ratings to Banco G&T
Continental SA.  S&P said the outlook is stable.  At the same
time, Standard & Poor's assigned its 'BBB-' survivability
assessment to G&T Continental.


BRITISH AIRWAYS: Delisting American Depositary Shares from NYSE
---------------------------------------------------------------1
The board of directors of British Airways plc has approved the
delisting of BA's American Depositary Shares, each representing
the right to receive ten ordinary shares of the company, from
the New York Stock Exchange and the deregistration of the
company and termination of its reporting obligations under the
Securities Exchange Act of 1934.

The company has provided written notice to the NYSE of its
intent to delist.  The company intends to file a Form 25 with
the U.S. Securities and Exchange Commission on or about May 8 to
effect the delisting.  By operation of law, the delisting will
be effective ten days after this filing (unless the Form 25 is
earlier withdrawn by the company).  The company reserves the
right to delay the filing of the Form 25 or withdraw the Form 25
for any reason prior to its effectiveness.

The company intends to file a Form 15F with the SEC to
deregister and terminate its reporting obligations under the
Exchange Act as soon as practicable following June 4 the date
when the revised SEC rules on deregistration become effective.  
By operation of law, the deregistration will be effective 90
days after the filing, unless the Form 15F is earlier withdrawn
by the company.  The company reserves the right to delay the
filing of the Form 15F or withdraw the Form 15F for any reason
prior to its effectiveness.

The company intends to maintain its American Depositary Receipt
facility with Citibank as a Level I program.  This means that
the company's ADSs will be traded on the over-the-counter
market.  Accordingly, the company has not arranged for the
listing of its ADSs or ordinary shares on another national
securities exchange or for the quotation of its ADSs or ordinary
shares in a quotation medium in the United States.  The
company's ordinary shares will continue to trade on the London
Stock Exchange.

"British Airways will continue to comply with the Combined Code
on Corporate Governance and the UKLA Listing Rules," British
Airways Chief Financial Officer Keith Williams said.  " As only
three percent of our shares are held in the ADS program and the
average trading volume for the year ended March 31, 2007 was
less than five percent, it no longer makes sense from a cost and
administrative perspective to submit to the reporting
obligations under the Exchange Act.  This decision is entirely
consistent with our strategy of simplification as it reduces
cost and complexity without in any way detracting from the
integrity of our governance and control processes."

The company expects to continue to publish its Annual Report and
Accounts and other documents and communications in accordance
with Exchange Act Rule 12g3-2 on its Investor Relations website
htt://www.bashares.com/

The board has decided to delist from the NYSE and deregister
under the Exchange Act in accordance with the new SEC rules to
reduce both the costs and complexity of complying with two sets
of regulations that are substantively quite similar.  This is in
line with the company's strategy of simplification which it has
been pursuing since the Future Size and Shape program was
disclosed in 2002 and should reduce its costs by around GBP10
million annually (including GBP5 million paid to external
parties).

                   About British Airways

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

                        *     *     *

In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the existing non-financial speculative-grade
corporate issuers in Europe, Middle East and Africa, the rating
agency confirmed its Ba1 Corporate Family Rating for British
Airways Plc.  

Moody's also assigned a Ba1 Probability-of-Default Rating to the
company.

* Issuer: British Airways, Plc

                                                      Projected
                           Old Debt New Debt LGD      Loss-Given
   Debt Issue              Rating   Rating   Rating   Default
   ----------              -------  -------  ------   ----------
   GBP100-million 10.875%
   Sr. Unsec. Regular
   Bond/Debenture
   Due 2008                Ba2      Ba2      LGD5     84%

   GBP250-million 7.25%
   Sr. Unsec. Regular
   Bond/Debenture
   Due 2016                Ba2      Ba2      LGD5     84%

* Issuer : British Airways Finance (Jersey) L.P.

  EUR300-million
  Preferred Stock          B1       Ba3      LGD6     97%

As reported in the TCR-Europe on March 27, Standard & Poor's
Ratings Services said that its 'BB+' long-term corporate credit
rating on British Airways PLC remains on CreditWatch, with
positive implications, following a vote on March 22 by EU
ministers approving a proposed "open skies" aviation treaty with
the U.S.


BRITISH AIRWAYS: Hikes Longhaul Fuel Surcharge to GBP33
-------------------------------------------------------
British Airways plc is to increase its longhaul fuel surcharge
with effect from May 2, as a result of recent trends in the
price of oil.

The fuel surcharge on longhaul flights of less than nine hours
will rise from GBP30 per sector (GBP60 return) to GBP33 (GBP66
return) and from GBP35 per sector to GBP38 (GBP76 return) on
flights longer than nine hours.

The shorthaul fuel surcharge remains unchanged at GBP8 per
sector (GBP16 return).

"The latest increase in the longhaul fuel surcharge is
regrettable. Robert Boyle, British Airways' commercial director,
said.  "The cost of fuel has risen significantly in recent
weeks.  Unfortunately, we have little choice but to pass on some
of this extra cost to our customers.

"Fuel continues to be our second largest cost and we expect our
fuel bill for the year 2007/2008 to be more than GBP2 billion,"
Mr. Boyle continued.

"The price of oil continues to be extremely volatile.  
Therefore, we believe the fuel surcharge continues to be the
most transparent way for our customers to understand what they
are paying and allows us to adjust the direct cost to our
customers appropriately, whether that is increasing or reducing
the fuel surcharge as we did on some of our longhaul flights in
January," Mr. Boyle added.

British Airways will also increase its fuel surcharges by
similar levels in markets outside the U.K.

                    About British Airways

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

                        *     *     *

In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the existing non-financial speculative-grade
corporate issuers in Europe, Middle East and Africa, the rating
agency confirmed its Ba1 Corporate Family Rating for British
Airways Plc.

Moody's also assigned a Ba1 Probability-of-Default Rating to the
company.

* Issuer: British Airways, Plc

                                                      Projected
                           Old Debt New Debt LGD      Loss-Given
   Debt Issue              Rating   Rating   Rating   Default
   ----------              -------  -------  ------   ----------
   GBP100-million 10.875%
   Sr. Unsec. Regular
   Bond/Debenture
   Due 2008                Ba2      Ba2      LGD5     84%

   GBP250-million 7.25%
   Sr. Unsec. Regular
   Bond/Debenture
   Due 2016                Ba2      Ba2      LGD5     84%

* Issuer : British Airways Finance (Jersey) L.P.

  EUR300-million
  Preferred Stock          B1       Ba3      LGD6     97%

As reported in the TCR-Europe on March 27, Standard & Poor's
Ratings Services said that its 'BB+' long-term corporate credit
rating on British Airways PLC remains on CreditWatch, with
positive implications, following a vote on March 22 by EU
ministers approving a proposed "open skies" aviation treaty with
the U.S.




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


* HONDURAS: IMF Agrees to Fiscal Policy Strengthening
-----------------------------------------------------
The International Monetary Fund's mission has agreed with
Honduran officials on the need to strengthen fiscal policy to
guarantee adequate room in the budget for priority social and
infrastructure projects, while keeping the public debt
sustainable.

Mario Garza -- the International Monetary Fund (IMF) resident
representative in Tegucigalpa, Honduras -- said in a statement
on April 26, 2007, "At the request of the authorities, an IMF
mission visited Honduras on April 24, 2007, to review recent
economic developments and discuss broad outlines of a medium-
term policy strategy being developed by the authorities.  The
mission agreed with the authorities that such a strategy should
prioritize sustainable strong growth and poverty alleviation,
and seek a broad national consensus to ensure the success of the
emerging policy agenda.  

"Against a background of solid macroeconomic indicators in 2006
and early 2007, improved debt profile, and favorable external
conditions, the mission sensed that the time was right to
strengthen the policy framework and further improve investment
and job creation prospects.  The mission also agreed with the
authorities on the need to strengthen fiscal policy to ensure
adequate room in the budget for priority social and
infrastructure projects, while keeping the public debt
sustainable.  The mission expressed its readiness to assist the
authorities in finalizing its medium-term policy strategy, and
wishes to thank the authorities for a continued policy dialogue
with Honduras," Mr. Garza concluded.

                        *     *     *

Moody's Investor Service assigned these ratings on Honduras:

                     Rating     Rating Date

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




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


NATIONAL COMMERCIAL: Fitch Affirms Low B Currency Ratings  
---------------------------------------------------------
Fitch Ratings has affirmed these ratings on Jamaica-based
National Commercial Bank Jamaica Limited:

          -- long-term foreign and local currency Issuer Default
             Ratings (IDR) at 'B+';

          -- short-term foreign and local currency rating at
             'B';

          -- individual at 'D';

          -- support at 4.

The Rating Outlook on the bank's ratings is Stable, in line with
Fitch's view of the sovereign's creditworthiness.  

Future rating movements will be highly contingent upon a change
in this view, given the bank's sizeable sovereign exposure and
the low level of current ratings.  Improvements in the
individual rating will be contingent upon further
diversification of the bank's balance sheet while sustaining
current profitability, asset quality and capital levels.  NCBJ
ratings reflect its strong domestic franchise, adequate
profitability, good asset quality and capital levels.  NCBJ's
high exposure to the sovereign and lack of revenue
diversification, as well as the negative effects of a volatile
operating environment, limit the bank's ratings.

For a number of years, and limited by the relatively small size
of the private sector in Jamaica, hefty regulatory liquidity
requirements and the relatively high yield of government debt,
NCBJ's balance sheet has been highly exposed to the sovereign.  
At the end of September 2006, total government exposure
represented 72% of total assets (6.0 times [x] equity), which
remains a concern for Fitch, given Jamaica's local and foreign
currency ratings (rated 'B+' by Fitch).  Despite the successful
strategy to expand into the untapped retail market, the loan
portfolio remains a small portion of total assets (19% at end-
September 2006) and shows significant concentrations per
customer, given the still high preponderance of large corporate
and government loans.  Nevertheless, the current good
performance of public-sector loans and low past-due levels in
personal loans have sustained the bank's adequate asset quality
ratios, as at the end of September 2006 the ratio of non-
performing loans to total loans decreased to 3.7% (2005: 4.3%),
also benefited by a larger loan portfolio. Loan loss reserves
remain ample at 5.3% of total loans.

Lower interest rates and lower yields in the sizable investment
portfolio have reduced the bank's net interest margin, but were
mitigated by stringent controls in operating expenses and, to a
lesser extent, lower tax pressure.  The improvement in the
pretax profit-to-average assets ratio to 3.4% (Average 2003-
2005: 2.8%), a lower dependence in government securities yield
and the positive effects in income revenue derived from the bank
expansion into the retail market would be key to sustaining and
enhancing NCBJ's profitability ratios going forward.  Capital
ratios look adequate given the bank risk profile, sustained by
adequate profitability ratios and prudent cash dividends.  At
the end of September 2006, the equity-to-total assets ratio
stood at 11.0%, while the total regulatory capital ratio of
17.3% (bank only) is benefited by the high proportion of assets
invested in government securities, a condition that could change
moderately going forward as the expansion into the retail market
takes place in the medium term.  Positively, the bank shows a
low concentration of its balance sheet in fixed assets (17% of
total equity), while its equity is almost entirely Tier 1
capital.

NCBJ is the largest bank in the system in terms of assets (37%)
and stands as the second-largest player with market shares of
loans and deposits of 29% and 36%, respectively, at the end of
September 2006.  During the last banking crisis of 1997, NCBJ
was intervened by the government.  In 2002 a majority stake in
the bank was sold to Advantage Investment Corporation (AIC), one
of Canada's largest privately held mutual fund management
companies.


NATIONAL WATER: Needs Funds to Carry Out Capital Projects
---------------------------------------------------------
Andrew Gallimore, West Rural St. Andrew Member of Parliament,
told Radio Jamaica that the National Water Commission should be
provided with funds needed to carry out the capital projects for
the improvement of water supplied to the residents.

Several communities in the constituency continue to suffer with
limited, or no supply, of piped water despite the presence of
"adequate sources," Radio Jamaica relates, citing Mr. Gallimore,
who urged the Jamaican government to improve the supply of water
to communities.

Mr. Gallimore suggested that the National Water to use water
sources in the Bog Walk area of St. Catherine, Radio Jamaica
reports.

                        *     *     *

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
===========


BEST MANUFACTURING: Court Okays Norris as Committee's Co-Counsel
----------------------------------------------------------------
The Honorable Donald H. Steckroth of the U.S. Bankruptcy Court
for District of New Jersey gave the Official Committee of
Unsecured Creditors in Best Manufacturing Group LLC and its
debtor-affiliates' bankruptcy cases permission to retain Norris
McLaughlin & Marcus P.A., as its co-counsel.

The Committee tells the Court that it requires continued
representation of its interest in the Debtors' Chapter 11
proceedings.

The firm is expected to:

     a. appear, research, prepare and draft pleadings and other
        legal document;

     b. prepare hearing-related work; and

     c. negotiate and advice with respect to the Debtors'
        Chapter 11 proceeding.

Morris S. Bauer, Esq., will bill $415 per hour for this
engagement.  The firm's other professional's compensation rates
are:

     Designation                   Hourly Rate
     -----------                   -----------
     Members                      US$251-US$515
     Associates                   US$175-US$285
     Paralegals                   US$125-US$150
      
Mr. Bauer assures the Court that the firm does not hold any
interest adverse to the Debtors' estate and is a "disinterested
person" as defined in Section 101(14) of the Bankruptcy Code.

Mr. Bauer can be reached at:

     Morris S. Bauer, Esq.
     Norris, McLaughlin & Marcus P.A.
     721 Route 202-206
     Bridgewater, NJ 08807
     Tel: (908) 722-0700
     Fax: (908) 722-0755
     http://www.nmmlaw.com/

Headquartered in Jersey City, New Jersey, Best Manufacturing
Group LLC -- http://www.bestmfg.com/-- and its subsidiaries   
manufacture and distribute textiles, career apparel and other
products for the hospitality, healthcare and textile rental
industries with satellite operations located across the United
States, Canada, Mexico and Asia.  The Company and four of its
subsidiaries filed for chapter 11 protection on Aug. 9, 2006
(Bankr. D. N.J. Case No. 06-17415).  Michael D. Sirota, Esq.,
at Cole, Schotz, Meisel, Forman & Leonard, P.A., represents the
Debtors.  Scott L. Hazan, Esq., at Otterbourg, Steindler,
Houston & Rosen, and Brian L. Baker, Esq., and Stephen B. Ravin,
Esq., at Ravin Greenberg PC, represent the Official Committee of
Unsecured Creditors.  When the Debtors filed for protection from
their creditors, they estimated assets and debts of more than
US$100 million.


FEDERAL-MOGUL: Inks Stipulation with Watershed to Allow Claims
--------------------------------------------------------------
Watershed Holdings FM, LLC, acts as transferee of four claims
filed by these claimants for goods sold to the Debtors:

   Claimant                         Claim No.  Claim Amount
   --------                         ---------  ------------
   First American Plastic Molding      2284      US$152,695
   Osco Industries, Inc.               2813          16,805
   Fasa Friction Laboratories, Inc.    3524         236,811
   Research & Mfg. Corp. of America    3637         140,316

After conducting their due diligence on the underlying basis of
the Claims, Federal-Mogul Corporation and its debtor-affiliates
acknowledged that Watershed is entitled to general unsecured
claims in these amounts:

   -- US$152,622 on account of goods sold to Debtor Federal-
      Mogul Ignition Company by First American;

   -- US$14,404 on account of goods sold to Debtor Federal-Mogul
      Products, Inc., by Osco;

   -- US$219,279 on account of goods sold to FMP by Fasa; and

   -- US$140,047 on account of goods sold to FMP by RMCA.

In a stipulation, the Debtors and Watershed agree to allow the
Claims as general unsecured non-priority claims in the aggregate
amount of US$526,353.  The Allowed Claim Amounts will constitute
full and final payment of the Claims.

                      About Federal-Mogul

Headquartered in Southfield, Michigan, Federal-Mogul Corporation
-- http://www.federal-mogul.com/-- is an automotive parts  
company with worldwide revenue of some $6 billion.  The Company
filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del.
Case No. 01-10582).  Lawrence J. Nyhan Esq., James F. Conlan
Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown & Wood,
and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl, Young,
Jones & Weintraub, P.C., represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection
from their creditors, they listed US$10.15 billion in assets and
US$8.86 billion in liabilities.  Federal-Mogul Corp.'s U.K.
affiliate, Turner & Newall, is based at Dudley Hill, Bradford.
Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and
Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M.
Sutty, Esq., at The Bayard Firm represent the Official Committee
of Unsecured Creditors.

On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan.  
They submitted a Disclosure Statement explaining that plan on
April 21, 2003.  They submitted several amendments and on
June 6, 2004, the Bankruptcy Court approved the Third Amended
Disclosure Statement for their Third Amended Plan.  On
July 28, 2004, the District Court approved the Disclosure
Statement.  The estimation hearing began on June 14, 2005.  They
then submitted a Fourth Amended Plan and Disclosure Statement on
Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure
Statement on Feb. 6, 2007.  The confirmation hearing is set for
May 8, 2007.  (Federal-Mogul Bankruptcy News, Issue No. 131;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


FEDERAL-MOGUL: Wants to Amend US$775 Million DIP Financing
----------------------------------------------------------
Federal-Mogul Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware for permission to
enter into an amended DIP financing commitment letter and fee
letter with Citicorp USA, Inc., and JPMorgan Chase Bank, N.A.

As previously reported, the Debtors sought the Court's authority
to enter into a separate commitment letter under which,
Citigroup, JPMorgan, and a syndicate of lenders will provide the
Debtors with necessary financing upon the consummation of the
Debtors' Chapter 11 plan.

Under the proposed Exit Financing Commitment Letter, the
Proposed Exit Lenders committed to provide the Debtors with an
amended DIP financing facility if the Debtors' exit financing
does not close by July 1, 2007, the maturity date of the
Debtors' Existing Credit and Guaranty Agreement with JPMorgan,
as administrative agent, and a group of lenders.

In light of the impending maturity of the Existing DIP
Agreement, the Debtors' need for postpetition financing to fund
their ongoing business operations, and in connection with their
Exit Commitment, the Debtors, Citigroup and JPMorgan engaged in
discussions regarding the extension of the Debtors' current
postpetition financing arrangements.

After extensive negotiations, the Debtors, Citigroup and
JPMorgan entered into a Commitment Letter for an amended DIP
Agreement, James E. O'Neill, Esq., at Pachulski Stang Ziehl
Young Jones & Weintraub LLP, in Wilmington, Delaware, informs
the Court.

The Amended DIP Agreement extends the term of the Existing DIP
Agreement through the earlier of:

   (a) Dec. 31, 2007; or

   (b) the date of substantial consummation of a Court-approved
       plan of reorganization.

In addition, the Amended DIP Agreement refinances approximately
US$330,000,000 in loans and deems the re-issuance of
approximately US$10,400,000 in letters of credit at more
favorable rates of interest than the current interest rates.

In particular, Citigroup and JPMorgan will provide the Debtors
with a:

   (a) US$500,000,000 committed superpriority senior secured
       revolving credit facility, with a letter of credit
       sublimit in at least the U.S. dollar equivalent of
       US$110,000,000; and

   (b) US$275,000,000 committed, plus up to US$330,000,000
       incremental, superpriority senior secured term loan
       facility.

The Amended DIP Agreement also grants the Proposed DIP Lenders
pari passu liens and superpriority claims in respect of the
Debtors' obligations under postpetition ordinary course hedging
transactions in an aggregate notional amount of up to
US$150,000,000.  Moreover, the Agreement will fund additional
liens of up to US$35,000,000 for certain contemplated hedging
transactions.

According to Mr. O'Neill, the Amended DIP Agreement may also
contain other discrete modifications to the Existing DIP
Agreement that will enable the Debtors to use their financing
more effectively and in a manner that more accurately tracks the
Debtors' present strategic business plan.  Substantially all of
the material terms of the Debtors' postpetition financing,
however, will remain unchanged, Mr. O'Neill says.

A full-text copy of the Amended DIP Facility Commitment Letter
is available for free at http://ResearchArchives.com/t/s?1dff  

The Amended DIP Agreement has not been finalized, Mr. O'Neill
relates.  The Debtors will furnish the Court a copy of the
Amended DIP Agreement before the Court hears their request.

An extension of the Maturity Date of the Existing DIP Agreement
will afford the Debtors sufficient time to secure confirmation
of their Fourth Amended Joint Plan of Reorganization and will
permit them to emerge from bankruptcy without requiring another
extension of their DIP financing, Mr. O'Neill notes.

                         Fee Letter

In return for Citigroup's and JPMorgan's DIP financing
commitments, the Debtors have agreed to pay certain arrangement
and other fees set forth in a fee letter dated April 16, 2007.

The Debtors believe that the fees provided for in the Fee Letter
are at normal and customary levels for comparable postpetition
financing facilities, and that the payment of those fees is
reasonable and appropriate.

Mr. O'Neill asserts that the Fee Letter contains sensitive
information that is highly confidential to the Debtors' business
and proprietary to Citigroup and JPMorgan.

Thus, the Debtors further ask the Court to authorize them to
file the Fee Letter under seal.

The Debtors propose to serve unredacted copies of the Fee Letter
to the Court, the office of the U.S. Trustee, and the counsel
for the five co-Plan Proponents:

      * The Official Committee of Unsecured Creditors,
      * The Official Committee of Asbestos Claimants,
      * The Legal Representative for Future Claimants,
      * JPMorgan Chase Bank, N.A., and
      * The Official Committee of Equity Security Holders.

In addition to the amounts set forth in the Fee Letter, the
Commitment Letter requires the Debtors to pay various expenses
incurred by Citigroup and JPMorgan in connection with the
negotiation, documentation, approval and closing of the
transactions contemplated by the Commitment Letter, Mr. O'Neill
notes.

The Debtors also seek the Court's permission to enter into any
ancillary documents that may be necessary to effect the terms of
the Amended DIP Agreement, including, but not limited to, an
amended security and pledge agreement, if necessary, with
respect to the collateral to secure the obligations under the
Amended DIP Agreement.

The Amended DIP Agreement will offer the Debtors an interest
rate on the refinanced Tranche C Loans that may be approximately
1.75% better than the interest rate the Debtors currently pay
with respect to the Tranche C Loans, Mr. O'Neill states.  "This
would result in a savings to the Debtors' estates of hundreds of
thousands of dollars per month," Mr. O'Neill points out.

Furthermore, since the Tranche C Loans previously enjoyed
postpetition claim status and were junior in lien and claim
priority only to the obligations under the Existing DIP
Facility, Mr. O'Neill assures the Court that repaying the Loans
with the DIP proceeds will not harm creditors.

"It is both more efficient and cost-effective for the Debtors to
enter into the Amended DIP Agreement rather than negotiating and
entering into a new financing facility from scratch with a new
agent and group of lenders," Mr. O'Neill avers.

                     About Federal-Mogul

Headquartered in Southfield, Michigan, Federal-Mogul Corporation
-- http://www.federal-mogul.com/-- is an automotive parts  
company with worldwide revenue of some $6 billion.  The Company
filed for chapter 11 protection on Oct. 1, 2001 (Bankr. Del.
Case No. 01-10582).  Lawrence J. Nyhan Esq., James F. Conlan
Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown & Wood,
and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl, Young,
Jones & Weintraub, P.C., represent the Debtors in their
restructuring efforts.  When the Debtors filed for protection
from their creditors, they listed $10.15 billion in assets and
US$8.86 billion in liabilities.  Federal-Mogul Corp.'s U.K.
affiliate, Turner & Newall, is based at Dudley Hill, Bradford.
Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and
Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M.
Sutty, Esq., at The Bayard Firm represent the Official Committee
of Unsecured Creditors.

On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan.
They submitted a Disclosure Statement explaining that plan on
April 21, 2003.  They submitted several amendments and on
June 6, 2004, the Bankruptcy Court approved the Third Amended
Disclosure Statement for their Third Amended Plan.  On
July 28, 2004, the District Court approved the Disclosure
Statement.  The estimation hearing began on June 14, 2005.  They
then submitted a Fourth Amended Plan and Disclosure Statement on
Nov. 21, 2006, and the Bankruptcy Court approved that Disclosure
Statement on Feb. 6, 2007.  The confirmation hearing is set for
June 8, 2007. (Federal-Mogul Bankruptcy News, Issue No. 134;
Bankruptcy Creditors' Service Inc.,  
http://bankrupt.com/newsstand/or 215/945-7000).


GRUPO IMSA: Ternium To Acquire Firm for US$1.7 Billion
------------------------------------------------------
Steel company Ternium SA told Newratings.com that it had reached
an agreement to acquire control of Mexican coated steel producer
Grupo Imsa SAB for a total of US$1.7 billion.

As reported in the Troubled Company Reporter-Latin America on
April 24, 2007, Grupo Imsa was negotiating with Ternium SA for
possible acquisition or formation of a strategic alliance.  The
negotiations include the possible acquisition of just parts of
Grupo Imsa's operations.  Grupo Imsa Co-Chairperson Marcelo
Canales said the company might 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 would likely wait
until the second half of 2007, when Mexico's economy and
earnings are expected to pick up.  The company wanted to boost
the percentage of shares traded publicly to as much as 25% from
9%.

Newratings.com relates that under terms of the accord, Ternium
or any of its subsidiaries will make a tender offer for all of
the issued and outstanding share capital of Grupo Imsa at
US$6.40 a share.  The majority shareholders in Grupo Imsa will
have their shares cashed in at the same price.

Ternium told Newratings.com that the deal will build up its
position in the North American steel segment.  The deal is
awaiting regulatory approvals.  It will be completed in the
third quarter.

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.  S&P said the
outlook is stable.


GRUPO MEXICO: Earns US$437.9 Million in First Quarter 2007
----------------------------------------------------------
Reuters reports that Grupo Mexico SA de C.V.'s net profit
increased 32.3% to US$437.9 million in the first quarter 2007,
compared to the first quarter 2006, due to higher metals prices
and improved production levels.

According to Reuters, Grupo Mexico's 2006 production declined
due to protests.  In the first quarter 2007, however, its
revenue increased 18.6% to US$1.575 billion.  Grupo Mexico also
said that its earnings before interest, taxes, depreciation and
amortization grew 24% to US$941.3 million.

Grupo Mexico told Reuters that metals prices recovered in
February and March after decreasing in January.  This is due to:

          -- strong demand from Asia and other markets,
          -- low world inventories,
          -- bottlenecks in the refining stage,
          -- lower ore grades, and
          -- high demand from investment funds.

According to Reuters, Grupo Mexico said that copper prices were
20% higher in the first quarter 2007, compared to the first
quarter 2006.

Reuters notes that copper output also increased 6.9% in the
first quarter 2007, from the same quarter in 2006.

The price of molybdenum, another of Grupo Mexico's main
products, rose 16% this year, compared to last year, Reuters
states.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 29, 2006, Fitch upgraded the local and foreign currency
Issuer Default Rating assigned to Grupo Mexico, S.A. de C. V. to
'BB+' from 'BB'.  Fitch said the rating outlook is stable.


RADIOSHACK CORP: Earns US$42.5 Million in Quarter Ended March 31
----------------------------------------------------------------
RadioShack Corporation reported net income of US$42.5 million
for the first quarter ended March 31, 2007, versus net income of
US$8.4 million for the same period ended March 31, 2006.  First
quarter net income was favorably impacted by a reduction in
selling, general and administrative expenses and an increase in
interest income when compared to the prior year period.

The results for the current quarter include a pre-tax charge of
approximately US$8.5 million for employee separation costs in
connection with a reduction in corporate support staff, while
the prior year period's results include a charge for impairment
of fixed assets which reduced the company's 2006 first quarter
pre-tax income by US$8.9 million.

RadioShack's cash balance increased by US$418 million at the end
of first quarter of 2007 to US$463 million from US$45 million at
the end of first quarter of 2006.  The increase in cash was
driven by improved working capital management and cash generated
from net income partially offset by cash used in share
repurchases of US$45.2 million under the company's share
repurchase program.  As of March 31, 2007, US$163 million
remained available for share repurchase under the repurchase
program.

First quarter 2007 comparable store sales were down 9.2% versus
the prior year.  Total sales decreased in the first quarter of
2007 to US$992 million, down 14.5%, from total sales of
US$1.16 billion for the previous year.  The declines in the
postpaid wireless business continue to impact both the
comparable store and total sales results.  In addition, total
sales were impacted by 506 fewer company-operated stores and
kiosks when compared to last year.

"We took the opportunity earlier this year to warn that same
store sales numbers for the first quarter were likely to be
challenging, given the highly promotional nature of our business
in the first quarter last year.  And so it proved.  Nonetheless,
against this background we were able to produce financial
results which reflected steady improvement in our operating
economics," stated Julian C. Day, chairman and chief executive
officer.

First quarter 2007 gross margin rate was 52.0% versus 48.3% for
the same period of the previous year, an increase of 370 basis
points.  The increase was driven primarily by improved inventory
management, improved product mix and to a lesser extent the
US$14 million tax benefit associated with the recapture of
federal telecommunications excise tax.

SG&A expenses were US$412 million in the first quarter of 2007,
down US$84 million or 16.9% versus the prior year.  The decrease
was due to cost reductions in payroll, advertising and outside
services, partially offset by the costs associated with the
employee separations.

Free cash flow improved significantly when compared to last
year's first quarter.  RadioShack generated US$37 million in
free cash flow in the first quarter of 2007 versus a cash use of
US$310 million in the first quarter of 2006.  The increase in
cash generation was a result of improved inventory management
and more prudent capital expenditures, combined with higher net
income.

"We are encouraged by our progress, both in improvement of gross
margin and management of SG&A expenses, resulting in a
significant increase in both net income and cash balance,"
stated Jim Gooch, chief financial officer.  "While we recognize
and are focused on our top-line sales challenges, particularly
in the wireless business, we will continue to bring a
disciplined approach to the management of our business, with the
goals of improving profitability, strengthening our balance
sheet and driving cash flow."

At March 31, 2007, the company's balance sheet showed
US$1.88 billion in total assets, US$1.18 billion in total
liabilities, and US$699.5 million in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2007, are available
for free at http://researcharchives.com/t/s?1e2f

                 About RadioShack Corporation

RadioShack Corporation (NYSE: RSH) -- http://radioshack.com/--  
retails consumer electronics specialty products through more
than 6,000 company-operated stores and dealer outlets in the
United States, over 100 RadioShack locations in Mexico and
nearly 800 wireless phone kiosks.  

                        *     *     *

As reported in the Troubled Company Reporter on March 14, 2007,
Moody's Investor Services downgraded RadioShack Corp.'s long
term rating and the company's short term rating and assigned a
corporate family rating of Ba1, as well as a speculative grade
liquidity rating of SGL-1.  Moody's said the outlook for the
company's long-term ratings is stable.


SUPERIOR ESSEX: Moody's Upgrades Ratings on Improved EBITDA
-----------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating
of Superior Essex Communications LLC and changed the outlook to
positive.

Moody's upgraded these ratings:

    - Corporate Family Rating to B1 from B2;
    - Probability of Default Rating to B1 from B2;

Moody's affirmed this rating:

    - US$257.1MM, 9.0% Senior Unsecured Notes due 2012, B3
      (LGD5,78%) from (LGD5, 76%);

The upgrade in the Corporate Family Rating follows the recent
strong financial performance (all figures in accordance with
Moody's standard analytical adjustments) of the company, which
has been characterized by moderating leverage, strong interest
coverage and materially improved EBITDA.  Debt/EBITDA has
decreased to approximately 2.6 times at the end of 2006 from 4.3
times at the end of 2005. This decrease has been driven mainly
through EBITDA that has increased from $96 million to $163
million from 2005 to 2006.  At the end of 2006, interest
coverage measured as EBIT/Interest expense was strong at 3.5
times.

Factors constraining the B1 Corporate Family Rating are
Superior's seasonal and volatile business environment, negative
free cash flow because of increases in copper costs and the
impact on working capital, and the high commodity price content
in its products.  The company benefits from its leading market
positions, strong capacity utilization due to firm global
product demand, good liquidity and material barriers to entry.

The positive outlook reflects the expectation of a stable macro
economic environment allowing Superior to maintain its moderate
leverage and strong interest coverage.  It is Moody's belief
that absent a significant increase in copper pricing, free cash
flow could normalize in 2007 and that FCF/debt could equal or
exceed 10%.

Superior Essex Communications LLC is a leading manufacturer and
supplier of communications wire and cable products to telephone
companies, CATV companies, distributors and systems integrators,
and magnet wire and fabricated insulation materials to major
original equipment manufacturers for use in motors, transformers
and electrical controls.  The company also converts copper
cathode to copper rod for internal consumption and for sale to
other wire and cable manufacturers and OEMs.  Superior operates
manufacturing operations in the U.S., the United Kingdom,
France, Germany, Portugal, Mexico and China.  The company
presently conducts its operations through 95 sites.  For the
twelve months ended Dec. 31, 2006, the company recognized
revenue of approximately US$2.9 billion.


TOWER RECORDS: WEA Corporation Objects to Disclosure Statement
--------------------------------------------------------------
Warner/Elektra/Atlantic Corporation has filed an objection to
the Disclosure Statement describing MTS Inc. dba Tower Records
and its debtor-affiliates' Chapter 11 Plan of Reorganization,
contending that the disclosure statement does not contain
adequate information.

The Debtors' Disclosure Statement, as published in the Troubled
Company Reporter on Mar. 28, 2007, stated that unsecured claims
of trade suppliers will total US$73.5 million, in addition to
other unsecured claims expected to range from US$95 million to
US$115 million.  The Debtors estimated that assets available for
distribution to trade suppliers and other unsecured creditors
will range from US$3 million to US$26 million.

WEA asks the U.S. Bankruptcy Court for the District of Delaware
to decline approving the Disclosure Statement because it fails
to:

   1) disclose a reasoned estimate of the Debtors' remaining
      administrative liabilities or disclose the amount of the
      proposed administrative claims reserve;

   2) disclose the amount of cash on hand that constitutes the
      remaining proceeds of the Debtors' inventory;

   3) substantiate the Debtors' contention that the maximum
      amount of the claims asserted by the Debtors' secured
      trade vendors is US$5 million to US$7 million;

   4) disclose the estimated return to creditors if the cases
      were converted to Chapter 7;

   5) the existence, merit and value of potential claims against
      pre-petition management of mismanagement, negligence and
      breach of fiduciary duty;

   6) the identity and affiliates of the proposed post-
      confirmation Director; and

   7) definitively state whether the Debtors' plan of
      reorganization provides for substantive consolidation of
      the Debtors' estates and, if so, the practical
      implications of consolidation of debts and liabilities and
      factual predicates for satisfying the applicable legal
      standards.

Furthermore, WEA argues that the plan of reorganization
advocated by the disclosure statement is "unconfirmable on its
face."  WEA points out that:

   a) the Debtors' bankruptcy estates are likely
      administratively insolvent;

   b) the plan proposes improper "double dip" payments that
      purport to satisfy independent secured and administrative
      claims;

   c) the plan improperly classifies different classes of
      similarly situated unsecured creditors and improperly
      provides for voting among the Class 5 subclasses on an
      unconsolidated basis while at the same time providing for
      distributions on a consolidated basis;

   d) the plan improperly confers the authority to appoint an
      estate fiduciary with the power to release the Debtors'
      management upon present management, rather than creditors;
      and

   e) the plan fails to set forth a deadline for objection to
      claims thereby enabling the indefinite postponement of the
      claims reconciliation process.

       WEA Wants Debtors to Disclose Estimated Admin. Debts

WEA counsel Frank W. DeBorde, Esq., at Morris Manning & Martin
LLP, reminds the Court that the Debtors must disclose a
reasonable estimate of their existing and prospective unpaid
administrative liabilities.  The Debtors are presently holding
US$32.2 million in cash and expect to collect an additional
US$5.5 million, leaving a maximum of US$37.7 million for
distribution.  The amount is required to satisfy:

   -- US$26.8 million in secured Trade Vendor claims;

   -- claims under Section 503(b)(9) of the Bankruptcy Code
      approximately US$9.2 million;

   -- a pending US$3.5 million administrative WARN Act Claims in
      the Debtors' adversary proceeding against Rick Walker and
      Robert Hannan;

   -- US$45.8 million in filed administrative claims in the
      Debtors' claims register; and

   -- remaining wind-up costs.

Mr. DeBorde says that unless the Debtors disclose a reasonable
estimate of administrative debts, it is impossible for creditors
to evaluate the risk of administrative insolvency.

The Debtors' plan of reorganization also proposes a Senior Claim
Reserve to pay all their remaining secured, reclamation and
administrative claims in these cases.  Mr. DeBorde says that
neither the plan nor the disclosure statement reveals how much
money will be deposited into this reserve.

WEA and other senior claimants are depending on the sufficiency
of the Senior Claim Reserve to fund payment of claims as they
become allowed, including claims under Sections 503(b)(9) and
546(c) of the Bankruptcy Code, Mr. DeBorde explains.

The disclosure statement also leads creditors to believe that
the maximum at stake in the Debtors' Trade Vendor Adversary
Proceeding is US$7 million and that the Trade Vendors claim they
are owed no more than US$16 million.  The Debtors provide no
analysis for this conclusion.

According to Mr. DeBorde, the disclosure statement incorrectly
states that the Trade Vendors believe their maximum priority
recovery is US$16 million, when in reality, Trade Vendors view
their maximum recovery at US$26.8 million, the balance of the
remaining inventory proceeds.

Aside from being inadequate in proving administrative solvency,
Mr. DeBorde asserts that the plan is unconfirmable because the
plan proposes to give the Debtors double credit for payment of
secured or reclamation claims.  Section 503(b)(9) of the U.S.
Bankruptcy Code entitles WEA and similarly situated Trade
Vendors to secured and additional administrative claims, which
are independent from each other and must be satisfied
irrespective of any other obligations, declares Mr. DeBorde.

The Court is set to consider the adequacy of the disclosure
statement on Thursday, May 3, 2007.

                     About Tower Records

Based in West Sacramento, California, MTS Inc., dba Tower
Records -- http://www.towerrecords.com/-- is a retailer of  
music in the U.S., with nearly 100 company-owned music, book,
and video stores.  The company and its affiliates previously
filed for chapter 11 protection on Feb. 9, 2004 (Bankr. D. Del.
Lead Case No. 04-10394).  The Court confirmed the Debtors' plan
on March 15, 2004.

The company and seven of its affiliates filed their second
voluntary chapter 11 petition on Aug. 20, 2006 (Bankr. D. Del.
Case Nos. 06-10886 through 06-10893).  Richards, Layton &
Finger, P.A. and O'Melveny & Myers LLP represent the Debtors.  
The Official Committee of Unsecured Creditors is represented by
McGuirewoods LLP and Cozen O'Connor.  When the Debtors filed for
protection from their creditors, they estimated assets and debts
of more than US$100 million.


WERNER LADDER: Court Approves US$265MM Asset Sale to New Werner
---------------------------------------------------------------
The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for
the District of Delaware approved the sale of substantially all
assets of Werner Holding Co. (DE) Inc. and its debtor
subsidiaries to New Werner Holdings Co. (DE) LLC for
US$265,000,000.

New Werner is the acquisition vehicle formed by a group of
investors, including Black Diamond Capital Management; Brencourt
Advisors LLC; Levine Leichtman Capital Partners III L.P.; Milk
Street Investors LLC; Schultze Asset Management LLC; and TCW
Group, Inc.

Judge Carey ruled that the Debtors may sell the Purchased Assets
free and clear of all liens, claims, encumbrances, and
interests, because, with respect to each creditor asserting an
Encumbrance, one or more of the standards under Section 363 of
the Bankruptcy Code has been satisfied.

In addition, Judge Carey approved the Amended Asset Purchase
Agreement, dated April 23, 2007, among the Debtors and New
Werner, et al.

Judge Carey clarified that the Sale and its related transactions
do not amount to a consolidation, merger, or de facto merger of
New Werner and the Debtors.  He adds that New Werner does not
constitute a successor to the Debtors or their estates.

Furthermore, Judge Carey finds that the Sale does not constitute
a sub rosa Chapter 11 plan for which approval has been sought
without the protections that a disclosure statement would
afford.  The Sale neither impermissibly restructures the rights
of the Debtors' creditors nor impermissibly dictates a
liquidating plan for the Debtors.

To maximize the value of the Debtors' Assets, Judge Carey deemed
it essential that the Sale occur within the time constraints set
forth in the Purchase Agreement.  Judge Carey finds that there
is cause to lift the automatic stays contemplated by Rules 6004
and 6006 of the Federal Rules of Bankruptcy Procedure.

The Debtors anticipate that the Sale transaction will close next
month.

The Sale will substantially reduce the company's debt and
overall leverage, as more than $300,000,000 of liabilities will
be extinguished through that transaction, James J. Loughlin,
Jr., Werner's Interim Chief Executive Officer, said in a company
statement.  He adds that Werner will benefit from an improved
capital structure and liquidity that will allow the company to
serve its customers and meet all of its future obligations.

"We are very pleased the Court has approved the sale order," Mr.
Loughlin said in a company statement.  "This is a good result
for Werner and its employees and positions the Company for
future success.  We remain committed to serving our customers
and teaming with our suppliers and other business partners to
remain the leader in each of our product segments."

              Sale Objections Resolved & Overruled

Judge Carey overruled all objections and responses concerning
the Sale Motion to the extent any pleading was not otherwise
withdrawn, waived, or settled.

In their recent response to all Sale objections, the Debtors
have insisted that the Purchase Agreement with the Black Diamond
Group is the Bid that maximizes value for the Debtors' estates.

The Debtors maintained that:

   (a) a buyer of assets is not required to fund every liability
       of the estates;

   (b) treatment of creditors in an asset sale is dictated by
       fair market value of the assets of the debtor that the
       purchaser in its business judgment elects to purchase;

   (c) the disparate treatment of creditors occurs as a
       consequence of the Sale transaction itself, and is not an
       attempt by the Debtors to circumvent the distribution
       scheme of the Bankruptcy Code; and

   (d) while guaranteed payments to all creditors would be
       ideal, applicable law does not require it, and no
       objector have cited support for payments to all
       creditors.

           Assumption & Assignment of Contracts/Leases

Judge Carey authorized the Debtors to assume, sell, assign and
transfer the Seller Agreements and Assumed Leases under the
Asset Purchase Agreement to New Werner.

Specifically, Judge Carey ruled that the Debtors' agreements
with Oracle USA, Inc., will not be deemed assumed and assigned,
unless and until (i) the Buyer has provided to Oracle an
executed "standard" Oracle assignment agreement and reasonable
financial information regarding New Werner, and (ii) Oracle has
indicated its consent to that assumption and assignment, which
would not be unreasonably withheld.

Judge Carey declared that all defaults or obligations of the
Debtors under the Seller Agreements and Assumed Lease arising or
accruing before the Closing Date will be deemed cured by the
payment or other satisfaction of the cure costs in certain
amounts.

The Debtors and Bradco Supply Corporation will use reasonable
efforts to reconcile the Cure Amount owed, if any, to Bradco,
which amount will not be greater than $48,908.

The Purchased Assets will not include the insurance policies
issued by ACE American Insurance Company or the agreements
between the Debtors and ACE related to those policies.

A schedule of the Cure Amounts is available at no charge at:

               http://researcharchives.com/t/s?1e1e

                  Validity of Prepetition Liens

Judge Carey ruled that the obligations of and claims against the
Debtors or their estates under the First Lien Credit Agreement
will constitute legal valid and binding obligations of the
Debtors.  No portion of those obligations will be subject to
avoidance, recharacterization, subordination or recovery
pursuant to the Bankruptcy Code.

The First Lien Credit Agreement Obligations will be deemed
satisfied in full, and all liens and related claims under the
Final DIP Order will be deemed extinguished.

                      Use of Sale Proceeds

On the Closing Date, the Debtors will be authorized to
effectuate the DIP Payoff, which is a payment in full, in cash,
to the DIP agent, for the benefit of all claimholders against a
Debtor, arising pursuant to the DIP Facility.

Subsequent to the DIP Payoff, the use of all remaining cash
proceeds from the Sale will be subject to further Court orders.

All claims arising under the First Lien Credit Facility will be
deemed satisfied in full, provided that at the Closing, the
Debtors will Cash Collateralize all outstanding letters of
credit issued under the First Lien Credit Facility.

The Debtors will also pay US$1,147 to the Tax Commissioner of
DeKalb County, Georgia, to satisfy all claims of DeKalb County.

                   Carve Out & Wind Down Amount

For the amounts paid by New Werner to satisfy the Carve Out
under a Second Forbearance Agreement, Judge Carey ruled that
they will be free and clear of all liens, claims, interests and
encumbrances of all parties, other than the claims of the
professionals whose fees are included in the Carve Out Amounts.

Judge Carey stated the Purchase Price will be reduced by the
Wind Down Amount, and New Werner will pay all expenses incurred
by the Debtors in connection with the wind-down of the estates,
including costs of prosecuting litigation, provided that the
amount paid New Werner will not exceed an aggregate of $750,000.

                     Additional Provisions

Judge Carey finds that neither his Order nor the approved Asset
Sale will limit or effect the claims of Dorel Juvenile Group,
Inc., Cosco Home and Office Products Division for infringement
of U.S. Patent Nos. 6, 427 and 805, including the claims for
infringement which are pending before Judge Jeffrey Cole of the
U.S. District Court for the Northern District of Illinois,
Eastern Division, under Case No. 06-C-1380.

The Sale Order will not prejudice Cosco's rights to:

   -- pursue its claims of infringement against the Debtors, New
      Werner, and any other entity involved in the manufacture,
      use, sale, or import of infringing step stools or ladders;
      or

   -- amend or file any proof of claim in the Debtors' cases or
      any superseding bankruptcy case related to those claims.

Pursuant to Sections 105(a), 363(b) and 503(c), the Debtors are
further authorized, but not required to:

   (a) execute and perform their obligations under any Non-
       Compete Agreement that was authorized pursuant to orders
       approving an EIP Motion, so long as the Non-Compete
       Agreement was executed by the applicable parties no later
       than April 16, 2007;

   (b) make payments to the applicable executives under the EIP
       Motion in connection with the Non-Compete Agreements; and

   (c) take other actions necessary to implement the Non-Compete
       Agreements, including designing or altering the those
       contracts in any manner necessary to comply with
       applicable law.

A full-text copy of the Court's Sale Order is available at no
charge at http://researcharchives.com/t/s?1e1f

                     About Werner Holding Co.

Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.
aka Werner Ladder Co. -- http://www.wernerladder.com/--  
manufactures and distributes ladders, climbing equipment and
ladder accessories.  The company and three of its affiliates
filed for chapter 11 protection on June 12, 2006 (Bankr. D. Del.
Case No. 06-10578).  

The Debtors are represented by the firm of Willkie Farr &
Gallagher LLP as lead counsel and the firm of Young, Conaway,
Stargatt & Taylor LLP as co-counsel.  Rothschild Inc. is the
Debtors' financial advisor.  The Official Committee of Unsecured
Creditors is represented by the firm of Winston & Strawn LLP as
lead counsel and the firm of Greenberg Traurig LLP as co-
counsel.  Jefferies & Company serves as the Creditor Committee's
financial advisor.  At March 31, 2006, the Debtors reported
total assets of US$201,042,000 and total debts of
US$473,447,000.  (Werner Ladder Bankruptcy News, Issue No. 28;
Bankruptcy Creditors' Service Inc.
http://bankrupt.com/newsstand/or (215/945-7000).


WERNER LADDER: Litigation Trust Pact for Asset Sale Approved
------------------------------------------------------------
In its objection to Werner Holding Co. (DE) Inc. aka Werner
Ladder Company and its debtor-affiliates' proposed asset sale to
New Werner Holdings Co. (DE), LLC, the Official Committee of
Unsecured Creditors asserted that the Sale disposes
substantially all of the Debtors' assets without the protections
of a plan of reorganization.

The Committee argued, among other things, that the U.S.
Bankruptcy Court for the District of Delaware should only
approve the Sale if it provided a bridge to a plan of
reorganization or liquidation that furnishes value to the
general unsecured creditors.

To help ensure that any Chapter 11 plan after the sale will
create the potential of providing value to the unsecured
creditors, the Committee negotiated with various parties-in-
interest to resolve its Sale objection.

The negotiations have resulted in the Committee, the proposed
purchaser of the Debtors' assets, almost all of the Debtors'
secured lenders and the Debtors' largest unsecured creditor in
agreeing to a stipulation that will resolve certain Sale-related
issues.

Aside from the Committee and the Debtors, other parties to the
Stipulation are:

   * JPMorgan Chase Bank, as Administrative and Collateral Agent
     under the First Lien Credit Facility, dated June 11, 2003;

   * Credit Suisse, Cayman Islands Branch, as Administrative and
     Collateral Agent under the Second Lien Credit Facility,
     dated May 10, 2005;

   * BDCM Opportunity Fund, II, L.P. and BDC Finance, L.L.C.;

   * Brencourt BD, LLC;

   * Levine Leichtman Capital Partners III, L.P.;

   * Milk Street Investors LLC;

   * TCW Shared Fund IVB, L.P., TCW/Drum Special Situation
     Partners, LLC, and TCW Shared Opportunity Fund III, L.P.;
     and

   * Schultze Master Fund, Ltd., Schultze Offshore Fund, Ltd.,
     Schultze Partners, L.P., Schultze Asset Management, LLC,
     Arrow Distressed Securities Fund and Distressed Securities
     and Special Situations Fund.

The Stipulation provides that:

   (1) all litigation claims and causes of action that are
       property of the Debtors' bankruptcy estates and all other
       Excluded Assets under the Asset Purchase Agreement will
       be transferred to a liquidating trust, which will be
       administered by a trustee mutually selected by Levine
       Leichtman and the Committee;

   (2) Levine Leichtman or its designee have the sole authority
       to:

          (i) evaluate and determine strategy for the causes of
              action, and litigate, settle, transfer, release or
              abandon any Causes of Action;

         (ii) retain legal counsel for the Trust to pursue the
              Causes of Action;

        (iii) pay all out-of-pocket costs and expenses incurred
              in connection with the Causes of Action out of the
              Trust Funding; and

         (iv) make distributions of proceeds of the Causes of
              Action and draw down on the Trust Funding;

   (3) the assignment of claims under the Second Lien Credit
       Agreement by Black Diamond, Brencourt, TCW, and Schultze
       to Levine Leichtman will be approved;

   (4) Levine Leichtman will have an allowed unsecured super-
       priority claim for US$95,835,390, plus all accrued
       interest and all other amounts entitled to Section 507(6)
       of the Bankruptcy Code;

   (5) Levine Leichtman will provide funding of US$2,000,000 to
       the Trust;

   (6) the Litigation Designee will distribute the proceeds from
       the Causes of Action, by providing, among other things,
       that:

          (i) the first US$50,000,000 in distributions payable
              to Levine Leichtman on account of its Allowed
              507(b) Claim will be paid 80% to Levine
              Leichtman, and 20% to the Trustee for distribution
              to general unsecured creditors;

         (ii) the next US$10,000,000 in distributions payable to
              Levine Leichtman on account of its Allowed Claim
              will be paid 90% to Levine Leichtman, and 10% to
              the Trustee for distribution to the general
              unsecured creditors; and

        (iii) any further distributions payable to Levine
              Leichtman on account of its Allowed Claim in
              excess of US$60,000,000 will be paid 98% to Levine
              Leichtman, and 2% to the Trustee for distribution
              to the general unsecured creditors.

The Court approved the stipulation pursuant to an April 25, 2007
order approving the asset sale.

A full-text copy of the Stipulation is available at no charge
at:

               http://researcharchives.com/t/s?1e20

                     About Werner Holding Co.

Based in Greenville, Pennsylvania, Werner Holding Co. (DE) Inc.
aka Werner Ladder Co. -- http://www.wernerladder.com/--  
manufactures and distributes ladders, climbing equipment and
ladder accessories.  The company and three of its affiliates
filed for chapter 11 protection on June 12, 2006 (Bankr. D. Del.
Case No. 06-10578).  

The Debtors are represented by the firm of Willkie Farr &
Gallagher LLP as lead counsel and the firm of Young, Conaway,
Stargatt & Taylor LLP as co-counsel.  Rothschild Inc. is the
Debtors' financial advisor.  The Official Committee of Unsecured
Creditors is represented by the firm of Winston & Strawn LLP as
lead counsel and the firm of Greenberg Traurig LLP as co-
counsel.  Jefferies & Company serves as the Creditor Committee's
financial advisor.  At March 31, 2006, the Debtors reported
total assets of $201,042,000 and total debts of $473,447,000.  
(Werner Ladder Bankruptcy News, Issue No. 28; Bankruptcy
Creditors' Service Inc. http://bankrupt.com/newsstand/or  
(215/945-7000).




===========
P A N A M A
===========


EXIDE TECH: Moody's Junks Rating on US$290 Mln Junior-Lien Notes
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the new senior
secured bank facility of Exide Technologies, Inc.

In a related action, Moody's affirmed the company's Corporate
Family Rating at Caa1, and has changed the outlook to stable
from negative.  Exide intends to use the proceeds from the new
senior secured term loan and a new senior secured ABL revolving
credit facility to repay the existing senior secured bank credit
facilities and pay related expenses.  The ratings continue to
reflect weak credit metrics, and cyclical industry conditions.

The stable outlook reflects the company's progress in applying
selective customer price increases and improved operational
efficiencies.  The company's recent performance further
indicates that price increases have taken hold and should
further improve performance and free cash flow in the near term.  
These actions should result in improvement in DEBT/EBITDA (using
Moodys's standard adjustments) from approximately 8.3x as of the
LTM period ending Dec. 30, 2006 and improved interest coverage.
In addition to approximately US$64 million of cash on hand at
Dec. 31, 2006, the company's bond indentures will permit
increased availability under the asset based revolver with
further improvement in EBITDA performance.

Ratings assigned:

Exide Technologies, Inc. and its foreign subsidiary Exide Global
Holdings Netherlands CV:

    * B1 (LGD2, 15%) to the US$200 million asset based revolving
      credit facility;

    * B1 (LGD2, 15%) to the US$130 million senior secured term
      loan at Exide Technologies, Inc.;

    * B1 (LGD2, 15%) to the US$165 million senior secured term
      loan at Exide Global Holdings Netherlands CV.;

Ratings affirmed:

Exide Technologies, Inc.

    * Caa1 Corporate Family Rating;

    * Caa1 Probability of Default Rating;

    * Caa1 (LGD3, 45%) rating of US$290 million of senior
      secured junior-lien notes due March 2013;

These ratings will be withdrawn upon their refinancing:

Exide Technologies, Inc. and its foreign subsidiary Exide Global
Holdings Netherlands CV:

    * B1 (LGD2, 17%) ratings of approximately US$265 million
      equivalent of remaining guaranteed first-lien senior
      secured credit facilities

Exide Technologies, Inc.'s existing US$60 million floating rate
convertible subordinated note due September 2013 are not rated
by Moody's.

Exide, headquartered in Alpharetta, GA, is one of the largest
global manufacturers of lead acid batteries, with net sales
approximating US$2.8 billion.  The company manufactures and
supplies lead acid batteries for transportation and industrial
applications worldwide.  The company has operations in 89
countries, including, Argentina, Belize, Bolivia, Brazil, Chile,
Colombia, Costa Rica, Ecuador, El Salvador, Guatemala, Panama,
Paraguay, Peru, Uruguay and Venezuela.




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


BBVA BANCO: Moody's Ups Financial Strength Rating to D+ from D
--------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating BBVA Banco Continental to D+ from D,
in connection with the rating agency's implementation of its
refined joint default analysis and updated BFSR methodologies
for banks in Peru.  Solidly improving financial fundamentals
combined with a benign operating and regulatory environment were
the main drivers of the upgrade.   

The updated BFSR methodology has benefited BBVA Banco
Continental.  Solid financial fundamentals combined with a
benign operating and regulatory environment have been the main
drivers of the BFSR upgrades of this bank.

Moody's assigned support levels to banks in Peru using its
highly dollarized country support guideline and Baa1 local
currency deposit ceiling. The country support guideline takes
into consideration the historic evidence of support for banks in
addition to the size, strength, and the degree of fragmentation
of the Peruvian banking system. Because Peru is highly
dollarized and its central bank cannot create dollars, the
guideline also takes into account the limited availability of
direct support for all banks in the system.

BBVA Banco Continental's local currency deposit rating is
affirmed at B1and remains on review for possible upgrade in line
with Peru's country ceiling for deposits.  

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the riskiness of a bank's deposit and debt obligations; however,
such support is often uncertain.

Moody's uses conservative support assumptions and a limited
number of support levels to ensure that sufficient weight is
given to a bank's intrinsic financial strength in its bank
deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.


BBVA BANCO: Moody's Ups Financial Strength Rating to D+ from D
--------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating BBVA Banco Continental to D+ from D,
in connection with the rating agency's implementation of its
refined joint default analysis and updated BFSR methodologies
for banks in Peru.  Solidly improving financial fundamentals
combined with a benign operating and regulatory environment were
the main drivers of the upgrade.   

The updated BFSR methodology has benefited BBVA Banco
Continental.  Solid financial fundamentals combined with a
benign operating and regulatory environment have been the main
drivers of the BFSR upgrades of this bank.

Moody's assigned support levels to banks in Peru using its
highly dollarized country support guideline and Baa1 local
currency deposit ceiling. The country support guideline takes
into consideration the historic evidence of support for banks in
addition to the size, strength, and the degree of fragmentation
of the Peruvian banking system. Because Peru is highly
dollarized and its central bank cannot create dollars, the
guideline also takes into account the limited availability of
direct support for all banks in the system.

BBVA Banco Continental's local currency deposit rating is
affirmed at B1and remains on review for possible upgrade in line
with Peru's country ceiling for deposits.  

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the riskiness of a bank's deposit and debt obligations; however,
such support is often uncertain.

Moody's uses conservative support assumptions and a limited
number of support levels to ensure that sufficient weight is
given to a bank's intrinsic financial strength in its bank
deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.

Headquartered in Lima, Peru, BBVA Banco Continental --
http://www.bbvabancocontinental.com-- is the second largest  
commercial bank in Peru.  As of September 2006, had total loans
of US$3.6 billion and total deposits of US$4.1 billion.  It has
built an extensive network throughout the country with 215
branches, 342 ATMs and 2,868 employees.


GOODYEAR TIRE: March 31 Balance Sheet Upside-Down by US$90 Mil.
---------------------------------------------------------------
The Goodyear Tire & Rubber Company's balance sheet at
March 31, 2007, showed US$15.86 billion in total assets and
US$15.95 billion in total liabilities, resulting in a
US$90 million total stockholders' deficit.

The Goodyear Tire & Rubber Company reported a net loss of
US$174 million for the first quarter ended March 31, 2007,
compared with net income of US$74 million for the same period of
fiscal 2006.  This net loss includes a loss from discontinued
operations of US$64 million related to classifying the
Engineered Products business as "held for sale".  This compares
to income from discontinued operations of US$28 million in the
fiscal 2006 period.

The company reported first quarter sales from continuing
operations of US$4.50 billion, up 1 percent from first quarter
sales from continuing operations in fiscal 2006 of US$4.46
billion despite the impact of a fourth quarter strike last year
in North America.

The improvement in global sales was driven by Goodyear's three
emerging market tire businesses, which were up 11 percent from
last year.  Each of these businesses had record first quarter
sales.  The sales improvement was also supported by a faster-
than-expected recovery from the United Steelworkers strike in
North America.

This growth offset a 10 percent decline in sales for Goodyear's
North American Tire business, which was impacted by the strike
and an exit from certain segments of the private label tire
business, which together reduced sales by about US$200 million.

"Our first quarter represented a strong start to the year, with
revenue per tire up 8 percent.  This reflected strong pricing
and product mix, which exceeded raw material cost increases in
the quarter.  Our focus on speed and the pace of change at
Goodyear is having a meaningful impact," said Robert J. Keegan,
chairman and chief executive officer.

"Our recovery from the strike is going much better than
expected.  We restored production faster than anticipated and
weaker consumer OE demand enabled us to sell more high-value-
added tires into the replacement market," he said.

As a result of improved profitability from increased replacement
market sales, the company has reduced its estimated impact of
the USW strike on North American Tire to between US$100 million
and US$120 million for the year.  The previous estimate was
US$200 million to US$230 million.

Including an estimated US$34 million impact from the strike,
Goodyear's first quarter segment operating income from
continuing operations was US$226 million in 2007.  This compares
to income of US$282 million last year, which included US$30
million in settlements from suppliers.

For the 2007 first quarter, Goodyear reported a loss from
continuing operations of US$110 million, compared to income from
continuing operations of US$46 million during the 2006 period.

In addition to the strike, the loss in the 2007 quarter was also
impacted by after-tax curtailment charges of US$64 million due
to salaried benefit plan changes and US$31 million for
rationalizations, including accelerated depreciation related to
previously announced plant closures.

Improved pricing and product mix of approximately US$165 million
more than offset increased raw material costs of approximately
US$120 million.

Income from continuing operations in the 2006-quarter benefited
from after-tax items including supplier settlements of
US$26 million, a pension plan change of US$13 million and a
legal settlement of US$10 million.  Negatively impacting the
quarter was an after-tax charge of US$29 million for
rationalizations, including accelerated depreciation and asset
write-offs.

                    Discontinued Operation

As a result of its agreement on March 23, 2007 to sell
substantially all of its Engineered Products business, Goodyear
now reports these results as a discontinued operation.

Sales from discontinued operations in the first quarter of 2007
totaled US$383 million, down from US$394 million the previous
year.

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2007, are available
for free at http://researcharchives.com/t/s?1e12

                 Liquidity and Capital Resources

At March 31, the company had US$2.08 billion in cash and cash
equivalents as well as US$1.72 billion of unused availability
under its various credit agreements, compared to US$3.86 billion
and US$533 million at Dec. 31, 2006.  Cash and cash equivalents
decreased primarily due to repayments on the amounts borrowed
under the US$1.0 billion revolving portion of the US$1.5 billion
First Lien Credit Facility, the 8.5% Notes due 2007 and the
German revolving credit facility due 2010.  Cash and cash
equivalents do not include restricted cash.  

Net cash used in operating activities from continuing operations
in the first quarter of 2007 of US$393 million decreased from
US$315 million in the first quarter of 2006. The decrease was
due primarily to lower operating results offset by improved
working capital.

Net cash used in investing activities from continuing operations
was US$55 million during the first quarter of 2007, compared to
US$144 million in the first quarter of 2006.  Capital
expenditures were US$97 million and US$111 million in the first
quarter of 2007 and 2006, respectively.  The change in cash used
in investing activities was primarily the result of the 2006
acquisition of the remaining outstanding shares of South Pacific
Tyres Ltd.

Net cash used in financing activities from continuing operations
was US$1.31 billion in the first quarter of 2007 compared to
US$150 million in the first quarter of 2006.  The increase in
cash used was due primarily to the payments of US$873 million on
the U.S. revolving credit facility, US$300 million on the 8.5%
Notes due 2007, and approximately US$200 million repayment of
the German revolving credit facility due 2010.

                      About Goodyear Tire

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

                        *     *     *

As reported in the Troubled Company Reporter on April 10, 2007,
Fitch Ratings has affirmed ratings for The Goodyear Tire &
Rubber Company, including 'B' Issuer Default Rating; 'BB/RR1'
rating of its US$1.5 billion first-lien credit facility;
'BB/RR1' rating of its US$1.2 billion second-lien term loan;
'B/RR4' rating of its US$300 million third-lien term loan;
'B/RR4' rating of its US$650 million third-lien senior secured
notes; and 'CCC+/RR6' Senior unsecured debt rating.




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


COVENTRY HEALTH: Lehman Bros. Keeps "Equal-Weight" Rating
---------------------------------------------------------
Newratings.com reports that Lehman Brothers analyst Joshua R.
Raskin has kept his "equal-weight" rating on Coventry Health
Care's shares.

According to Newratings.com, the target price for Coventry
Health's shares was increased to US$62 from US$57.

Mr. Raskin said in a research note published on April 30 that
Coventry Health's first quarter 2007 earnings were "in-line with
expectations," showing the firm's consistent performance.  
Coventry Health's "Part D and commercial spreads" increased
year-on-year, while the Medicaid and Medicare Advantage spreads
contracted.

New business additions improved Coventry Health's results for
the first quarter 2007, Newratings.com reports, citing Lehman
Brothers.

Headquartered in Bethesda, Maryland, Coventry Health Care, Inc.
(NYSE: CVH) -- http://www.cvty.com/-- is a national managed
health care company operating health plans, insurance companies,
network rental/managed care and workers' compensation services
companies.  Coventry provides a full range of risk and fee-based
managed care products and services, including HMO, PPO, POS,
Medicare Advantage, Medicare Prescription Drug Plans, Medicaid,
Workers' Compensation services and Network Rental to a broad
cross section of individuals, employer and government-funded
groups, government agencies, and other insurance carriers and
administrators in all 50 states as well as the District of
Columbia and Puerto Rico.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 21, 2007, Fitch Ratings has upgraded the Issuer Default
Rating of Coventry Health Care Inc. to 'BBB' from 'BB+'.
Existing senior notes are also upgraded to 'BBB-' from 'BB'.
Fitch also assigns a 'BBB-' rating to Coventry's recent issuance
of US$400 million of 5.95% senior unsecured notes.  Fitch said
the rating outlook is stable.

A.M. Best Co. has assigned a debt rating of "bb+" to Coventry
Health Care, Inc.'s US$400 million 5.95% senior unsecured notes,
which will mature in 2017.  The rating outlook is positive.
Coventry Health's and its subsidiaries' financial strength,
issuer credit and remaining debt ratings are unchanged.

As reported in the Troubled Company Reporter-Latin America on
March 19, 2007, Moody's Investors Service has assigned a Ba1
senior unsecured debt rating to Coventry Health Care, Inc.'s
(NYSE: CVH) issuance of US$400 million of new long term debt.
Moody's said the outlook on the rating is positive.


DORAL: Settles Class Action & Shareholder Derivative Litigation
---------------------------------------------------------------
Doral Financial Corporation has entered into an agreement to
settle all claims in the consolidated securities class action
and shareholder derivative litigation filed against it following
the announcement in April 2005 of the need to restate its
financial statements for the period from 2000 to 2004.  The
settlement is subject to notice and approval from the U.S.
District Court for the Southern District of New York.  The
company also announced the filing of its Annual Report on Form
10-K for the year ended Dec. 31, 2006.

Doral Financial Chief Executive Officer Glen R. Wakeman said,
"Doral Financial has achieved two more significant milestones by
filing our Annual Report on Form 10-K for the year ended
Dec. 31, 2006, and settling the outstanding class action and
shareholder litigation related to our prior restatement of
historical results from 2000 to 2004.  With these two milestones
achieved, we are focused on pursuing and completing in a timely
manner a transaction to address the capital and liquidity needs
of the holding company.  At the same time, Doral Bank Puerto
Rico, our principal banking subsidiary, is strong and moving
forward implementing business strategies aimed at transforming
the Company into a more traditional community banking
institution, including offering a broader range of products and
services.  Our deposits are stable and growing, we are improving
service standards, as well as our business fundamentals."

Mr. Wakeman stated that Doral Bank Puerto Rico continues to be
well capitalized for bank regulatory purposes as of
Dec. 31, 2006.

As part of the settlement, Doral Financial and insurers will pay
an aggregate of US$129 million, of which insurers will pay
approximately US$34 million.  In addition, one or more
individual defendants will pay an aggregate of US$1 million (in
cash or Doral Financial stock).  The company also agreed to
certain corporate governance enhancements.  The settlement is
subject to notice and approval from the U.S. District Court for
the Southern District of New York.

Doral Financial's payment obligations under the settlement
agreement are subject to the closing and funding of one or more
transactions through which the Company obtains outside financing
during 2007 to meet its liquidity and capital needs, including
the repayment of the company's US$625 million senior notes due
on July 20, 2007, payment of the amounts due under the
settlement agreement and certain other working capital and
contractual needs.  Either side may terminate the settlement
agreement if the Company has not raised the necessary funding by
Sept. 30, 2007, or if the settlement has not been fully funded
within 30 days from the receipt of such funding.

As a result of this settlement agreement, Doral Financial
established a litigation reserve and recorded a one-time charge
to the company's full-year financial results for 2006 of US$95.0
million.

The parties to the settlement agreement will seek final court
approval of the settlement before the maturity of the senior
notes due July 20, 2007, but no assurance can be given that it
will receive final court approval by this date.

              Overview of Results of Operations

For 2006, after the payment of dividends on preferred shares,
Doral Financial reported a net loss attributable to common
shareholders of US$257.2 million, or a net loss of US$2.38 per
diluted share, and a net loss attributable to common
shareholders for the quarter ended Dec. 31, 2006, of US$169.7
million, or a net loss of US$1.57 per diluted share.  For 2005
the company had net loss attributable to common shareholders of
US$20.1 million, or a net loss of US$0.19 per diluted share
(after payment of dividends on preferred shares), and a net loss
of US$52.5 million, or a net loss of US$0.49 per diluted share
for the quarter ended Dec. 31, 2005.

Net loss for the year ended Dec. 31, 2006, amounted to US$223.9
million, compared to net income of US$13.2 million and US$214.8
million for 2005 and 2004, respectively.  Doral Financial's 2006
financial performance was principally impacted by:

          (1) lower net interest income as a result of a
              decrease in net interest spread and margin and an
              increase in the provision for loan and lease
              losses;

          (2) significant non-interest losses driven primarily
              by:
              
              (i) losses on securities held for trading,
                  principally related to losses on IO valuation,

             (ii) losses on sales of mortgage loans, and

            (iii) losses on the sale of investment securities;

          (3) a reserve for an agreement to settle the company's
              consolidated securities class action and
              shareholder derivative litigation; and

          (4) increased non-interest expense related to the
              company's ongoing legacy issues and transformation
              process.

The highlights of the company's financial results for the year
ended Dec. 31, 2006, included:

    -- Net interest income for 2006 was US$201.4 million,
       compared to US$280.6 million and US$337.6 million for
       2005 and 2004, respectively.  The decrease in net
       interest income for 2006, compared to 2005 is principally
       related to the decrease in the company's net interest
       spread and margin.  Net interest spread and margin
       decreased from 1.42% and 1.56%, respectively, for 2005 to
       1.22% and 1.41%, respectively, for 2006.  This reduction
       in net interest margin resulted from the flattening of
       the yield curve.

    -- The provision for loan and lease losses for 2006 was
       US$39.8 million, compared to US$22.4 million and US$10.4
       million for 2005 and 2004, respectively.  The increase in
       the provision for loan and lease losses reflects
       principally an increase in specific reserves related to
       the company's construction loan portfolio, as well as a
       deterioration in the delinquency trends of the overall
       loan portfolio, particularly in the construction and
       commercial portfolios.

    -- Non-interest loss for 2006 was US$59.2 million, compared
       to non-interest income of US$62.5 million and US$16.2
       million in 2005 and 2004, respectively.  The non-interest
       loss for 2006 was principally driven by:

       * Losses of approximately US$34.5 million on mortgage
         loan sales and fees.  The loss on mortgage loan sales
         reflects principally a US$27.2 million lower-of-cost-
         or-market adjustment taken during the year related to
         the transfer of mortgage loans from the company's held
         for sale portfolio to its loan receivable portfolio,
         and an US$8.2 million net loss in connection with the
         previously announced restructurings of prior loan sale
         transactions with local financial institutions;

       * A US$42.0 million loss on the IO valuation principally
         related to losses suffered during the first half of
         2006 from the impact of increases in short-term
         interest rates on IOs that did not have caps on the
         pass-through interest payable to investors.  As a
         result of the restructuring of certain prior loan
         transfers effected during the second quarter of 2006,
         Doral Financial no longer has IOs that do not have caps
         on the pass-through interest payable to investors in
         its portfolio; and

       * A US$27.7 million loss on the sale of investment
         securities.  During the fourth quarter of 2006, Doral
         Financial's banking subsidiaries sold approximately
         US$1.7 billion of their investment securities (of which
         US$231 million settled during the first quarter of
         2007), as part of the company's efforts to restructure
         its balance sheet to improve its future earnings
         potential and reduce the high level of interest rate
         volatility inherent in its balance sheet.  The company
         also recorded a loss on extinguishment of related
         liabilities of US$6.9 million.

    -- Non-interest expense for 2006 was US$374.3 million,
       compared to US$288.5 million and US$214.1 million for
       2005 and 2004, respectively, an increase of 30% and 75%,
       respectively.  The increase in non-interest expenses was
       driven by:

      (i) US$95.0-million reserve created for an agreement to
          settle the company's consolidated securities class
          action and shareholder derivative litigation relating
          to the restatement;

     (ii) US$19.2 million increase in professional fees,
          principally associated with the resolution of ongoing
          legacy issues and the company's business
          transformation initiatives and recapitalization
          efforts; and

    (iii) US$20.4 million in severance payments associated with
          a reduction in headcount.

    -- For the year ended Dec. 31, 2006, Doral Financial
       reported an income tax benefit of US$48.1 million,
       compared to a tax expense of US$19.1 million for 2005.  
       The income tax benefit is primarily the result of the
       amount of pre-tax losses incurred during 2006, together
       with an increase in the company's net deferred tax asset
       as a result of the various agreements entered into with
       the Puerto Rico Treasury Department.

    -- During the year ended Dec. 31, 2006, the company had
       other comprehensive income of approximately US$18.5
       million related principally to the positive impact of the
       decrease in long-term interest rates on the value of the
       company's portfolio of available-for-sale securities.  As
       of Dec. 31, 2006, the company's accumulated other
       comprehensive loss (net of income tax benefit) was
       US$106.9 million, compared to US$125.5 million as of
       Dec. 31, 2005.

    -- Doral Financial's loan production for 2006 was US$2.0
       billion, compared to US$5.5 billion for 2005, a decrease
       of approximately 63%.  The decrease in Doral Financial's
       loan production was due to a number of factors, including
       changes in underwriting standards, economic conditions in
       Puerto Rico, and competition from other financial
       institutions.

    -- Total assets as of Dec. 31, 2006, were US$11.9 billion, a
       decrease of 31%, compared to US$17.3 billion as of
       Dec. 31, 2005.  The decrease in total assets was
       principally the result of the previously reported sale of
       mortgage loans as part of a restructuring of various loan
       transfer transactions with local financial institutions
       during 2006 and a reduction in the company's investment
       securities portfolio.

    -- Doral Financial's banking subsidiaries remain "well
       capitalized" for bank regulatory purposes as of
       Dec. 31, 2006.

                Update on Recapitalization Process

Doral Financial will need significant outside financing during
2007, principally for the payment of its US$625 million floating
rate senior notes that mature on July 20, 2007, and of amounts
required under the settlement agreement in respect of the
consolidated securities class action and shareholder derivative
litigation brought against the company following the
announcement of the restatement of its financial statements in
2005.  The company currently estimates that these external
funding needs for 2007 will range between approximately US$700
million and US$800 million (without considering the distribution
of any proceeds from the sale of Doral Bank NY's branches).  The
company's consolidated financial statements included in its 2006
Form 10-K have been prepared assuming Doral Financial will
continue as a going concern.  In light of the holding company's
liquidity needs and the risks and uncertainties surrounding its
recapitalization process, the holding company's liquidity
position raises substantial doubts about the holding company's
ability to continue operating as a going concern without such
recapitalization.

Doral Financial is in active negotiations with a private equity
firm regarding a substantial investment in the company by a new
bank holding company.  The new holding company would be
capitalized by a number of private equity and other
sophisticated financial investors, and their investment would
take into account the various ownership restrictions imposed by
banking regulations.  The lead sponsor is actively engaged in
discussions with a number of potential investors to raise the
contemplated capital for the new holding company to invest in
Doral Financial.

Based on its discussions to date, the company believes that the
proposed transaction, if executed, would be accomplished
predominantly through the issuance of new equity securities at a
discount to market price and would result in very significant
dilution to the company's existing shareholders.  If the company
is successful in entering into the proposed transaction and it
is consummated on a timely basis, the company believes that the
proposed transaction would adequately satisfy its capital and
liquidity needs.  However, the company cannot provide assurances
that it will ultimately be able to enter into an agreement with
respect to the proposed transaction.

The proposed transaction would be subject to various conditions
precedent, including but not limited to the receipt of
regulatory and shareholder approvals, the receipt of sufficient
equity commitments from other investors, final district court
approval of the settlement agreement in respect of the
consolidated securities class action and shareholder derivative
claims brought against the company, the absence of certain
adverse developments and other customary closing conditions.

Although the company would attempt to enter into an alternative
transaction that would provide it with the liquidity and capital
needed to continue its business in the event that it is unable
to enter into the proposed transaction, the company cannot
provide assurance that it would succeed in entering into such a
transaction, especially in the limited time available prior to
the July 20, 2007, maturity of the senior notes.  The failure to
refinance the senior notes and recapitalize the holding company
would have a material adverse effect on, and impair, the holding
company's financial condition and ability to operate as going
concern.

                Business Transformation Strategy

Doral Financial is implementing changes to its business
strategies that are aimed at transforming the company into a
more traditional community banking institution offering a
broader range of products and services, with less emphasis on
trading and investment activities in order to reduce the
volatility of Doral Financial's earnings and improve its
interest rate risk profile.  To achieve the efficiencies,
automation and sophistication of leading financial institutions,
Doral Financial is currently building a center of excellence
based on Six Sigma manufacturing techniques, credit, customer
care, production and collection fulfillment, and information
technology.  The center of excellence will combine process,
technology and people to enhance returns through better
efficiency and competitiveness.

The key components of Doral Financial's new business strategy
are:

    -- Retail Banking: The principal objective of Doral
       Financial's retail banking segment will be to become its
       customers' main banking relationship.  Doral Financial
       plans to leverage its best-in-class service model
       combined with a well-executed sales process to capture
       new relationships and cross-sell additional products to
       existing customers.  The development of products and
       services, already in progress, is an integral part of
       Doral Financial's growth strategy.

    -- Mortgage Business: Doral Financial intends to maintain an
       important position in the retail mortgage segment with an
       emphasis on quality, profitability, risk management and
       compliance.  The company intends to use focused marketing
       initiatives, a best-in-class sales process and
       competitive product offerings to regain a leadership
       position in this segment.

    -- Commercial and Small Business Banking: Doral Financial
       intends to grow its market share in the commercial and
       small business segments by focusing on becoming the main
       bank of choice for commercial and small business clients
       who demand competitive products delivered through a
       relationship-driven model of superior customer service.
       Doral Financial will develop product offerings designed
       to meet client needs, including deposit, credit, and cash
       management needs.  The ability to cross-sell these
       services to its retail and mortgage customers is a key
       component of the strategy.

    -- Residential Construction: Doral Financial has refocused
       this business with the aim of becoming the lender of
       choice for established, reputable developers in the
       affordable and mid-range housing sectors.  Doral
       Financial's expertise in these sector positions it to be
       the best-in-class lender in the market.

"We have recruited dynamic, proven and highly-skilled teams with
experience in Puerto Rico, the U.S. and abroad who are all
committed to transforming the company into a high-service
community bank by implementing these strategies.  They are
further developing our talent, creating a culture of compliance,
maximizing the use of technology, increasing efficiencies,
establishing new delivery channels, launching new products, and
implementing cross selling programs consistent with our
institutional values of integrity, ownership, service,
excellence and collaboration," Mr. Wakeman commented.

            Internal Control Over Financial Reporting

Doral Financial's management, with participation of its Chief
Executive Officer and Chief Financial Officer, evaluated and
concluded that the company's disclosure controls and procedures
and internal control over financial reporting were not effective
as of Dec. 31, 2006.  The material weaknesses in the company's
internal control over financial reporting as of Dec. 31, 2006,
are described in Item 9A of the company's 2006 Form 10-K.  The
company has and continues to develop a plan for remedying all of
the identified material weaknesses, and the work will continue
through 2007.  As part of this remediation program, the company
is taking steps to add skilled resources to improve controls and
increase the reliability of its financial closing process.

                         Capital Ratios

The company's banking subsidiaries continue to be well
capitalized for bank regulatory purposes as of Dec. 31, 2006,
while, as of such date, the holding company was considered
adequately capitalized for bank regulatory purposes.  The
company's two banking subsidiaries recorded a total net income
of US$22.4 million for the year ended Dec. 31, 2006.

Based in New York City, Doral Financial Corp. (NYSE: DRL) --
http://www.doralfinancial.com/-- is a diversified financial   
services company engaged in mortgage banking, banking,
investment banking activities, institutional securities and
insurance agency operations.  Its activities are principally
conducted in Puerto Rico and in the New York City metropolitan
area.  Doral is the parent company of Doral Bank, a Puerto Rico
based commercial bank, Doral Securities, a Puerto Rico based
investment banking and institutional brokerage firm, Doral
Insurance Agency Inc. and Doral Bank FSB, a federal savings bank
based in New York City.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 8, 2007,
Standard & Poor's Ratings Services lowered its long-term ratings
on Doral Financial Corp., including the counterparty credit
rating, to 'B' from 'B+'.  S&P said the outlook remains
negative.


DORAL FINANCIAL: Fitch Keeps Ratings on Watch Negative
------------------------------------------------------
Fitch Ratings has kept these ratings on Doral Financial
Corporation and Doral Bank on Watch Negative:

Doral Financial Corporation:

          -- 'B+' long-term Issuer Default Rating (IDR);
          -- 'B' senior debt;
          -- 'CCC+' preferred stock;
          -- 'B' short-term IDR;
          -- Support '5';
          -- Individual 'D/E'.

Doral Bank:

          -- 'BB-' long-term IDR;
          -- 'BB' long-term deposits;
          -- 'B' short-term IDR;
          -- Individual 'C/D';
          -- 'B' short-term deposit;
          -- Support '5'.

Doral Financial released audited financial statements for the
year ending Dec. 31, 2006.  With the filing, the company is now
up to date on release of audited financials and removes an
obstacle to refinancing the looming US$625 million senior notes
maturing on July 20, 2007.  The magnitude of the reported loss
for 2006 was within the expectations of current ratings,
particularly given that the inclusion of legal expenses should
represent the majority of Doral's exposure.  Fitch expects
profitability to continue to be stressed until the company is
recapitalized and success of new business initiatives are
demonstrated.

Doral Financial disclosed in its financials the initiation of
talks with a private equity firm to recapitalize the company.  
Fitch views the release of audited financials and the settlement
of all claims in class action litigation as a positive and
reduces impediments to the recapitalization of the company.  
Fitch will review Doral Financial's ratings following the
announcement of a definitive agreement and release of terms from
the private equity offering.  Prolonged absence of a
recapitalization plan will put negative pressure on current
ratings and failure to close a deal could put the company in
default.

Based in New York City, Doral Financial Corp. (NYSE: DRL) --
http://www.doralfinancial.com/-- is a diversified financial   
services company engaged in mortgage banking, banking,
investment banking activities, institutional securities and
insurance agency operations.  Its activities are principally
conducted in Puerto Rico and in the New York City metropolitan
area.  Doral is the parent company of Doral Bank, a Puerto Rico
based commercial bank, Doral Securities, a Puerto Rico based
investment banking and institutional brokerage firm, Doral
Insurance Agency Inc. and Doral Bank FSB, a federal savings bank
based in New York City.


DORAL FINANCIAL: Moody's Reviews Ratings for Likely Downgrade
-------------------------------------------------------------
Moody's Investors Service said that it is continuing its review
of Doral Financial Corporation for possible downgrade.  Moody's
had most recently downgraded Doral (senior debt to B2 from B1)
on Jan. 5, 2007, and kept the ratings on review for possible
downgrade.  According to Moody's, the primary credit issue is
Doral Financial's ability to refinance US$625 million of debt
maturing in July, which has been hampered by a number of legal
and regulatory issues.

However, on April 30, Doral Financial announced that it had
entered into an agreement to settle all pending securities class
action and derivative litigation against it, which removes a
notable hurdle to raising the necessary financing, in Moody's
view.

In addition, on the same day, Doral Financial filed its delayed
2006 10-K, which brings its SEC filings current.  As expected,
the filing disclosed a significant loss for 2006.  The 10-K also
noted that Doral Financial is in active negotiations with a
private equity firm to raise sufficient capital to repay the
July debt maturity.

While these developments are favorable on balance, and although
Moody's believes that management is working diligently to
address its funding needs, the time frame for raising the needed
capital is tight.  Nonetheless, Moody's has extended its review
period in light of the progress made to date.  The rating agency
added, however, that should management fail to reach an
agreement with the private equity firm to raise the necessary
capital within the next few weeks, a downgrade is likely.

Doral Financial reported total assets of US$11.9 billion at
Dec. 31, 2006.

Based in New York City, Doral Financial Corp. (NYSE: DRL) --
http://www.doralfinancial.com/-- is a diversified financial   
services company engaged in mortgage banking, banking,
investment banking activities, institutional securities and
insurance agency operations.  Its activities are principally
conducted in Puerto Rico and in the New York City metropolitan
area.  Doral is the parent company of Doral Bank, a Puerto Rico
based commercial bank, Doral Securities, a Puerto Rico based
investment banking and institutional brokerage firm, Doral
Insurance Agency Inc. and Doral Bank FSB, a federal savings bank
based in New York City.




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


CUMMINS INC: Lehman Bros. Maintains "Underweight" Rating on Firm
----------------------------------------------------------------
Lehman Brothers analyst Joel G. Tiss has kept his "underweight"
rating on Cummins Inc's shares, Newratings.com reports.

Newratings.com relates that the target price for Cummins' shares
was set at US$80.

Mr. Tiss said in a research note published on April 30 that
Cummins' concentration on geographic and product line
diversification is remarkable.  

Mr. Tiss told Newratings.com that Cummins' performance in the
first quarter 2007 was impressive, with robust performance of
the "CMI diversified business model."  The company's Tuck engine
shipments in North America decreased by less than 6%.

Cummins raised its earnings per share guidance for this yearto
US$6.00-6.50 from US$5.50-5.75, while the earnings per share
estimate for this year was increased to US$6.02, Newratings.com
states.

Headquartered in Columbus, Indiana, Cummins Inc. (NYSE: CMI)
-- http://www.cummins.com/-- designs, manufactures, distributes   
and services engines and related technologies, including fuel
systems, controls, air handling, filtration, emission solutions
and electrical power generation systems.  Cummins serves
customers in more than 160 countries through its network of 550
Company-owned and independent distributor facilities and more
than 5,000 dealer locations.  In Latin America, Cummins has
operations in Colombia, Jamaica and Trinidad and Tobago, among
others.

                        *     *     *

Cummins' Junior Convertible Subordinated Debentures carry
Fitch's 'BB' rating with a stable outlook.

As reported in the Troubled Company Reporter on May 11, 2006,
Moody's Investors Service raised Cummins Inc.'s convertible
preferred stock rating to Ba1 from Ba2 and withdrew the
company's SGL-1 Speculative Grade Liquidity rating and its Ba1
Corporate Family Rating.


FIRST CITIZENS: Moody's Ups Fin'l Strength Rating to C- from D+
---------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating First Citizens Bank Limited to C- from
D+, in connection with the rating agency's implementation of its
refined joint default analysis and updated BFSR methodologies
for banks in Trinidad and Tobago.  Solidly improving financial
fundamentals combined with a benign operating and regulatory
environment were the main drivers of the upgrade.   

First Citizens' local currency deposit rating was affirmed at
A1. The rating incorporates Moody's view that its deposits and
senior debt would be fully supported by the system, because of
First Citizens' government ownership and the importance of its
deposit franchise, the second largest in Trinidad and Tobago.

The Long Term Foreign Currency Deposit Rating is affirmed at
Baa1 and remains constrained by Trinidad and Tobago's country
ceiling for deposits.

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the riskiness of a bank's deposit and debt obligations; however,
such support is often uncertain.

Moody's uses conservative support assumptions and a limited
number of support levels to ensure that sufficient weight is
given to a bank's intrinsic financial strength in its bank
deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.

First Citizens Bank Limited -- http://www.firstcitizenstt.com/
-- provides personal, corporate and electronic banking services
in Trinidad and Tobago.




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


BANCO DE VENEZUELA: Moody's Lifts Fin'l Strength Rating to D-
-------------------------------------------------------------
Moody's Investors Service has changed its bank financial
strength rating on Banco de Venezuela to D- from E+.  

Banco de Venezuela's BFSR was upgraded by one notch reflecting
its adequate financial fundamentals, despite the limitations of
volatile regulatory and operating environments.

Moody's also assigned Ba1/ Not-Prime local currency deposit
rating on Banco de Venezuela, and maintained the bank's foreign
currency deposit rating at B3/ Not-Prime.

Moody's published the rating results for banks in Venezuela as
part of the application of its refined joint default analysis
(JDA) and updated BFSR methodologies.

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the risk of a bank's deposit and debt obligations; however, such
support is often uncertain.  Moody's uses conservative support
assumptions and a limited number of support levels to ensure
that sufficient weight is given to a bank's intrinsic financial
strength in its bank deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.

The methodologies are being implemented country by country, with
results being announced on a weekly basis.  Results for those
banks with a parent bank located in another country where the
methodologies have not yet been implemented will be concluded at
the same time as the parent.

Moody's assesses support levels to banks in Venezuela using its
medium country support guideline.  This guideline is based on an
analysis of the history of bank defaults in Venezuela, the
relative importance of the banking system to the country's
economy, and the environment of high government intervention on
the banking system.

Headquartered in Caracas, Venezuela, Banco de Venezuela S.A. --
http://www.mercantil.com.br-- provides banking services to  
private, institutional and commercial clients.  It offers
investment and financing services along with the provision of
insurance and credit card products.  


BANCO MERCANTIL: Moody's Lifts Financial Strength Rating to D-
--------------------------------------------------------------
Moody's Investors Service has changed its bank financial
strength rating (BFSR) on Banco Mercantil, C.A. (Banco
Universal), to D- from E+.  

Banco Mercantil's BFSR was upgraded by one notch reflecting its
adequate financial fundamentals, despite the limitations of
volatile regulatory and operating environments.

Moody's also assigned Ba2/Not Prime local currency deposit
rating, while it maintained its foreign currency deposit rating
on the bank at B3/Not Prime.

Moody's published the rating results for banks in Venezuela as
part of the application of its refined joint default analysis
(JDA) and updated BFSR methodologies.

BFSRs evaluate the stand-alone or intrinsic financial strength
of banks without reference to external support factors.  BFSRs
are the starting point of Moody's bank credit analysis, and are
an important determinant of Moody's bank deposit and debt
ratings.

Moody's then uses its JDA methodology to incorporate the
potential for external support into a bank's local currency
deposit rating.  The potential for external support can reduce
the risk of a bank's deposit and debt obligations; however, such
support is often uncertain.  Moody's uses conservative support
assumptions and a limited number of support levels to ensure
that sufficient weight is given to a bank's intrinsic financial
strength in its bank deposit and debt ratings.

Moody's uses deposit ratings to determine bank debt ratings
based on its notching guidelines for bank securities.  Ratings
for foreign currency obligations are determined after
considering Moody's country ceilings for foreign currency
ratings.

The methodologies are being implemented country by country, with
results being announced on a weekly basis.  Results for those
banks with a parent bank located in another country where the
methodologies have not yet been implemented will be concluded at
the same time as the parent.

Moody's assesses support levels to banks in Venezuela using its
medium country support guideline.  This guideline is based on an
analysis of the history of bank defaults in Venezuela, the
relative importance of the banking system to the country's
economy, and the environment of high government intervention on
the banking system.

Headquartered in Caracas, Venezuela, Banco Mercantil C.A. (Banco
Universal) -- http://www.bancomercantil.com-- is a subsidiary  
of Mercantil, Venezuela's leading financial services provider
operating in 10 countries in the Americas and Europe.  Banco
Mercantil has 299 branches in Venezuela; an agency in Miami and
New York, a branch in Curacao and five representative offices in
Bogota, Lima, Mexico, Sao Paulo and London; Commercebank, N.A.,
a commercial bank in the United States with 10 offices in
southern Florida, a branch in New York, one in Houston and one
loan production office in Tampa; Banco Mercantil (Schweiz) AG;
Banco Mercantil Venezolano in Curacao, Banco del Centro in
Panama, BMC Bank & Trust Limited in the Cayman Islands and
Merinvest, C.A., investment banking and securities brokerage
services in Venezuela; Seguros Mercantil which provides equity
life insurance and health insurance services, and Mercantil
Inversiones y Valores, a holding for other minority investments.


DAIMLERCHRYSLER AG: Chrysler Sale Threatens Marysville Deal
-----------------------------------------------------------
The Chrysler Group's US$700 million investment in Marysville and
the 1,000 jobs that come with it may unravel if DaimlerChrysler
AG's plan to sell the unit pushes through, Jim Bloch writes for
The Voice.

The TCR-Europe reported on April 19 that the Chrysler Group
will boost the Michigan economy with an investment of
US$1.78 billion, much of it to start a multi-product
"Powertrain Offensive."  The initiative will consist of:

   * US$730 million for a new plant in Trenton, Mich., to
     produce the "Phoenix" family of V-6 engines;

   * US$700 million in Marysville, Mich., to build a new axle
     plant;

   * US$300 million in the Sterling Heights (Mich.) Assembly
     Plant (SHAP) to expand its paint shop; and

   * US$50 million for retooling of Warren Truck Assembly Plant
     and Warren Stamping Plant for future product.

The new axle plant in Marysville will incorporate engineering
and development for the creation of a new family of axles that
provide better fuel economy.  In addition, the common axle will
allow the company to consolidate the number of axles for better
economies of scale.

The city of Marysville is planning to buy the property for US$3
million, annex it from the township, and then give the land to
Chrysler, The Voice relates.  However, the deal to build the
axle plant in Marysville could fall through in the event of
Chrysler's sale.  The agreement includes a hold-harmless clause,
under which the city would get its money back for the property
and any other ancillary expenses should something go haywire.

The Economic Development Alliance of St. Clair County, which
played a key role in putting the deal together, currently
controls the option on the farmland, The Voice states.  The city
hopes to regain its investment through Chrysler's taxes in the
next three to five years.

                      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.


                         ***********


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

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Marjorie C. Sabijon, Sheryl Joy P. Olano, Rizande
delos Santos, Christian Toledo, and Junald Ango, Editors.

Copyright 2007.  All rights reserved.  ISSN 1529-2746.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.

The TCR Latin America subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
subscription information, contact Christopher Beard at
240/629-3300.


           * * * End of Transmission * * *