TCRLA_Public/070504.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

             Friday, May 4, 2007, Vol. 8, Issue 88

                          Headlines

A R G E N T I N A

ACEROMET SA: Proofs of Claim Verification Deadline Is May 29
BANCO CREDICOOP: Moody's Ups Fin'l Strength Rating to D from D-
BANCO DE VALORES: Moody's Raises Financial Strength Rating to D+
BANCO HIPOTECARIO: Moody's Lifts Financial Strength Rating to D
BANCO PATAGONIA: Moody's Ups Fin'l Strength Rating to D from E+

BANCO SANTANDER: Moody's Ups Fin'l Strength Rating to D+ from D-
ESHRIKE SRL: Files for Bankruptcy in Buenos Aires Court
ESTRELLA LACTEA: Trustee Filing General Report in Court Monday
GETTY IMAGES: Reports US$38 Million Net Income in First Quarter
GETTY IMAGES: Robert W. Baird Holds Neutral Rating on Firm

GIULIANO Y CIA: Proofs of Claim Verification Is Until May 24
GMAC LLC: S&P Affirms BB+/B-1 Counterparty Credit Rating
HIDRO OBRAS: Proofs of Claim Verification Is Until June 21
LABORATORIOS SYSTEM: Claims Verification Deadline Is June 12
LATINA SRL: Trustee Verifies Proofs of Claim Until Aug. 24

MANYO SA: Trustee To File Individual Reports in Court on Aug. 13
NETOIR SA: Proofs of Claim Verification Deadline Is June 15
SANCOR COOPERATIVAS: Int'l Finance Corp. Balks at Debt Scheme
SEPIA BEAUTY: Proofs of Claim Verification Moved to June 12
SISTEMAS INTEGRADOS: Trustee To File General Report on Monday

TELECOM ARGENTINA: Opens Distribution Center at Ezeiza Airport
TYSON FOODS: Davenport Maintains Buy Rating on Firm's Shares

B E R M U D A

ASPEN INSURANCE: Names Wieczorek as Structured Risk Underwriter
ROYAL CARIBBEAN: Earns US$8.8 Million in 2007 First Quarter
SCOTTISH RE: Provides Update on MassMutual & Cerberus Deal
TEEKAY SHIPPING: Seeks to Continue Bermudan Businesses

B O L I V I A

PRIDE INTERNATIONAL: To Report First Quarter Results on May 10

B R A Z I L

ARR-MAZ CUSTOM: S&P Lowers Corporate Credit Rating to B- from B
BANCO NACIONAL: Names Luciano Coutinho as New President
BLOCKBUSTER INC: Posts US$46.4 Mil. Net Loss in 2007 First Qtr.
COMPANHIA DE SANEAMENTO: Plans Reverse Share Split
CONSTRUTORA NORBERTO: S&P Affirms BB- Corporate Credit Rating

GERDAU SA: Pedro Galdi Expects Increase in Firm's Net Profits
DELPHI CORP: Court Records US$54 Mil. Claim Transfers in March
DELPHI CORP: May Violate EU Policy Over Spanish Plant Closure
FIAT SPA: Earns EUR376 Million in First Quarter 2007
FIAT SPA: Repurchases 700,000 Ordinary Shares

HAYES LEMMERZ: Plans US$150-Million Offering of Senior Notes
HAYES LEMMERZ: Discloses Rights Distribution to Stockholders
HAYES LEMMERZ: Moody's Raises HLI Operating's Corp. Rating to B3
NRG ENERGY: Inks Deal with TEPCO to Expand South Texas Project
NRG ENERGY: S&P Ups Rating on US$4.7 Bil. Unsecured Bonds to B

PETROLEO BRASILEIRO: No Deal Yet on Petrochemical Consolidation
PETROLEO BRASILEIRO: Reiterates Partnership with PDVSA
TRW AUTOMOTIVE: S&P Puts BB+ Long-Term Corporate Credit Rating

C A Y M A N   I S L A N D S

GOLDMAN SACHS: Sets Final Shareholders Meeting for June 1
ICGE SAILS: Proofs of Claim Filing Is Until May 31
KINGSNORTH HOLDINGS: Sets Final Shareholders Meeting for June 1
KS CAPITAL: Will Hold Final Shareholders Meeting on May 31
MAPLE COMPANY: Sets Final Shareholders Meeting for May 31

MULHOLLAND MASTER: Holding Final Shareholders Meeting on June 1
MULHOLLAND OFFSHORE: Sets Final Shareholders Meeting for June 1
OCTAGON INVESTMENT: Proofs of Claim Filing Is Until May 31
PANCRAS LTD: Proofs of Claim Must be Filed by May 31
PARMALAT SPA: Banca delle Marche Settles Suit for EUR22 Million

PARMALAT SPA: Declares EUR0.025 Dividend Per Common Share
PLUM FINANCE: Proofs of Claim Filing Deadline Is May 31
PREMIUM RISK: Will Hold Final Shareholders Meeting on May 31
QUARRY POINT: Sets Final Shareholders Meeting for June 1
QUARRY POINT OFFSHORE: Final Shareholders Meeting Is on June 1

SASCO NIM: Sets Final Shareholders Meeting for June 1

C H I L E

AES GENER: Earns CLP17.1 Billion in First Quarter 2007
BANCO BICE: Moody's Withdraws Bank Financial Strength Rating
GMAC LLC: Posts US$305 Million Net Loss in Qtr. Ended March 31
IMPSAT FIBER: Extends Tender Offer Expiration Date to May 4
NOVA CHEMICALS: Banc of America Downs Firm's Rating to Sell

C O L O M B I A

BANCOLOMBIA: Fitch Drops Rating to C/D After Banco Agricola Buy
ECOPETROL: Alvaro Uribe Urges Acerias Workers to Invest in Firm

C O S T A   R I C A

DENNY'S CORP: Morgan Joseph Reiterates Buy Rating on Firm

D O M I N I C A N   R E P U B L I C

BANCO INTERCONTINENTAL: Central Bank Cancels Torre Auction
BANCO LEON: Earns DOP36.3 Million in First Quarter 2007
CERVECERIA NACIONAL: Moody's Ups US$255MM Notes Rating to Ba3
HILTON HOTELS: Earns US$95 Million in 2007 First Quarter

* DOMINICAN REPUBLIC: Moody's Lifts Ratings to B2 from B3

E C U A D O R

PETROBRAS ENERGIA: Unveils Issuance of US$300-Mil. Series Notes

* ECUADOR: Gets US$87.8-Mil. Financing from IDB for Dam Project

E L   S A L V A D O R

MILLICOM INT'L: Moody's Assigns Loss-Given-Default Rating

M E X I C O

ADVANCED MICRO: Completes US$2.2 Bil. of 6% Sr. Notes Offering
AMSCAN HOLDINGS: Gets Refinancing Commitments from Three Lenders
AXTEL SAB: Revenues Increase 114% to MXN2.9B in First Quarter
AXTEL SAB: Will Use Sycamore's Cross-Connect Platforms
CELESTICA INC: Moody's Cuts Corporate Rating to B1 After Review

GRUPO MEXICO: Local Unit's Miners to Resume Talks with Gov't
GRUPO TMM: Incurs US$5.1 Million Net Loss in 2007 First Quarter
FEDERAL-MOGUL: Creditors Vote to Accept Fourth Amended Plan
KANSAS CITY SOUTHERN: Earns US$22.2 Mil. in First Quarter 2007
KRISPY KREME: Prudential Downs Firm's Rating to Neutral Weight

PORTRAIT CORP: To Sell Assets to CPI Corp. for US$100 Million

P A N A M A

CHIQUITA BRANDS: Weak Quarter Results Cue S&P's Negative Watch

P E R U

DOE RUN PERU: Government Restarts Talks with Striking Miners
NUTRO PRODUCTS: S&P Revises Watch to Positive on Mars Takeover

* PERU: Government Restarts Talks with Striking Miners

P U E R T O   R I C O

ALLIED WASTE: Earns US$39.9 Million in Quarter Ended March 31
CENTRAL PARKING: Moody's Puts (P)Ba2 Rating on US$355MM Facility
DELTA AIR: S&P Lowers Rating on Corporate Certs. to D from B
DORAL FINANCIAL: Liquidity Needs Cue PwC's Going Concern Doubt
DORAL FINANCIAL: May Go Bankrupt If Cash Infusion Talks Fail

DORAL FINANCIAL: Pays Dividend on Three Preferred Stock Series
ROYAL CARIBBEAN: Guzman & Co. Reaffirms Outperform Rating

U R U G U A Y

FUCEREP: Fitch Upgrades Issuer Default Ratings to B- from CCC

V E N E Z U E L A

CERRO NEGRO: Bondholders Impose 45-Day Moratorium
DAIMLERCHRYSLER AG: Earns US$3.7 Billion in Full Year 2006
DAIMLERCHRYSLER AG: Magna Tops List of Chrysler Contenders
PEABODY ENERGY: Re-Elects Five Member to Board of Directors

* VENEZUELA: To Formally Leave IMF & World Bank
* VENEZUELA: Bonds, Currency Fall Over IMF Exit Talk
* VENEZUELA: Says It Will Continue to Pay Foreign Debt


                         - - - - -


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


ACEROMET SA: Proofs of Claim Verification Deadline Is May 29
------------------------------------------------------------
Eduardo Hugo Caggiano, the court-appointed trustee for Aceromet
S.A.'s bankruptcy proceeding, verifies creditors' proofs of
claim until May 29, 2007.

Mr. Caggiano will present the validated claims in court as
individual reports on July 12, 2007.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Aceromet 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 Aceromet's accounting
and banking records will be submitted in court on Sept. 7, 2007.

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

The debtor can be reached at:

          Aceromet S.A.
          Ciudad de la Paz 550
          Buenos Aires, Argentina

The trustee can be reached at:

          Eduardo Hugo Caggiano
          Cramer 2175
          Buenos Aires, Argentina


BANCO CREDICOOP: Moody's Ups Fin'l Strength Rating to D from D-
---------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating on Banco Credicoop Cooperativo
Limitado 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 Argentina.

Banco Credicoop's Local Currency Deposit Rating is upgraded to
Ba1 from Ba3.  Its Foreign Currency Deposit Rating is affirmed
at Caa1, with positive outlook.  The company's long term
Argentine National Scale Rating for Local Currency Deposits is
raised to Aa1.ar from Aa2.ar. and its long term Foreign Currency
deposit rating in National Scale is affirmed at Ba1.ar.

The BFSRs of 18 Argentine banks were upgraded, by one or two
notches, as a result of their improving financial fundamentals
and evolving franchises, combined with an improving regulatory
environment.  Many of the banks that were upgraded had had
positive outlooks on their BFSRs.

Moody's has assigned support levels to banks in Argentina using
its high country support guideline.  This guideline takes into
consideration the recent evidence of support for banks, in
addition to size, strength and degree of fragmentation of the
Argentinean banking system.  The implementation of the JDA
methodology also led to the upgrade of the local currency
deposit ratings of 15 banks by two notches, on average.

Most of the national scale ratings, which are derived from the
global local currency deposit ratings, were also upgraded as a
result of the rise in deposit ratings.

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.

Founded in 1979, Banco Credicoop Cooperativo Limitado is
headquartered in Buenos Aires, Argentina.


BANCO DE VALORES: Moody's Raises Financial Strength Rating to D+
----------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating on Banco de Valores S.A. 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 Argentina.

Banco de Valores' Local Currency Deposit Rating is upgraded to
Ba1 from Ba2.  Its Foreign Currency Deposit Rating is affirmed
at Caa1 with positive outlook.  The company's long term
Argentine National Scale Rating for Local Currency Deposits is
affirmed at Aaa.ar and its long term Foreign Currency deposit
rating in National Scale is affirmed at Ba1.ar.

The BFSRs of 18 Argentine banks were upgraded, by one or two
notches, as a result of their improving financial fundamentals
and evolving franchises, combined with an improving regulatory
environment.  Many of the banks that were upgraded had had
positive outlooks on their BFSRs.

Moody's has assigned support levels to banks in Argentina using
its high country support guideline.  This guideline takes into
consideration the recent evidence of support for banks, in
addition to size, strength and degree of fragmentation of the
Argentinean banking system.  The implementation of the JDA
methodology also led to the upgrade of the local currency
deposit ratings of 15 banks by two notches, on average.

Most of the national scale ratings, which are derived from the
global local currency deposit ratings, were also upgraded as a
result of the rise in deposit ratings.

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 Buenos Aires, Argentina, Banco de Valores SA --
http://www.bancodevalores.com/rights.htm-- is owned by the  
Buenos Aires stock exchange.  It was established in 1978 by
Mercado de Valores de Buenos Aires to carry on activities
inherent in investment banking, complementarily performing
retailer bank activities.  The bank specializes in providing
banking and clearing services to the securities industry and
capital market participants.


BANCO HIPOTECARIO: Moody's Lifts Financial Strength Rating to D
---------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating on Banco Hipotecario S.A. to D from
E+, in connection with the rating agency's implementation of its
refined joint default analysis and updated BFSR methodologies
for banks in Argentina.

Banco Hipotecario's Local Currency Deposit Rating is upgraded to
Ba1 from Ba3.  Its Foreign Currency Deposit Rating is affirmed
at Caa1 with positive outlook.  The company's long term
Argentine National Scale Rating for Local Currency Deposits is
also affirmed at Aa1.ar. and its long term Foreign Currency
deposit rating in National Scale is affirmed at Ba1.ar.

The BFSRs of 18 Argentine banks were upgraded, by one or two
notches, as a result of their improving financial fundamentals
and evolving franchises, combined with an improving regulatory
environment.  Many of the banks that were upgraded had had
positive outlooks on their BFSRs.

Moody's has assigned support levels to banks in Argentina using
its high country support guideline.  This guideline takes into
consideration the recent evidence of support for banks, in
addition to size, strength and degree of fragmentation of the
Argentinean banking system.  The implementation of the JDA
methodology also led to the upgrade of the local currency
deposit ratings of 15 banks by two notches, on average.

Most of the national scale ratings, which are derived from the
global local currency deposit ratings, were also upgraded as a
result of the rise in deposit ratings.

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 Buenos Aires, Argentina, Banco Hipotecario SA
-- http://www.hipotecario.com.ar-- is an Argentinean commercial  
bank and specialty mortgage provider.  Banco Hipotecario'
business lines include credit lines for consumers, short-term
financing for exporting companies, factoring services, deposit
accounts, purchase and sale of foreign currency, custodial
services, safe deposit box rentals, payroll bank accounts,
securities brokerage services and sales of insurance through
authorized agents and companies.  The bank launched this new
series of products and services as an alternative to its
mortgage loans business, which as a result of the economic
crisis, came to a temporary halt in 2002.  In late 2003, and in
the light of the favorable trends shown by economic variables,
Banco Hipotecario started to offer new housing mortgage loans.
The bank's subsidiaries consist of BHN Sociedad de Inversion
Sociedad Anonima.


BANCO PATAGONIA: Moody's Ups Fin'l Strength Rating to D from E+
---------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating on Banco Patagonia S.A. to D from E+,
in connection with the rating agency's implementation of its
refined joint default analysis and updated BFSR methodologies
for banks in Argentina.

Banco Patagonia's Local Currency Deposit Rating is upgraded to
Ba1 from Ba3.  Its Foreign Currency Deposit Rating is affirmed
at Caa1, with positive outlook.  The company's long term
Argentine National Scale Rating for Local Currency Deposits is
raised to Aa1.ar from Aa2.ar. and its long term Foreign Currency
deposit rating in National Scale is affirmed at Ba1.ar.  The
Foreign Currency Subordinated Debt Rating is upgraded to B2 from
Caa1.  The outlook on the debt rating is positive.  The National
Scale Rating for Foreign Currency Subordinated Debt is raised to
Aa3.ar from Ba1.ar.

The BFSRs of 18 Argentine banks were upgraded, by one or two
notches, as a result of their improving financial fundamentals
and evolving franchises, combined with an improving regulatory
environment.  Many of the banks that were upgraded had had
positive outlooks on their BFSRs.

The most notable debt upgrades, compared to pre-JDA levels, were
for Banco Macro S.A.'s junior capital securities, which was
upgraded to B2 and for Banco Patagonia's foreign currency
subordinated debt, which rating was lifted by two notches to B2,
from Caa1, Both actions reflect the upgrade of their respective
BFSRs and resultant lift in their deposit ratings.

Moody's has assigned support levels to banks in Argentina using
its high country support guideline.  This guideline takes into
consideration the recent evidence of support for banks, in
addition to size, strength and degree of fragmentation of the
Argentinean banking system.  The implementation of the JDA
methodology also led to the upgrade of the local currency
deposit ratings of 15 banks by two notches, on average.

Most of the national scale ratings, which are derived from the
global local currency deposit ratings, were also upgraded as a
result of the rise in deposit ratings.

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.

Banco Patagonia specializes in public offerings of
securitizations.  It became Argentina's fifth largest locally
owned private bank through its purchase of Lloyds TSB Argentina
in late 2004.  The bank operates through 139 branches and has
202 ATM machines.


BANCO SANTANDER: Moody's Ups Fin'l Strength Rating to D+ from D-
----------------------------------------------------------------
Moody's Investors Service has confirmed that it raised its bank
financial strength rating on Banco Santander Rio S.A. 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 Argentina.

Banco Santander's Local Currency Deposit Rating is upgraded to
Ba1 from Ba2.  Its Foreign Currency Deposit Rating is affirmed
at Caa1 with positive outlook.  The company's long term
Argentine National Scale Rating for Local Currency Deposits is
affirmed at Aaa.ar and its long term Foreign Currency deposit
rating in National Scale is affirmed at Ba1.ar.  The Local
Currency Senior Debt Rating is upgraded to Ba1 from Ba2.  The
National Scale Rating for Local Currency Debt is affirmed to
Aaa.ar.

The BFSRs of 18 Argentine banks were upgraded, by one or two
notches, as a result of their improving financial fundamentals
and evolving franchises, combined with an improving regulatory
environment.  Many of the banks that were upgraded had had
positive outlooks on their BFSRs.

Moody's has assigned support levels to banks in Argentina using
its high country support guideline.  This guideline takes into
consideration the recent evidence of support for banks, in
addition to size, strength and degree of fragmentation of the
Argentinean banking system.  The implementation of the JDA
methodology also led to the upgrade of the local currency
deposit ratings of 15 banks by two notches, on average.

Most of the national scale ratings, which are derived from the
global local currency deposit ratings, were also upgraded as a
result of the rise in deposit ratings.

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.

Banco Santander Rio S.A. is headquartered in Buenos Aires,
Argentina.  The bank had ARS16.2 billion (US$5.3 billion) in
total assets and ARS12.6 billion (US$4.1 billion) in deposits
as of December 2006.


ESHRIKE SRL: Files for Bankruptcy in Buenos Aires Court
-------------------------------------------------------
Eshrike S.R.L. has filed for bankruptcy before the National
Commercial Court of First Instance in Buenos Aires after failing
to pay its liabilities.

The petition, once approved, will allow the transfer of control
of Eshrike's assets to a court-appointed trustee who will
supervise the liquidation proceedings.

The debtor can be reached at:

        Eshrike S.R.L.
        Avenida Raul Scalabrini Ortiz 1550
        Buenos Aires, Argentina


ESTRELLA LACTEA: Trustee Filing General Report in Court Monday
--------------------------------------------------------------
Norberto Bonesi, the court-appointed trustee for Estrella Lactea
SA's bankruptcy case, will submit to court a general report
containing an audit of the company's accounting and banking
records on May 7, 2007.

Mr. Bonesi verified creditors' proofs of claim until
Feb. 6, 2007.  He then presented the validated claims in court
as individual reports on March 22, 2007.  Court No. 12 in Buenos
Aires, with the assistance of Clerk No. 24, will determine if
the verified claims are admissible, taking into account the
trustee's opinion and the objections and challenges raised by
Estrella Lactea and its creditors.

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

The debtor can be reached at:

          Estrella Lactea SA
          Avenida Corrientes 554
          Buenos Aires, Argentina

The trustee can be reached at:

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


GETTY IMAGES: Reports US$38 Million Net Income in First Quarter
---------------------------------------------------------------
Getty Images, Inc., reported preliminary results for the first
quarter ended March 31, 2007.  Results presented in this release
are subject to change as a result of the matters described in
the Restatement of Financial Statements section.

                     Quarterly Highlights

   -- Revenue grew 6 percent to a record US$213 million compared
      to US$201 million in the first quarter of 2006

   -- Royalty-free imagery revenue grew 13 percent

   -- Editorial imagery revenue grew 16 percent

   -- Earnings per diluted share were US$0.63.  Excluding costs
      related to the company's review of its equity compensation
      grant practices and a terminated acquisition, earnings per
      diluted share were US$0.68

   -- Cash and cash equivalents grew by US$47 million during the
      quarter to US$387 million

   -- Agreed to acquire WireImage, a leading creator of
      entertainment and event imagery

"We continue to increase our lead in this dynamic industry and
are taking significant and meaningful actions to drive future
growth," said Jonathan Klein, Getty Images' co-founder and Chief
Executive Officer.  "Our recent operating achievements,
partnerships and acquisitions, together with the formation of
our footage and multimedia division, are all evidence of our
commitment to innovation and growth.  Additionally, our industry
leading Web sites and customer service continue to ensure a
best-in-class image licensing experience for our customers."

Revenue grew 5.8 percent to US$212.7 million from US$200.9
million in the first quarter of 2006, or 1.6 percent on a
currency-neutral basis.  Cost of revenue of US$54.8 million was
25.8 percent of revenue.

Selling, general and administrative expenses were US$81.4
million, or 38.3 percent of revenue.  Excluding US$4.1 million
in professional fees associated with the company's review of its
equity compensation grant practices and a terminated
acquisition, SG&A was US$77.3 million, or 36.3 percent of
revenue.

Income from operations was US$55.6 million, or 26.2 percent of
revenue.  Excluding the professional fees, income from
operations was US$59.8 million, or 28.1 percent of revenue.

Net income for the first quarter of 2007 was US$38.0 million
with earnings per diluted share of US$0.63.  Excluding the
professional fees, net income was US$40.5 million and earnings
per diluted share were US$0.68.

Cash and cash equivalent balances were US$386.5 million at
March 31, 2007, an increase of US$47 million during the quarter.  
The acquisition of property and equipment totaled US$16.6
million during the first quarter of 2007.

               Multi-Site Strategy Expansion

Getty Images is executing on a strategy to offer all products to
all customer segments on all platforms at all price points.  In
order to accelerate key parts of this strategy the company has
acquired PunchStock, a leading distributor of royalty-free
imagery, which will serve as an additional creative imagery Web
site for our customers.

"Customers have a wide array of projects with varying
requirements for the quality of the imagery and the related
budget," commented Mr. Klein.  "The addition of PunchStock
extends Getty Images' reach to a customer base that places high
importance on value-priced, high-quality imagery coupled with
simplified search and licensing.  We look forward to further
innovation with expanded licensing options, additional language
capabilities, and many new products and services."

The site joins http://www.gettyimages.comand  
http://www.istockphoto.comin serving distinct segments of the  
creative image buying marketplace.  In addition to its editorial
imagery products, services, and sites, Getty Images now has
three creative imagery Web sites that address the variety of
existing customer needs.

   -- http://www.gettyimages.comis the de facto home page for
      creative and publishing professionals with unparalleled
      breadth and depth, the highest quality imagery and world-
      class search technology.  The company will continue to
      offer best in class products and services including some
      leading collections which cannot be found anywhere else.

   -- http://www.punchstock.comoffers high quality,
      value-priced imagery coupled with simplified search and
      licensing.  Additional innovation will include expanded
      license options, additional language capabilities and many
      new products and services.

   -- http://www.istockphoto.comis the inventor and leader in
      community-based stock photography, showcasing the world's
      best, freshest, commercially-viable, user-generated
      content, while making imagery affordable to businesses
      that may not have licensed imagery otherwise.

                      Business Outlook

For the second quarter of 2007, the company expects revenue of
approximately US$218 million and diluted earnings per share of
US$0.58.  This guidance includes approximately US$0.07 of
dilution from the acquisition of WireImage and US$0.01 for the
costs related to the company's review of its equity compensation
grant practices in the second quarter.  The company expects this
acquisition to be accretive in 2008.

For full year 2007, the company expects revenue of approximately
US$880 million and earnings per share of approximately US$2.47.  
Earnings per share guidance includes approximately US$0.12 of
dilution from the acquisition of WireImage and US$0.05 for the
costs related to the company's review of its equity compensation
grant practices and terminated acquisition costs.

Guidance for 2007 assumes just over 60 million fully diluted
shares for both the second quarter and for the full year.

              Financial Statements Restatement

The financial results and outlook set forth in this press
release do not take into account any adjustments for additional
expenses that may be required in connection with the ongoing
review of the company's historical equity compensation grant
practices, as more fully discussed in the company's Current
Report on Form 8-K dated April 16, 2007 and other filings with
the SEC.

The company is in the process of finalizing its accounting for
any adjustments for additional expenses that may be required in
connection with the ongoing review of the company's historical
equity compensation grant practices including the tax impact and
other related issues.  Based on the company's current knowledge,
management believes that the restatement will likely involve
total pre-tax, non-cash equity-based compensation expense of
approximately US$28 million to US$32 million, of which
management expects approximately 95% to be expensed in 2002 and
earlier fiscal years.  As announced on April 16, 2007, the
special committee concluded that the evidence obtained and
reviewed in its investigation did not establish any intentional
wrongdoing by current employees, officers or directors of the
company, and the special committee continues to have confidence
in the integrity of current management.

The company's management has determined that, due to errors in
the accounting for equity based compensation, the company's
previously filed financial statements for the fiscal years ended
1998 to 2005, the interim periods contained therein, the
quarters ended March 31, 2006, and June 30, 2006, together with
all earnings and other press releases containing company
financial information for those periods and the earnings
releases for the quarters ended Sept. 30, 2006, and
Dec. 31, 2006, respectively, should no longer be relied upon and
will require restatement.  The company's Board of Directors
concurred with management's determination.

The company intends to provide audited, restated financial
statements and related disclosures in its Annual Report on Form
10-K for the fiscal year ended Dec. 31, 2006, to be filed as
soon as possible with the SEC, and otherwise to become current
in its reporting obligations under the Securities Exchange Act
of 1934, as amended.  Other than the results for the quarter
ended March 31, 2007, and the revenue comparables for the
quarter ended March 31, 2006, the company has not included any
historical results herein because management has determined, and
the company's Board of Directors has concurred, that certain of
the company's previously filed financial statements and earnings
and other press releases containing company financial statements
should no longer be relied upon.

                     About Getty Images

Headquartered in Seattle, Washington, Getty Images, Inc. is a
leading creator and distributor of high quality imagery and
related services to creative professionals at advertising
agencies, graphic design firms, corporations, and film and
broadcasting companies; editorial customers involved in
newspaper, magazine, book, CD-ROM and online publishing; and
corporate marketing departments and other business customers.
Revenues are principally derived from licensing rights to use
images that are delivered digitally over the Internet.  Revenues
for the year ended Dec. 31, 2006 are expected to be about
US$807 million.  The company has corporate offices in Australia,
the United Kingdom and Argentina.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 30, 2007, Moody's Investors Service affirmed the Ba1
Corporate Family Rating and Ba2 rating on the US$265-million of
convertible subordinated debentures of Getty Images, Inc.  The
rating outlook remains stable.

Moody's affirmed these ratings:

   -- USUS$265-million series B convertible subordinated notes
      due 2023, Ba2 (LGD 5, 77% from LGD 5, 71%);

   -- Corporate family rating, Ba1; and

   -- Probability of default rating, Ba1.


GETTY IMAGES: Robert W. Baird Holds Neutral Rating on Firm
----------------------------------------------------------
Robert W. Baird analysts have kept their rating on Getty Images'
shares at "neutral," Newratings.com reports.

Newratings.com relates that the target price for Getty Images'
shares is set at US$55.

The analysts said in a research note published on May 2 that
Getty Images' first quarter 2007 results were marginally ahead
of the estimates and the consensus.

The "dilutive" WireLine acquisition and the professional service
expenses related to the options pricing inquiry affected Getty
Images' forward guidance, Newratings.com notes, citing the
analysts.

The earnings per share estimate for this year was reduced to
US$2.47 from US$2.66, Newratings.com states.
   
Headquartered in Seattle, Washington, Getty Images, Inc. is a
leading creator and distributor of high quality imagery and
related services to creative professionals at advertising
agencies, graphic design firms, corporations, and film and
broadcasting companies; editorial customers involved in
newspaper, magazine, book, CD-ROM and online publishing; and
corporate marketing departments and other business customers.
Revenues are principally derived from licensing rights to use
images that are delivered digitally over the Internet.  Revenues
for the year ended Dec. 31, 2006 are expected to be about US$807
million.  The company has corporate offices in Australia, the
United Kingdom and Argentina.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 30, 2007, Moody's Investors Service affirmed the Ba1
Corporate Family Rating and Ba2 rating on the US$265-million of
convertible subordinated debentures of Getty Images, Inc.  The
rating outlook remains stable.

Moody's affirmed these ratings:

   -- US$265-million series B convertible subordinated notes due
      2023, Ba2 (LGD 5, 77% from LGD 5, 71%);

   -- Corporate family rating, Ba1; and

   -- Probability of default rating, Ba1.


GIULIANO Y CIA: Proofs of Claim Verification Is Until May 24
------------------------------------------------------------
Silvia A. Ganem, the court-appointed trustee for Giuliano y
Cia.'s bankruptcy proceeding, verifies creditors' proofs of
claim until May 24, 2007.

Ms. Ganem will present the validated claims in court as
individual reports on July 13, 2007.  The National Commercial
Court of First Instance in Casilda, Santa Fe, 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 Giuliano y Cia. 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 Giuliano y Cia.'s
accounting and banking records will be submitted in court on
July 13, 2007.

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

The debtor can be reached at:

          Giuliano y Cia.
          9 de Julio 1333 Arequito, Departamento Caseros
          Santa Fe, Argentina

The trustee can be reached at:

          Silvia A. Ganem
          Buenos Aires 1854, Casilda
          Santa Fe, Argentina


GMAC LLC: S&P Affirms BB+/B-1 Counterparty Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+/B-1'
counterparty credit rating on GMAC LLC.  The outlook was revised
to negative from developing.  At the same time, Standard &
Poor's lowered its counterparty credit rating on GMAC's wholly
owned subsidiary, Residential Cap LLC or ResCap, to 'BBB-/A-3'
from 'BBB/A-3'.  The outlook on ResCap is stable.
      
"The revision of GMAC's outlook and the downgrade of ResCap
reflect massive additional losses at ResCap's subprime mortgage
business, totaling US$910 million after-tax in first-quarter
2007," said Standard & Poor's credit analyst Scott Sprinzen.  
These losses caused GMAC overall to be unprofitable (net loss of
US$305 million), notwithstanding strong performance by GMAC's
automotive finance, insurance, and other businesses.  ResCap's
loss was significantly worse than Standard & Poor's had
anticipated.  Standard & Poor's now believe that poor financial
performance at ResCap could persist for at least the next year,
and that this will depress GMAC's consolidated results,
significantly dampening the potential for an upgrade of GMAC
within the time period addressed by the outlook.
     
The ratings on GMAC continue to reflect the benefits afforded by
the diversity of its mortgage and insurance businesses, its
generally high asset quality, and its significant long-range
profit potential.  The ratings also reflect the risks facing
GMAC because of its close business ties to General Motors Corp.
(GM; B/Negative/B-3), notwithstanding the completion of a
transaction on Nov. 30, 2006, whereby GM sold a 51% stake in
GMAC to a consortium headed by Cerberus Capital Management L.P.  
As a result of the transaction with Cerberus, GMAC was able to
achieve a significant degree of ratings separation from GM.      

Despite the beneficial aspects of the transaction, GMAC will
continue to face some GM-related risks.  In particular, the
value of GMAC's core automotive finance franchise will still be
influenced by GM's fortunes.  If GM's competitiveness
deteriorates further, especially if GM were ultimately to
declare bankruptcy, this could have a severe effect on the
credit and residual loss levels associated with GMAC's retail,
wholesale loan, and lease portfolios.  There are limits on
GMAC's ability to contain its GM-related credit exposure: GMAC
is required to continue allocating capital to provide financing
to GM customers and wholesale dealers, in accordance with
historical practice.  Although GMAC retains the right to make
individual credit decisions, GMAC has committed to funding a
broad credit spectrum of customers and dealers, largely
consistent with historical practice.  In addition, Standard &
Poor's believe there is potential for future divisiveness among
GMAC's owners from diverging business or economic interests.  
Moreover, potential further ownership changes in the long term
are unknown because the consortium is required to retain its
investment in GMAC for only five years.
     
ResCap was the seventh-largest U.S. mortgage originator and
servicer in 2006.  U.S. nonprime loan production accounted for
only 19% of its total loan production in 2006.  The company is
very well-diversified geographically and in terms of mortgage
products.  The differential between Standard & Poor's ratings on
ResCap and GMAC reflects ResCap's ability to operate its
mortgage businesses separately from GMAC's auto finance
business, from which ResCap is partially insulated by financial
covenants and governance provisions.  However, Standard & Poor's
expect to continue to link the ratings on ResCap with those on
GMAC in view of the latter's full ownership of ResCap.
     
The ratings on GMAC could be jeopardized given further
deterioration at GM and/or ResCap that threatens to impinge on
GMAC's financial performance and funding flexibility.  While we
believe GMAC could survive a bankruptcy filing by GM, the
ratings on GMAC would likely be lowered -- possibly by several
notches if this were to occur -- given the uncertainties such a
development would entail for GMAC.  Improvement in GM's
prospects and/or a rapid rebound in ResCap's earnings would
enhance GMAC's upgrade potential.  However, Standard & Poor's
would still need to consider uncertainty regarding GMAC's
ownership structure beyond the next five years.

                        About ResCap

ResCap is a holding company for the real estate financing
businesses of GMAC LLC, including GMAC-RFC Holding and GMAC
Residential Holding Corp.

                       About GMAC LLC

GMAC LLC, headquartered in Detroit, Michigan, provides retail
and wholesale auto financing, primarily in support of General
Motors' auto operations, and is one of the world's largest non-
bank financial institutions.  GMAC LLC reported earnings of
US$2.4 billion in 2005.  Its Latin American operations are
located in Argentina, Brazil, Chile, Colombia, Mexico and
Venezuela.


HIDRO OBRAS: Proofs of Claim Verification Is Until June 21
----------------------------------------------------------
Maria Alejandra Barbieri, the court-appointed trustee for Hidro
Obras S.A.'s bankruptcy proceeding, verifies creditors' proofs
of claim until June 21, 2007.

Ms. Barbieri will present the validated claims in court as
individual reports on Aug. 30, 2007.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Hidro Obras 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 Hidro Obras'
accounting and banking records will be submitted in court on
Oct. 17, 2007.

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

The debtor can be reached at:

          Hidro Obras S.A.
          Avenida Cordoba 1351
          Buenos Aires, Argentina

The trustee can be reached at:

          Maria Alejandra Barbieri
          Avenida Cabildo 2040
          Buenos Aires, Argentina


LABORATORIOS SYSTEM: Claims Verification Deadline Is June 12
------------------------------------------------------------
Abella - Fernandez Martinez y Asociados, the court-appointed
trustee for Laboratorios System S.A.'s bankruptcy proceeding,
verifies creditors' proofs of claim until June 12, 2007.

Abella - Fernandez will present the validated claims in court as
individual reports on Aug. 13, 2007.  The National Commercial
Court of First Instance in La Plata, Buenos Aires, will
determine if the verified claims are admissible, taking into
account the trustee's opinion, and the objections and challenges
that will be raised by Laboratorios System 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 Laboratorios System's
accounting and banking records will be submitted in court on
Sept. 25, 2007.

Abella - Fernandez is also in charge of administering
Laboratorios System's assets under court supervision and will
take part in their disposal to the extent established by law.

The debtor can be reached at:

          Laboratorios System S.A.
          Calle 23, Nro. 1428
          La Plata, Buenos Aires
          Argentina

The trustee can be reached at:

          Abella - Fernandez Martinez y Asociados
          Calle 39, Nro. 929
          La Plata, Buenos Aires
          Argentina


LATINA SRL: Trustee Verifies Proofs of Claim Until Aug. 24
----------------------------------------------------------
Hugo Matias Vinolo, the court-appointed trustee for Latina
S.R.L.'s reorganization proceeding, verifies creditors' proofs
of claim until Aug. 24, 2007.

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

Mr. Vinolo will present the validated claims in court as
individual reports on Nov. 6, 2007.  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 Latina 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 Latina's accounting
and banking records will be submitted in court on
April 24, 2008.

The informative assembly will be held on Nov. 5, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The trustee can be reached at:

          Hugo Matias Vinolo
          Agustin Alvarez 318, Ciudad de Mendoza
          Mendoza, Buenos Aires


MANYO SA: Trustee To File Individual Reports in Court on Aug. 13
----------------------------------------------------------------
Gustavo Ariel Fiszman, the court-appointed trustee for Manyo
S.A.'s bankruptcy proceeding, will present creditors' validated
claims as individual reports in the National Commercial Court of
First Instance No. 19 in Buenos Aires on Aug. 13, 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 Manyo 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
March 21, 2007, Mr. Fizman verifies creditors' proofs of claim
until June 12, 2007.

Mr. Fizman will also submit to court a general report containing
an audit of Manyo's accounting and banking records on
Oct. 1, 2007.

Clerk No. 37 assists the court in the proceeding.

The debtor can be reached at:

          Manyo SA
          Av. del Libertador 774
          Buenos Aires, Argentina

The trustee can be reached at:

          Gustavo Ariel Fiszman
          Avenida Santa Fe 5086
          Buenos Aires, Argentina


NETOIR SA: Proofs of Claim Verification Deadline Is June 15
-----------------------------------------------------------
Maria del Carmen Amandule, the court-appointed trustee for
Netoir S.A.'s bankruptcy proceeding, verifies creditors' proofs
of claim until June 15, 2007.

Ms. Amandule will present the validated claims in court as
individual reports on Aug. 29, 2007.  The National Commercial
Court of First Instance No. 8 in Buenos Aires, with the
assistance of Clerk No. 16,  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 Netoir 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 Netoir's accounting
and banking records will be submitted in court on Oct. 10, 2007.

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

The trustee can be reached at:

          Maria del Carmen Amandule
          24 de Noviembre 1226
          Buenos Aires, Argentina


SANCOR COOPERATIVAS: Int'l Finance Corp. Balks at Debt Scheme
-------------------------------------------------------------
The International Finance Corporation, the private sector arm of
the World Bank, is raising objections to Argentine dairy
cooperative SanCor Cooperativas Unidas's debt restructuring
proposal for the second time.

In mid 2006, the IFC blocked SanCor's first restructuring
attempt, which ended up with the Venezuela's government's loan
offer.  Now that SanCor has US$80 million to settle US$190
million in debt, the IFC requests that SanCor pays it some US$15
million in overdue principal payments.  Two weeks ago, the dairy
company announced to all of its creditors that it would pay
these overdue principal installments, which correspond to the
period between September 30 and April 30, only to those who
accept its debt-restructuring offer.

SanCor told the stock exchange that it received a formal
notification from the IFC compelling it to settle the overdue
payments before April 30.

Such demand complicates SanCor's plan.  However, the company
said it would continue holding negotiations, based on the
already announced general repayment terms.

The Venezuelan government agreed to lend SanCor US$135 million,
of which US$15 million have already been given, but the rest
will gradually come provided a series of goals are met.  In
order to access the US$80 million allocated to pay debts, SanCor
needs to obtain agreement from at least 50% of creditors.  The
only creditor that respondedd so far is the IFC, but this entity
usually takes the lead for other international banks such as
Rabobank and Citibank.  This group holds more than 50% of
SanCor's debt.


Meanwhile, majority of local banks have already given green
light to SanCor's proposal.  Nevertheless, as they are minority,
their consent would not be enough.

Headquartered in Santa Fe, Argentina, SanCor is a dairy milk
cooperative and one of the largest milk processors and marketers
in Argentina.  Annual revenues for the fiscal year ended June
2006, are ARS1.4 billion.

                        *     *     *

As reported on Jan. 15, 2007, Standard & Poor's rated SanCor
Coop. Unidas Ltda.'s debts at D:

   -- Obligaciones Negociables Serie 2, issued under the US$300
      million program, for US$19,000,000,

   -- Obligaciones Negociables Serie 3, included under the
      US$300 million program, for US$75,800,000.


SEPIA BEAUTY: Proofs of Claim Verification Moved to June 12
-----------------------------------------------------------
Hector Julio Grisolia, the court-appointed trustee for
Sepia Beauty S.A.'s bankruptcy proceeding, verifies creditors'
proofs of claim until June 12, 2007.

As reported in the Troubled Company Reporter-Latin America on
April 19, 2007, the claims verification deadline was initially
set for May 12, 2007.

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

Infobae did not state the reports submission dates.

The debtor can be reached at:

          Sepia Beauty S.A.
          Coronel Diaz 1466
          Buenos Aires, Argentina

The trustee can be reached at:

          Hector Julio Grisolia
          Jeronimo Salguero 2533
          Buenos Aires, Argentina


SISTEMAS INTEGRADOS: Trustee To File General Report on Monday
-------------------------------------------------------------
Graciela Elena Lisarrague, the court-appointed trustee for
Sistemas Integrados SA's bankruptcy proceeding, will submit to
court a general report containing an audit of the company's
accounting and banking records on May 7, 2007.

Ms. Lisarrague verified creditors' proofs of claim until
Feb. 9, 2007.  She then presented the validated claims in court
as individual reports on March 23, 2007.  Court in Buenos Aires
will determine if the verified claims are admissible, taking
into account the trustee's opinion and the objections and
challenges raised by Sistemas Integrados and its creditors.

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

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

The trustee can be reached at:

         Graciela Elena Lisarrague
         Juaan D. Peron 1509
         Buenos Aires, Argentina


TELECOM ARGENTINA: Opens Distribution Center at Ezeiza Airport
--------------------------------------------------------------
Argentine paper La Nacion reports that Telecom Argentina has
launched a logistics and distribution center at the Ezeiza
international airport.

Business News Americas relates that the center is in the
facilities of cargo operator Terminal de Cargas Argentina.  It
will centralize logistics and distribution services for Telecom
Argentina's mobile unit Telecom Personal.

Telecom Argentina's Supply Director Jose Maria Pena Fernandez
told La Nacion that the company will use the center to move from
an in-house distribution scheme to an outsourcing model.
According to BNamericas, Telecom Argentina has outsourced this
business area to logistics company Simex International and
telephony services and equipment provider Multiradio.

Mr. Fernandez explained to BNamericas that at first, the only
area to be outsourced is distribution and logistics for Telecom
Personal.  Other business areas will join the model at a later
stage.

Telecom Argentina expects to handle 250,000-350,000 mobile
devices in the new center per month, BNamericas states.

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

                        *     *     *

As reported on Oct 11, 2006, Standard & Poor's Ratings Services
raised Telecom Argentina S.A.'s counterparty credit rating to
B+/Stable/ from B/Stable following the upgrade of the Republic
of Argentina to 'B+' from 'B'.


TYSON FOODS: Davenport Maintains Buy Rating on Firm's Shares
------------------------------------------------------------
Newratings.com reports that Davenport & Company analyst Ann H.
Gurkin has kept her "buy" rating on Tyson Foods' shares.

According to Newratings.com, the 12-month target price for Tyson
Foods' shares is set at US$28.

Ms. Gurkin said in a research note on May 1 that Tyson Foods has
reported that its second quarter earnings per share were
significantly ahead of the estimates and the consensus.

Ms. Gurkin told Newratings.com that Tyson Foods' beef, chicken
and pork sales in the second quarter were ahead of the
estimates, while prepared foods sales were short of the
estimates

The earnings per share estimate for fiscal year 2007 was
increased to US$0.85 from US$0.75 to show higher margins for
beef and pork as well as the second-quarter advantage.

Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE:TSN) --
http://www.tysonfoods.com/-- is a processor and marketer of    
chicken, beef, and pork.  The company produces a wide variety of
protein-based and prepared food products, which are marketed
under the "Powered by Tyson(TM)" strategy.  It has operations in
Argentina.

                        *     *     *

On Sept. 25, 2006, Moody's Investors Service took a number of
rating actions in relation to Tyson, including the assignment of
a Ba1 rating to the company's:

   -- US$1 billion senior unsecured bank credit facility; and

   -- US$345 million senior unsecured bank term loan for its
      Lakeside Farms Industries Ltd. subsidiary, under a full
      Tyson Foods, Inc. guarantee.




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


ASPEN INSURANCE: Names Wieczorek as Structured Risk Underwriter
---------------------------------------------------------------
The Royal Gazette reports that Aspen Insurance Holdings has
appointed Miroslaw (Mirek) Wieczorek as senior structured risk
underwriter.

According to the Royal Gazette, Mr. Wieczorek will be
responsible for:

          -- the underwriting of structured risk transactions,
             from sourcing the business to developing an
             appropriate structure;

          -- associating risk modeling, and

          -- liasing with internal and external resources.

The Royal Gazette notes that Mr. Wieczorek will create, develop
and refine structured solutions to complex risk transfer
transactions.  He will report to Aspen Insurance's structured
risk head, Victor Baillargeon.

Mr. Wieczorek had been Ernst & Young's Senior Manager since
2005.  Prior to that, he was ACE Tempest Re, USA's senior vice
president, the Royal Gazette states.

"We are delighted to welcome Mirek to Aspen Insurance Limited.  
Mirek's background advising clients on underwriting and
structuring US property and casualty exposures complements our
expertise.  Mirek is a welcome addition to the structured
reinsurance team and the capabilities we can offer our brokers
and clients," Mr. Baillargeon commented to the Royal Gazette.

Headquartered in Hamilton, Bermuda, Aspen Insurance Holdings
Limited (NYSE: AHL) (BSX: AHL BH) is the holding company of the
Aspen Group the principal operating entities of which are Aspen
Insurance UK Limited and Aspen Insurance Limited, both rated A2
for insurance financial strength.  At the end of September 2006,
Aspen Group reported net income of US$259 million and
shareholders' equity of US$2.3 billion.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 14, 2006,
Moody's Investors Service assigned a Ba1 rating to the proposed
US$200 million Perpetual Non-Cumulative Preference Shares to be
issued by Aspen Insurance Holdings Limited, the existing
perpetual "PIERS" of which were rated Ba1 by Moody's.


ROYAL CARIBBEAN: Earns US$8.8 Million in 2007 First Quarter
-----------------------------------------------------------
Royal Caribbean Cruises Ltd. recorded net income for the first
quarter 2007 of US$8.8 million compared to USUS$119.4 million of
net income for the same period in 2006.

                      Pullmantur Impact

As the company had anticipated, the acquisition of Pullmantur
and other timing changes caused significant changes in the
seasonality of company earnings.  These changes make comparisons
between individual quarters less meaningful (especially for the
first year of the acquisition) but have little impact on the
profitability of the year as a whole.  In particular,
Pullmantur's business is highly seasonal with very strong summer
months but very weak winter months.  In addition, the company is
including Pullmantur results on a two-month lag.  Together,
these changes significantly diminished the company's reported
earnings in the first quarter, and are expected to do so again
in the second quarter, but are expected to commensurately
improve earnings in the third and fourth quarters.  Pullmantur's
Tour Division adds revenues and costs without any corresponding
capacity, and, as such, inflates Yeild and Net Cruise Cost
figures.

               Weaker Revenues Offset by Lower Costs

The demand environment, especially in the Caribbean, has been
weaker than expected.  At the same time, cost control has been
good, offsetting the revenue decline.

First quarter 2007 Net Yields on a comparable basis (i.e.
excluding Pullmantur) decreased 4.2%, which was below guidance
of down 2% to 3%.  Commenting on the revenue environment,
Richard D. Fain, chairman and chief executive officer said,
"After a strong Fall performance, close-in bookings in the first
quarter required more aggressive price promotions than we
experienced throughout the last year."

Mr. Fain continued, "On the other hand, cost performance was
better than our prior guidance due to cost control initiatives."  
Net Cruise Costs per APCD, on a comparable basis and excluding
fuel, increased 2.5% for the quarter versus previous guidance of
an increase around 4%.  Including fuel, these costs increased
1.5%. Previous guidance was for an increase of 2% to 3%.  Fuel
costs per APCD decreased 2.8% year-over-year, with "at-the-pump"
fuel prices averaging US$372 per metric ton for the first
quarter 2007, compared to the previously assumed figure of
US$361 per metric ton and US$417 per metric ton in the first
quarter 2006.

"We continued several key strategic initiatives, including the
revitalization of Majesty of the Seas, enhancing our
international sales and marketing infrastructure, and expanding
our fleet further into Europe and Latin America, while prudently
finding ways to control our costs," Mr. Fain said.

Including Pullmantur, the company's Net Yields decreased 3.4%
and Net Cruise Costs increased 5.4%. Pullmantur's cruise
division performed consistently with previous guidance, while
the tour division generated higher revenue and higher expenses
than previous guidance; however the net impact of these
differences was immaterial.

For the first quarter 2006, the company reported net income of
US$119.5 million, which included a net gain of US$36 million
related to the partial settlement of a lawsuit.  Revenues for
the first quarter 2007 increased to US$1.2 billion from revenues
of US$1.1 billion in the first quarter 2006.

                           Outlook

The softer Caribbean pricing environment continues through the
Spring, and is of a somewhat greater magnitude than forecasted
back in February.  However, the revenue picture for the balance
of the year appears more encouraging.  Although it is too early
to provide specific predictions for the upcoming Fall/Winter
season, load factors and pricing are both ahead of same time
last year for the fourth quarter and into the first quarter of
2008.

Fortunately, the company's cost control efforts have been more
successful than forecasted, offsetting the revenue deterioration
through reductions in operating and other expenses.

Mr. Fain continued, "While we are disappointed that the revenue
environment is more challenging than anticipated, I am very
proud of the way our management team is mitigating the effect
through improvements in efficiency.  I am particularly pleased
that we expect to reduce unit costs while still moving forward
with some very important strategic initiatives.  These efforts
have allowed us to maintain our previous guidance despite lower
revenues and higher fuel prices."

The company provided the following estimates for the full year
and second quarter 2007.  The "Comparable" estimates exclude
Pullmantur, while the "Including Pullmantur" estimates are for
the entire combined group.

Collectively, the company will have a 12.2% increase in capacity
in 2007, driven by Pullmantur, the April delivery of Liberty of
the Seas, and a full year of Freedom of the Seas.

For the full year 2007, the company now forecasts that Net
Yields will increase in the range around 2% compared to 2006,
and on a comparable basis to be around flat.  For the second
quarter 2007, the company currently forecasts Net Yields to be
around flat, and on a comparable basis to decrease in a range
around 1%, compared to the second quarter 2006.

Net Cruise Costs per APCD for the full year 2007 are expected to
increase in a range around 3% compared to the prior year, and on
a comparable basis to decrease in a range around 2%.  Net Cruise
Costs per APCD for the second quarter 2007 are expected to be
around flat, and on a comparable basis to be down in a range
around 3%.

Net Cruise Costs per APCD, excluding fuel, for the full year
2007 are expected to increase in a range around 5% compared to
the prior year, and on a comparable basis to be around flat.  
Net Cruise Costs per APCD, excluding fuel, for the second
quarter 2007 are expected to increase in a range around 3%, and
on a comparable basis to be down in a range around 1%.

The company does not forecast fuel prices and its cost guidance
for fuel is based on a current "at-the-pump" price of US$412 per
metric ton.  This is higher than the Feb. 5, 2007 figure, and
represents a negative impact of US$0.05 per share versus the
company's previous guidance.  Additionally, the company is
currently 50% and 56% hedged for the balance of the year and
second quarter 2007, respectively.  A 10% change in the market
price of fuel results in US$18 million and US$5 million changes
in fuel costs, for the full year and second quarter 2007,
respectively, after taking into account existing hedges.

Depreciation and amortization for the full year 2007 is expected
to be US$490 million to US$510 million, and for the second
quarter 2007 to be US$120 million to US$125 million.  Interest
expense for the full year 2007 is expected to be US$325 million
to US$345 million, and for the second quarter 2007 to be US$83
million to US$88 million.

Based on these estimates, and assuming that fuel prices remain
at today's level, the company is maintaining its full year 2007
earnings per share guidance at US$3.05 to US$3.20, and expects
second quarter 2007 earnings per share to be US$0.59 to US$0.63.

As of March 31, 2007, liquidity was US$1.2 billion, comprised of
US$0.2 billion in cash and cash equivalents and US$1.0 billion
in available credit on the company's revolving credit agreement.

Projected capital expenditures for 2007, 2008, 2009, 2010, and
2011 are estimated to be US$1.2 billion, US$1.8 billion, US$2.0
billion, US$2.1 billion, and US$0.3 billion, respectively.  
Projected capacity increases for the same five years are
estimated at 12.2%, 8.4%, 7.5%, 11.6%, and 5.8%, respectively.

                    About Royal Caribbean

Royal Caribbean Cruises Ltd. -- http://www.royalcaribbean.com   
-- is a global cruise company that operates Royal Caribbean
International and Celebrity Cruises with a combined total of 29
ships in service and six under construction.  The company also
offers unique land-tour vacations in Alaska, Canada and Europe
through its cruise-tour division.

                        *     *     *

Moody's Investors Service has assigned on Jan. 11, 2007, a Ba1
rating on Royal Caribbean's new Euro senior unsecured notes,
raised its Speculative Grade Liquidity rating to SGL-2 from
SGL-3.


SCOTTISH RE: Provides Update on MassMutual & Cerberus Deal
----------------------------------------------------------
Scottish Re Group Limited has provided an update with respect to
the closing of its proposed transaction with MassMutual Capital
Partners LLC and affiliates of Cerberus Capital Management,
L.P., whereby each will invest US$300 million into the company,
resulting in a total new equity investment of US$600 million.  
MassMutual Capital and Cerberus will have a controlling voting
equity interest in the company after the closing.

Scottish Re has received notice that the Delaware Department of
Insurance approval hearing for the transaction is scheduled for
April 26, 2007.  Upon receiving final regulatory approval from
the Delaware Department of Insurance, as well as the NASD and
South Carolina Department of Insurance, all regulatory approvals
needed to close the transaction will have been received.

Paul Goldean, Scottish Re's chief executive officer, noted, "The
regulatory approval process is proceeding as planned and we look
forward to closing the transaction during the first part of May
2007."

                     About Scottish Re

Scottish Re Group Ltd. -- http://www.scottishre.com/-- is a   
global life reinsurance specialist.  Scottish Re has operating
businesses in Bermuda, Grand Cayman, Guernsey, Ireland, the
United Kingdom, United States, and Singapore.  Its flagship
operating subsidiaries include Scottish Annuity & Life Insurance
Company (Cayman) Ltd. and Scottish Re (US), Inc.  Scottish Re
Capital Markets, Inc., a member of Scottish Re Group Ltd., is a
registered broker dealer that specializes in securitization of
life insurance assets and liabilities

                        *     *     *

As reported on March 7, Standard & Poor's Ratings Services said
that its ratings on Scottish Re Group Ltd. (B/Watch Dev/--) and
affiliated operating companies remain on CreditWatch with
developing implications following the announcement by the
company that the shareholders have approved the transaction by
which MassMutual Capital Partners LLC and affiliates of Cerberus
Capital Management L.P. would provide an equity infusion of
US$600 million in a transaction to close in the second quarter
of 2007.

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

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

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

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


TEEKAY SHIPPING: Seeks to Continue Bermudan Businesses
------------------------------------------------------
Teekay Shipping Corporation has proposed to continue from
Bermuda the operations of a holding company as well as the
operation of ships in transporting cargo internationally,
pursuant to a permit issued under Section 134 of the Bermudan
Companies Act 1981.

Teekay Shipping's counsel can be reached at:

          Lynda Milligan-White & Associates
          Ram Re House, 2nd Floor, 46 Reid Street
          Hamilton, Bermuda

Teekay Shipping Corp., a Marshall Islands corporation
headquartered in Nassau, Bahamas, transports more than 10% of
the world's sea borne oil and has expanded into the liquefied
natural gas shipping sector through its publicly listed
subsidiary, Teekay LNG Partners L.P., and into the offshore
production, storage and transportation sector through its
publicly-listed subsidiary, Teekay Offshore Partners L.P.  With
a fleet of over 140 tankers, offices in 17 countries and 5,100
seagoing and shore-based employees, Teekay provides a
comprehensive set of marine services to the world's leading oil
and gas companies, helping them seamlessly link their upstream
energy production to their downstream processing operations.

As reported in the Troubled Company Reporter-Latin America on
April 23, 2007, Moody's Investors Service affirmed the debt
ratings of Teekay Shipping Corporation (Ba3 senior unsecured,
Ba2 corporate family, SGL-2 speculative grade liquidity rating,
negative outlook) upon the announcement of the planned
acquisition of OMI Corporation (B1 senior unsecured, Ba3
corporate family, stable outlook) through an acquisition vehicle
jointly owned by Teekay and A/S Dampskibsselskabet TORM.  The
acquisition assigns an enterprise value to OMI of US$2.2
billion, including the assumption of the net debt of OMI, which
stood at US$390 million at Dec. 31, 2006.




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


PRIDE INTERNATIONAL: To Report First Quarter Results on May 10
--------------------------------------------------------------
Pride International, Inc. will reschedule its reporting of
financial results for the three months ended March 31, 2007, and
associated conference call originally scheduled for May 2, 2007.  
The company is now planning to report its first quarter 2007
earnings on May 10, 2007.  Conference call details, including
dial in numbers and confirmation code will be provided.

The company noted that additional time required to complete its
quarterly review necessitated the delay.

Headquartered in Houston, Texas, Pride International Inc.
(NYSE:PDE) -- http://www.prideinternational.com/-- is a  
drilling contractor.  The company provides onshore and offshore
drilling and related services in more than 25 countries,
operating a diverse fleet of 278 rigs, including two ultra-
deepwater drillships, 12 semi submersible rigs, 28 jackup rigs,
18 tender-assisted, barge and platform rigs, and 218 land rigs.
Pride also provides a variety of oilfield services to customers
in Argentina, Venezuela, Bolivia and Peru.

                        *     *     *

As reported in the Troubled Company Reporter on Sept. 15, 2006,
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on contract driller Pride International Inc. and
removed the rating from CreditWatch with negative implications.
S&P said the outlook is stable.  As of June 30, 2006, Houston,
Texas-based Pride had US$1.01 billion in adjusted debt.

As reported in the Troubled Company Reporter on Aug. 17, 2006,
Fitch Ratings raised Pride International's Issuer Default Rating
to 'BB' from 'BB-'.  Fitch also raised the ratings on Pride's
senior secured revolving credit facility, senior unsecured notes
and their convertible senior notes.




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


ARR-MAZ CUSTOM: S&P Lowers Corporate Credit Rating to B- from B
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Arr-Maz Custom Chemicals Inc. to 'B-' from 'B'.  The
outlook is stable.
      
"The downgrade was prompted by Arr-Maz's plan to make an
approximately US$44 million cash distribution to shareholders,"
said Standard & Poor's credit analyst Cynthia Werneth.  "This
transaction will result in a very highly leveraged financial
profile, with total debt of US$220 million and total debt to
EBITDA near 7x."
     
At the same time, based on preliminary terms and conditions,
Standard & Poor's assigned senior secured bank loan ratings to
Arr-Maz's proposed US$15 million six-year revolving credit
facility and US$154 million first-lien term loan.  The loans are
rated 'B-' (at the same level as the corporate credit rating)
with a recovery rating of '2', indicating our expectation that
lenders under these facilities would experience substantial (80%
to 100%) recovery of principal in a payment default.
     
Standard & Poor's also assigned ratings, based on preliminary
terms and conditions, to Arr-Maz's proposed US$66 million 6.5-
year second-lien term loan.  The loan is rated 'CCC' with a
recovery rating of '5' to reflect Standard & Poor's belief that
second-lien lenders would experience negligible (0% to 25%)
recovery of principal in a payment default.
     
Proceeds from the proposed term loans will be used to make the
cash distribution to all shareholders and to refinance existing
debt.  Standard & Poor's will withdraw the ratings on Arr-Maz's
existing bank loans upon completion of the refinancing.
     
The ratings on Arr-Maz reflect the limited size and scope of the
company's operations as a producer of niche specialty chemicals
and its very highly leveraged financial profile.

Mulberry, Fla.-based Arr-Maz is a narrowly-focused producer of
process chemicals and functional additives, including reagents
and coatings, to the phosphate fertilizer and mining industries,
which account for more than half of total sales.  The company
also manufactures additives for ammonium nitrate used in
nitrogen fertilizers and explosives and additives for asphalt
used in paving and roofing.  These businesses, which are of
approximately equal size, are much smaller.  In addition, Arr-
Maz makes other diversified industrial mineral flotation and
surfactant chemicals and toll produces chemicals for third
parties.  Sales are concentrated in North America, but during
the past few years the company established a manufacturing joint
venture in Brazil (of which it currently owns 90%) and a
presence in Europe through a tolling arrangement with a third-
party manufacturer.  Sales originating from overseas locations
account for about 14% of revenues, which totaled US$153 million
in 2005.


BANCO NACIONAL: Names Luciano Coutinho as New President
-------------------------------------------------------
Luciano Coutinho has assumed the office of president of Banco
Nacional de Desenvolvimento Economico and Social aka BNDES
during a ceremony held last week, at the Ministry of
Development's seat, in Brasilia.  Minister Miguel Jorge said
that, under Mr. Coutinho's leadership, BNDES will be in charge
of giving a vital support to the Growth Acceleration Program.  

"I wish professor Luciano all the success in this new and big
challenge, mainly for the very important role that BNDES plays
in the development of the Country," Minister Jorge said.  The
minister also said that one of the focus of the official policy
is to stimulate innovation, and that BNDES participation in this
area will also be important.  The Minister of Planning, Paulo
Bernardo, also attended the event.

Mr. Jorge made a point of praising the "excellent work" Demian
Fiocca did leading the Bank, and emphasized that BNDES's
performance presented successful numbers during Fiocca's
management, so deserving "all reverence and respect for his
dedication, zeal, work and results obtained".

                         About BNDES

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

                        *     *     *

As reported on Nov. 27, 2006, Standard & Poor's Ratings Services
changed the ratings outlook to Positive from Stable on Banco
Nacional de Desenvolvimento Economico e Social SA's BB Foreign
currency counterparty credit rating and BB+ Local currency
counterparty credit rating.


BLOCKBUSTER INC: Posts US$46.4 Mil. Net Loss in 2007 First Qtr.
---------------------------------------------------------------
Blockbuster Inc. reported a net loss of US$46.4 million for the
first quarter ended April 1, 2007, compared with a net loss of
US$1.9 million, for the first quarter of 2006.  Total revenues
increased 5.4% to US$1.47 billion for the first quarter of 2007
from US$1.4 billion for the first quarter of 2006.  

"During the first quarter, we captured share of the overall
rental market, continued to contain operating expenses and
aggressively grew our BLOCKBUSTER Total Access(TM) subscriber
base, which nearly doubled in a matter of five months and now
exceeds 3 million total subscribers.  I am extremely pleased
with these accomplishments.  Our results were impacted by our
investment in the growth of BLOCKBUSTER Total Access and by an
extremely tough in-store rental market," said John Antioco,
Blockbuster chairman and chief executive officer.  "The first
quarter of 2007 was our highest subscriber growth quarter ever,
surpassing even the initial success of the program and providing
clear testimony to the consumer appeal of our integrated online
and in-store offering, which we believe will allow us to achieve
our year-end goal of well over 4 million subscribers.  While
this aggressive growth requires investment this year, we believe
it's the right thing for the business and will contribute to our
future profitability and to the long-term success of the
Company."
             
Total revenues for the first quarter of 2007 increased primarily
as a result of strong merchandise sales and approximately
US$20 million in revenues associated with the termination of
Blockbuster's Brazilian franchise agreement.  Rental revenues
for the period remained essentially flat at US$1.05 billion
reflecting growth in revenues from BLOCKBUSTER Total Access,
which added approximately 800,000 subscribers during the first
quarter of 2007 offsetting a larger than expected decline in the
in-store rental industry.  

Operating loss for the first quarter of 2007 totaled US$18.4
million, compared to operating income of US$32.1 million for the
same period last year.  Gross profit decreased US$27.7 million
primarily as a result of the decrease in rental gross margin,
which was largely due to purchases of additional rental product
in order to support in-store exchanges resulting from additional
traffic generated by the significant growth of BLOCKBUSTER Total
Access.  Total selling, general and administrative expenses for
the first quarter of 2007 increased US$24.3 million from the
first quarter of 2006 largely due to a higher level of
promotional activities, including an incremental US$35 million
mass-media advertising campaign aimed at growing the BLOCKBUSTER
Total Access subscriber base and increasing customers' awareness
of the program.  

Cash flow provided by operating activities decreased by
US$185 million from US$41 million for the first quarter of 2006
to a deficit of US$144 million for the first quarter of 2007.  
The decrease was driven primarily by a reduction in payables and
accrued expenses and lower net income.  This reduction resulted
largely from the company returning to normalized credit terms
with its vendors as compared to the same period last year.  As
of April 1, 2007, no balance was outstanding under the company's
revolving credit facility and the company's borrowing capacity
totaled approximately US$295 million.

                     About Blockbuster Inc.

Dallas-based Blockbuster Inc. (NYSE: BBI) --
http://www.blockbuster.com/-- is a leading global provider of  
in-home movie and game entertainment, with over 8,000 stores
throughout the Americas, Europe, Asia and Australia.  The
company maintains operations in Brazil, Mexico, Denmark, Italy,
Taiwan, Australia, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 29, 2007, Standard & Poor's Ratings Services raised the
ratings, including the Corporate Credit Rating, on Blockbuster
Inc. to 'B' from 'B-'.  This action reflects the improved
operating performance and improved credit protection metrics for
the company.  At the same time, Standard & Poor's raised the
recovery rating on the bank facility to '3' from '5', indicating
the expectation for meaningful (50%-80%) recovery of principal
in the event of payment default.  Standard & Poor's affirmed the
stable outlook.


COMPANHIA DE SANEAMENTO: Plans Reverse Share Split
--------------------------------------------------
Companhia de Saneamento Basico do Estado de Sao Paulo said in a
statement that it will group its shares at a rate of 125 to 1.

Business News Americas relates that Companhia de Saneamento's
shareholders decided during their general meeting a reverse
share split, effective as of June 1 "until which time
shareholders are able to trade their shares at the current
rate."

According to BNamericas, the reverse split of shares signifies
that Companhia de Saneamento's shareholders will have one share
for every 125 they own, "with the newly established single share
representing the same value as 125 shares under the redundant
pricing arrangement."

A Companhia de Saneamento spokesperson told BNamericas, "One of
the objectives is to make the shares more negotiable and change
the way they move on the stock exchange.  This move makes the
shares more accessible to smaller investors."

A source at UBS Pactual financial management company said that
previously shares could only be purchased in blocks of 1,000,
BNamericas states.  With the new arrangement, an investor will
be able to buy just one share, reducing the cost of investment.

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

                        *     *     *

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

As reported on Oct. 25, 2006, Fitch Ratings assigned local and
foreign currency issuer default ratings of 'BB' and National
Long-term Rating of 'A+(bra)' to Companhia de Saneamento Basico
do Estado de Sao Paulo aka Sabesp.  In addition, Fitch assigned
a 'BB' to the company's US$250 million note issuance due 2016.


CONSTRUTORA NORBERTO: S&P Affirms BB- Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Construtora Norberto Odebrecht or CNO.  The
outlook is positive.      

"The ratings reflect the company's exposure to the competitive,
volatile, and cyclical heavy engineering and conctruction or E&C
business; some backlog concentration in public works in
economically and politically volatile countries (although
projects are usually prefunded); and an aggressive dividend
policy," said Standard & Poor's credit analyst Eduardo Chehab.  
These risks are partly offset by CNO's long-standing experience
in the E&C business, the geographic and business diversification
of its backlog, stronger margin stability, adequate financial
liquidity, and consistent cash flow protection measures.
     
The positive outlook on CNO reflects the upward rating potential
if the company is able to preserve strong liquidity for any
possible working capital swings, if it can sustain strong cash
flow protection measures in the medium term, if it can maintain
low debt levels relative to cash flows, and if it can manage its
remarkable backlog expansion (while preserving profitability and
sustaining geographic and project diversity over time).
     
Standard & Poor's believe that CNO has significantly improved
its debt management; however, raising the rating would depend on
more permanent credit measure improvements in the medium term
and a more limited transfer of resources to its parent
companies, either through dividends or transfer of assets.  On
the other hand, a backlog deterioration could foreshadow a
reversal in current trends.  Along with adverse changes in
profitability trends and cash generation, this could be a reason
for an outlook revision or for the rating to be lowered in the
future.

Construtora Norberto Odebrecht is the largest heavy construction
company in Brazil.


GERDAU SA: Pedro Galdi Expects Increase in Firm's Net Profits
-------------------------------------------------------------
ABN Amro Real Corretora analyst Pedro Galdi told Business News
Americas that Gerdau SA would likely have BRL834 million net
profits in the first quarter 2007, compared to BRL833 million
net profits in the same period in 2006.

Mr. Galdi said that Gerdau's first quarter 2007 net revenue
would likely grow more substantially to BRL6.7 billion, from
BRL5.6 billion in last year's first quarter, BNamericas notes.  
Ebitda would likely increase to BRL1.4 billion from BRL1.17
billion.

BNamericas relates that Gerdau's sales volume is expected to
increase to four million tons in the January-March 2007 period,
from 3.7 million tons in the same period in 2006.  The company's
sales could grow 22% in North America and increase about 6% in
South America.

Shipments to Europe could increase quarter-over-quarter by 60%
due to acquisition.  Spanish steel group Sidenor signed a
BRL834-million purchase contract for 100% of GSB Acero, Spanish
industrial group CIE Automotive's unit.  Gerdau holds a 40%
stake in Sidenor, Mr. Galdi told BNamericas.

Headquartered in Porto Alegre, Brazil, Gerdau SA --
http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products.  In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay and the United
States.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 19, 2007,
Standard & Poor's Ratings Services placed its ratings, including
its 'BB' corporate credit rating, on Tampa, Fla.-based Gerdau
Ameristeel Corp. on CreditWatch with positive implications.


DELPHI CORP: Court Records US$54 Mil. Claim Transfers in March
--------------------------------------------------------------
The Clerk of the Bankruptcy Court for the Southern District of
New York recorded roughly US$54,000,000 in claims changing hands
for the period March 1 to 31.

The investors who bought claims are:

                                             No. of
                                             Claims  Aggregate
   Investor                                  Bought Claim Amount
   --------                                  ------ ------------
   Amroc Investments, LLC                       12   US$304,967
   APS Capital Corp.                             3    3,780,996
   Argo Partners                                 7      138,410
   ASM Capital, L.P.                             7       62,978
   CF Special Situation Fund I LP                3    3,780,996
   Contrarian Funds, LLC                        37    3,579,891
   Debt Acquisition Company of America V, LLC    2          677
   Deutsche Bank Securities Inc.                 1      771,893
   Fair Harbor Capital, LLC                      4      809,792
   Goldman Sachs Credit Partners, L.P.           2    9,444,374
   Hain Capital Holdings, LLC                    1            -
   Integrated Quality Solutions, LLC.            1        7,725
   JPMorgan Chase Bank, N.A.                     5    1,388,766
   Latigo Master Fund, Ltd.                      2    1,403,452
   Liquidity Solutions Inc.                      3    1,020,254
   Longacre Master Fund, Ltd.                   16    3,328,774
   Madison Investment Trust - Series 38          6       39,448
   Madison Niche Opportunities, LLC             23      333,868
   NXP Semiconductors USA, Inc.                  1    5,486,881
   Pumping Systems Inc.                          1        6,045
   Revenue Management                            1        2,146
   SPCP GROUP, L.L.C.                            7   16,907,913
   Stonehill Institutional Partners, LP          2      696,410
   TPG Credit Opportunities Fund, L.P.           4    1,388,766
   Trade-Debt.net                               12       10,382

The largest claim transfers include those between these parties:

Transferee              Transferor                  Claim Amount
----------              ----------                  ------------
APS Capital             Linamar Corporation        US$1,260,332
CF Special Situation    APS Capital                   1,260,332
Contrarian Funds        Phillips Plastic Corporation    352,055
Contrarian Funds        Phillips Plastic Corporation    751,116
Contrarian Funds        GCI Technologies, Inc.          331,172
Deutsche Bank           Yushin USA Ltd.                 771,893
Goldman Sachs           Analog Devices, Inc.          1,944,374
Goldman Sachs           InPlay Technologies, Inc.     7,500,000
JPMorgan                APS Clearing Corporation      1,347,829
Latigo Master Fund      Deutsche Bank                 1,403,132
Liquidity Solutions     America Online, Inc.            969,142
Longacre Master Fund    The Furukawa Electric Co.       498,651
Longacre Master Fund    Otto Bock Polyurethane          389,744
Longacre Master Fund    Xerox Corporation               485,244
Longacre Master Fund    AMI Semiconductor, Inc.         459,592
NXP Semiconductors      Phillips Semiconductors       5,486,881
SPCP GROUP              Technical Materials, Inc.       407,748
SPCP GROUP              ThyssenKrupp Waupaca Inc.     6,678,072
SPCP GROUP              Stahl Specialty Company       1,384,397
SPCP GROUP              ThyssenKrupp Stahl Co.        1,384,397
Stonehill Inst'l        Frimo, Inc.                     541,789
TPG Credit              JPMorgan                        620,001
TPG Credit              JPMorgan                        727,828

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.


DELPHI CORP: May Violate EU Policy Over Spanish Plant Closure
-------------------------------------------------------------
The European Commission suggested that Delphi Corp. could be
violating EU legislation with the planned closure of the firm's
Puerto Real plant in Cadiz, Spain, The Financial Times reports,
citing Expansion as its source.

According to the report, the US car parts maker may have failed
to:

   -- abide with rules protecting employees in the event of
      insolvency; and

   -- fully inform employees of the company's situation.

In a report carried by the Troubled Company Reporter-Europe on
Feb. 28, Delphi disclosed plans to shut down its Cadiz facility
due to high operating costs.  Delphi did not reveal the specific
date of the planned closure.

The site, which manufactures steering mechanisms and employs
about 1,570 workers, has incurred up to US$196 million in losses
in the last five years.

Bloomberg News reported then that the company has informed its
labor unions of the imminent closure.  Among the labor unions
representing Cadiz Facility workers are the Confederacion
Sindical de Comisiones Obreras and the Union General de
Trabajadores.

Expansion relates, citing European ministers, the Commission
also disclosed EU guidelines on collective redundancies,
employees' rights in the event of deployment and those relating
to works councils.

Workers, whose jobs are going to Poland as the company
capitalizes on lower labor costs, have conducted protests
against the closure.

                      About Delphi Corp.

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

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

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


FIAT SPA: Earns EUR376 Million in First Quarter 2007
----------------------------------------------------
Fiat S.p.A. released its financial results for the first quarter
ended March 31, 2007.

The group reported EUR376 million in net profit on EUR13.7
billion in revenues for the first quarter 2007, compared with
EUR151 million net profit on EUR12.6 billion in revenues for the
same period in 2006.

At March 31, 2007, the group's consolidated balance sheet showed
EUR58.66 billion in total assets, EUR48.32 billion in total
liabilities and EUR10.34 billion in stockholders equity.  

The group's net debt at March 31, 2007, is EUR11.62 billion.

                         2007 Outlook

The sound results of the first quarter provide a solid
foundation for the Fiat's commitment to growth and margin
expansion over the 2007-10 period.

The group will continue to deliver sequential improvements year-
over-year, and confirms all of its 2007-10 targets announced in
November 2006.

For 2007, the Group's targets are:

   -- group trading profit between EUR2.5 and EUR2.7 billion;
   -- net income between EUR1.6 and EUR1.8 billion; and
   -- earning per share between EUR1.25 and EUR1.40.

The Group is confirming 2007 guidance at the upper end of the
indicated range.

In addition, on the basis of strong industrial cash flow
generation in the first quarter, the Group now expects year-end
net industrial debt below EUR1 billion (excluding the impact of
share buy-backs), less than half the previously announced target
of EUR2 billion.

While working on the achievement of these objectives, the Fiat
Group will continue to implement its strategy of targeted
alliances, in order to optimize capital commitments and reduce
risks.

A full-text copy of Fiat S.p.A.'s financial results is available
at no charge at http://ResearchArchives.com/t/s?1e44

                        About Fiat S.p.A.

Headquartered in Turin, Italy, Fiat S.p.A. --
http://www.fiatgroup.com/-- manufactures and sells automobiles,  
commercial vehicles, and agricultural and construction
equipment.  It also manufactures, for use by the company's
automotive sectors and for sale to third parties, other
automotive-related products and systems, principally power
trains (engines and transmissions), components, metallurgical
products and production systems.  Fiat's creditors include Banca
Intesa, Banca Monte dei Paschi di Siena, Banca Nazionale del
Lavoro, Capitalia, Sanpaolo IMI, and UniCredito Italiano.

Fiat operates in Argentina, Australia, Austria, Belgium, Brazil,
Bulgaria, China, Czech Republic, Denmark, France, Germany,
Greece, Hungary, India, Ireland, Italy, Japan, Lituania,
Netherlands, Poland, Portugal, Romania, Russia, Singapore,
Spain, among others.

                        *     *     *

As reported on April 10, Moody's confirmed its Ba2 Corporate
Family Rating for Fiat S.p.A.

Standard & Poor's Ratings Services raised its long-term
corporate credit rating on Italian industrial group Fiat S.p.A.
to 'BB' from 'BB-'.  At the same time, Standard & Poor's
affirmed its 'B' short-term rating on Fiat.  S&P said the
outlook is stable.

Fitch Ratings changed Fiat S.p.A.'s Outlook to Positive from
Stable.  Its Issuer Default rating and senior unsecured rating
are affirmed at BB-.  The Short-term rating is affirmed at B.
Around EUR6 billion of debt is affected by this rating action.


FIAT SPA: Repurchases 700,000 Ordinary Shares
---------------------------------------------
Within the frame of the buy back program announced on April 5,
Fiat S.p.A. purchased 700,000 Fiat ordinary shares at the
average price of EUR21.74 including fees on April 27.

From the start of the buy back program on April 24, the total
number of shares purchased by Fiat, amounts to 4,526,000 for a
total invested amount of EUR95 million.

                        About Fiat S.p.A.

Headquartered in Turin, Italy, Fiat S.p.A. --
http://www.fiatgroup.com/-- manufactures and sells automobiles,  
commercial vehicles, and agricultural and construction
equipment.  It also manufactures, for use by the company's
automotive sectors and for sale to third parties, other
automotive-related products and systems, principally power
trains (engines and transmissions), components, metallurgical
products and production systems.  Fiat's creditors include Banca
Intesa, Banca Monte dei Paschi di Siena, Banca Nazionale del
Lavoro, Capitalia, Sanpaolo IMI, and UniCredito Italiano.

Fiat operates in Argentina, Australia, Austria, Belgium, Brazil,
Bulgaria, China, Czech Republic, Denmark, France, Germany,
Greece, Hungary, India, Ireland, Italy, Japan, Lituania,
Netherlands, Poland, Portugal, Romania, Russia, Singapore,
Spain, among others.

                          *     *     *

As reported on April 10, Moody's confirmed its Ba2 Corporate
Family Rating for Fiat S.p.A.

Standard & Poor's Ratings Services raised its long-term
corporate credit rating on Italian industrial group Fiat S.p.A.
to 'BB' from 'BB-'.  At the same time, Standard & Poor's
affirmed its 'B' short-term rating on Fiat.  S&P said the
outlook is stable.

Fitch Ratings changed Fiat S.p.A.'s Outlook to Positive from
Stable.  Its Issuer Default rating and senior unsecured rating
are affirmed at BB-.  The Short-term rating is affirmed at B.
Around EUR6 billion of debt is affected by this rating action.


HAYES LEMMERZ: Plans US$150-Million Offering of Senior Notes
------------------------------------------------------------
Hayes Lemmerz International Inc. plans to offer approximately
US$150 million, or the equivalent amount denominated in euros,
of senior unsecured notes.  The notes are expected to be issued
by a European subsidiary.  The issuance of the notes is subject
to market and other customary conditions.

The notes will be offered in the United States to qualified
institutional buyers pursuant to Rule 144A under the Securities
Act of 1933, as amended, and outside the United States pursuant
to Regulation S under the Securities Act.  The notes have not
been and will not be registered under the Securities Act and may
not be offered or sold in the United States without registration
or an applicable exemption from the registration requirements.

Additionally, Hayes Lemmerz has launched the syndication of the
new senior secured credit facilities in an amount of up to
US$495 million.

The proceeds of the new credit facilities will be used to
refinance the company's obligations under its Amended and
Restated Credit Agreement dated April 11, 2005.  The refinancing
of the Amended and Restated Credit Agreement and the placement
of a portion of the company's debt outside the United States are
conditions to the obligation of Deutsche Bank Securities Inc.
and SPCP Group LLC, an affiliate of Silver Point Capital L.P.,
to backstop the Rights Offering.  

Additional proceeds will be used to replace existing letters of
credit and to provide for working capital and other general
corporate purposes, and to pay the fees and expenses associated
with the new credit facilities.
    
Bank meetings are scheduled Wednesday, May 2, 2007, in
London, England and Thursday, May 3, 2007, in New York, NY.
    
Citigroup Global Markets Inc. and Deutsche Bank AG, New
York Branch and Deutsche Bank Securities Inc. will act as joint
arrangers and joint book-runners for the syndication of
the new credit facilities.

                About Hayes Lemmerz International Inc.

Hayes Lemmerz International, headquartered in Northville,
Michigan, is a global supplier of steel and aluminum automotive
and commercial vehicle highway wheels, as well as aluminum
components for brakes, powertrain, suspension, and other
lightweight structural products.  Worldwide revenues approximate
US$2.2 billion.  The company has 33 facilities worldwide
including India, Brazil and Germany, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 7, 2007, Moody's Investors Service lowered HLI Operating
company, Inc.'s ratings:

   * Corporate Family to Caa1 from B3;
   * first lien senior secured to B1 from Ba3;
   * second lien term loan to Caa1 from B3.


HAYES LEMMERZ: Discloses Rights Distribution to Stockholders
------------------------------------------------------------
Hayes Lemmerz International, Inc. reported the distribution of
rights in its previously announced US$180 million rights
offering and the execution of a commitment letter for a new
US$495 million senior secured credit facility.

The company is distributing to stockholders of record as of
April 10, 2007, non-transferable subscription rights to purchase
shares of its common stock in connection with the Rights
Offering.  Stockholders on the record date will receive 1.3970
rights for each share of the company's common stock held on the
record date.  Each right entitles the holder to purchase one
share of common stock at a price of US$3.25 per share until 5:00
p.m. Eastern Daylight Time, on May 21, 2007, unless extended by
the company.  Stockholders who receive rights through a bank or
broker will receive instructions for exercising rights from
their bank or broker and may be required to act prior to the
stated expiration time.  Hayes Lemmerz may terminate the Rights
Offering for any reason prior to the expiration time.

The Rights Offering and the related agreements are subject to
the approval of the company's stockholders.  A special meeting
to approve the rights offering and certain other matters is
scheduled to be held on May 4, 2007, at the company's
headquarters in Northville, Michigan.

Hayes Lemmerz also has executed a commitment letter with
Citigroup Global Markets Inc. and Deutsche Bank AG, New York
Branch and Deutsche Bank Securities Inc. to provide new senior
secured credit facilities in an amount of up to US$495 million.
Citigroup and Deutsche Bank will act as joint arrangers and
joint book-runners for the syndication of the new credit
facilities.  The new credit facilities are expected to consist
of a term loan facility of up to US$350 million, which will be
denominated in euros and placed with a subsidiary in Europe, a
revolving credit facility of up to US$125 million and a
synthetic letter of credit facility of up to US$20 million.

The proceeds of the new credit facilities will be used, together
with the proceeds of other financing activities, to refinance
the company's obligations under its Amended and Restated Credit
Agreement dated April 11, 2005.  The refinancing of the Amended
and Restated Credit Agreement and the placement of a portion of
the Company's debt outside the United States are conditions to
the obligation of Deutsche Bank Securities Inc. and SPCP Group,
LLC, an affiliate of Silver Point Capital, L.P., to backstop the
Rights Offering.  Additional proceeds will be used to replace
existing letters of credit and to provide for working capital
and other general corporate purposes, and to pay the fees and
expenses associated with the new credit facilities.

The company and its officers and directors may be deemed to be
participants in the solicitation of proxies from the company's
stockholders in connection with the approval of the Rights
Offering and certain related proposals.  Information about those
officers and directors of the company and their ownership of the
Company's common stock is set forth in the proxy statement for
the special meeting, which was filed with the Securities and
Exchange Commission on April 18, 2007.

             About Hayes Lemmerz International Inc.

Hayes Lemmerz International, headquartered in Northville,
Michigan, is a global supplier of steel and aluminum automotive
and commercial vehicle highway wheels, as well as aluminum
components for brakes, powertrain, suspension, and other
lightweight structural products.  Worldwide revenues approximate
US$2.2 billion.  The company has 33 facilities worldwide
including India, Brazil and Germany, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 7, 2007, Moody's Investors Service lowered HLI Operating
company, Inc.'s ratings:

   * Corporate Family to Caa1 from B3;
   * first lien senior secured to B1 from Ba3;
   * second lien term loan to Caa1 from B3.


HAYES LEMMERZ: Moody's Raises HLI Operating's Corp. Rating to B3
----------------------------------------------------------------
Moody's Investors Service raised to B3 from Caa1 the corporate
family and probability of default ratings of Hayes Lemmerz
International's wholly owned subsidiary, HLI Operating Company,
Inc., and changed the rating outlook to stable from negative.  
Moody's also assigned a B2 (LGD3, 33%) to new senior secured
bank facilities to be issued by HLI, a B2 (LGD3, 33%) to a
secured term loan and synthetic letter of credit facility to be
issued by HLI Luxembourg S.a.r.l. and a Caa2 (LDG5, 87%) to new
senior unsecured notes also to be issued by HLI Luxembourg.

In a related action, Moody's placed the Caa2 rating of the
US$157 million of 10.5% senior unsecured notes under review for
downgrade.  The US$157 million of 10.5% senior unsecured notes
are not callable until July 2007 and, thus are expected to be
repurchased.  The review will consider the degree to which
covenants and rights are stripped from any notes not purchased.  
The rating will be withdrawn if substantially all of these notes
are purchased.

These rating actions are based upon the company successfully
completing a series of transactions which include the closing of
the announced US$180 million common stock rights offering, the
issuance of the new senior secured bank debt, and the issuance
of the new senior unsecured note.  The common stock rights
offering will be used to repay the company's existing 10.5%
senior unsecured notes.  As part of the transaction, the new
senior secured term loan, senior secured letter of credit
facility, and senior unsecured notes will be issued by a
European holding company.  The transaction will reduce leverage
and better align Hayes Lemmerz's debt service requirements with
its geographic cash generating capacity.  The ratings also
reflect the company's improved credit metrics resulting from the
transaction and the continuing challenges of the automotive
supplier industry.

"The stable outlook reflects the company's progress in gaining
operating flexibility through several recent actions, as well as
the refinancing plan", noted Timothy Harrod of Moody's Investors
Service.  These include the restructuring actions taken last
year, which have reduced wages and moved operations to low cost
countries and asset sales in the automotive components segment.  
These actions combined with the lower leverage, improved
interest coverage, and improved liquidity contemplated by the
proposed transaction should support the company's ability to
negotiate the current industry challenges of the automotive
supplier sector at the currently assigned Corporate Family
Rating.  These challenges include market share losses of the
North American Big-3 OEMs, and increasing raw material and
energy cost.

For the last twelve months ended Jan. 31, 2007, Hayes Lemmerz's
total debt/EBITDA approximated 5.5x.  EBIT/interest expense was
approximately 0.5x.  Free cash flow was approximately negative
US$3 million with cash on hand of US$38 million.  Availability
under the existing revolving credit was approximately US$80
million at Jan. 31, 2007.  Pro forma for the transaction
Debt/EBITDA is expected to reduce to approximately 4.7x and
EBIT/Interest expense will moderately improve to approximately
0.63x.  Liquidity is expected to improve as part of the
refinancing, as the new revolving credit will increase in size
to US$125 million (and be largely unused over the near term) and
the transaction will increase the amount of cash on hand.

Ratings raised:

   -- Corporate Family Rating, to B3 from Caa1; and
   -- Probability of Default Rating to B3 from Caa1.

Ratings assigned:

   -- B2 (LGD3, 33%) to the senior secured revolving
      credit facility;

   -- B2 (LGD3, 33%) to the senior secured term loan
      facility;

   -- B2 (LGD3, 33%) to the senior secured synthetic
      letter of credit facility; and

   -- Caa2 (LGD5, 87%) to the senior unsecured notes;

These ratings will be withdrawn upon their repayment:

   -- B1 (LDG2, 20%) for the 1st lien senior secured
      revolving credit;

   -- B1 (LDG2, 20%) for the 1st lien senior secured
      term loan; and

   -- Caa1 (LDG3, 47%) for the 2nd lien term loan C.

These rating is under review for downgrade:

   -- Caa2 (LGD5, 72%) for the existing 10.5% senior
      unsecured notes

Outlook change:

   -- To Stable from Negative

The ratings of the new issues reflect their priority of payout
in Moody's Loss Given Default Methodology.  As a result the
proposed transaction's shift of the preponderance of debt to
Hayes Lemmerz's European operations, the Europe, Middle East,
and Africa or EMEA Loss Given Default Methodology is applied.  
The significant impact of the EMEA LGD Methodology compared to
the US methodology is the senior secured treatment of trade
payables.

The EMEA LGD generally assumes that a consensual "out of court"
restructuring will be pursued as opposed to court administered
liquidations.  In a consensual restructuring scenario management
and financial creditors seek to ensure that the trade creditors
remain current to avoid any local insolvency petition being
invoked.  The assumed outcome of a financial restructuring is
that the trade creditors would be preserved and ultimately
transferred to a new or restructured entity, without incurring
losses.  As a result, all trade payables are raised to level of
the highest secured obligations.

Hayes Lemmerz International, headquartered in Northville,
Michigan, is a global supplier of steel and aluminum automotive
and commercial vehicle highway wheels, as well as aluminum
components for brakes, powertrain, suspension, and other
lightweight structural products.  Worldwide revenues approximate
US$2.2 billion.  The company has 33 facilities worldwide
including India, Brazil and Germany, among others.


NRG ENERGY: Inks Deal with TEPCO to Expand South Texas Project
--------------------------------------------------------------
NRG Energy, Inc., through its agent, South Texas Project Nuclear
Operating Company, has signed an agreement with The Tokyo
Electric Power Company, Inc., or TEPCO to provide TEPCO's
expertise and experience to support STP's planned two-unit
expansion.  TEPCO owns and operates two Advanced Boiling Water
Reactor -- ABWR -- nuclear units in Japan and NRG has proposed
building two ABWR units at the STP site to bring an additional
2,700 megawatts of clean nuclear power to Texas.

"President Bush and Prime Minister Abe of Japan took an
auspicious step today, underscoring the importance of expanding
zero-emission nuclear power through the Joint Nuclear Energy
Action Plan.  We are proud of our agreement with TEPCO that
strongly aligns with the principles of the Plan announced
earlier this week," said David Crane, NRG President and Chief
Executive Officer.  "Technical cooperation within the business
sector will be critical to renewed nuclear development in the
United States. Combining STP's operational excellence with the
tremendous experience TEPCO has in building and operating ABWR
nuclear plants will make an unbeatable team."

The NRG/TEPCO agreement calls for TEPCO to consult on the
design, construction, operation and maintenance of the new ABWR
units at STP, and to provide their expertise and experience in
developing the application of a combined construction and
operation license that NRG intends to submit to the Nuclear
Regulatory Commission during the second half of this year. The
General Electric Company's ABWR design has been certified by the
U.S. Nuclear Regulatory Commission.

"TEPCO will be an invaluable partner in ensuring STP units 3 and
4 come online on schedule and on budget to help meet Texas'
growing energy needs through nuclear power," said Steve Winn,
Executive Vice President, Strategy, and Environmental and New
Business.  "Nuclear power has shown its ability to produce much
needed power reliably and safely and without adding greenhouse
gases or other emissions into our atmosphere.  We look forward
to working with TEPCO to develop this proven technology that
will power Texas' economy in an economical and environmentally
friendly manner."

                        Tokyo Electric

TEPCO is the largest electric power company in Japan and one of
the largest investor owned electric utilities in the world.  
TEPCO supplies electricity to meet the increasingly diversified
and sophisticated demands of its over 27.7 million customers in
the 39,500 square-kilometer service area that includes
metropolitan Tokyo, the political, economic, and cultural center
of Japan, and eight prefectures surrounding Tokyo.  TEPCO has
diversified major energy sources ranging from hydroelectric,
oil, and liquefied natural gas to nuclear.

                     South Texas Project

STP supplies power to customers in Houston, Austin, San Antonio,
Corpus Christi and surrounding areas.  The plant is managed by
the STP Nuclear Operating Company and is owned by NRG Texas, CPS
Energy and Austin Energy. STP's twin reactors produce nearly
2,600 megawatts of electricity, enough to power approximately
two million homes.  For the last three years, the South Texas
Project nuclear power plant has led the U.S. in electricity
production by two-reactor facilities. STP unit 2 led all 103
reactors nationwide in production in 2006 and was the third
highest of the 442 reactors worldwide.  STP unit 1, which
conducted a routine refueling and maintenance outage in 2006,
ranked sixth in production in the country and seventeenth
globally.

                      About NRG Energy

Headquartered in Princeton, New Jersey, NRG Energy Inc.
(NYSE:NRG) owns and operates power generating facilities,
primarily in Texas and the northeast, south central and western
regions of the United States.  NRG also owns generating
facilities in Australia, Brazil, and Germany.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 14, 2006,
Fitch Ratings assigned a rating of 'B+/RR3' on NRG Energy's
issuance of US$1.1 billion senior notes due 2011.  This issue
will rank equally with NRG's other senior unsecured obligations.
Fitch said the rating outlook is stable.


NRG ENERGY: S&P Ups Rating on US$4.7 Bil. Unsecured Bonds to B
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on NRG
Energy, Inc.'s US$4.7 billion unsecured bonds to 'B' from 'B-'
and assigned its 'B-' rating to the proposed US$1 billion
delayed-draw term loan B at NRG Holdings Inc. or NHI, a newly
created holding company that would own 100% of NRG's equity.  In
addition, Standard & Poor's affirmed the 'B+' corporate credit
rating on NRG and affirmed the 'BB-' rating on NRG's US$3.148
billion term loan B; the 'CCC+' rating on the company's
preferred stock, and the 'B-2' short-term rating.  The outlook
on all ratings is stable.  NHI will be created, and the term
loan B issued, only if NRG fails to obtain consent from its
unsecured bondholders to institute a common dividend starting in
first quarter 2008 of about US$100 million-US$150 million per
year.  The proceeds of the term loan B can only be used to pay
down the existing term loan B debt at NRG, creating room for the
planned dividends under the restricted payments basket of the
unsecured bond indenture.
     
"The raised rating on NRG's senior unsecured bonds is a result
of our asset coverage test," said Standard & Poor's credit
analyst Swami Venkataraman.  "The term loan B at NHI is rated
'B-', reflecting its subordination to more than US$8.6 billion
of debt at NRG."
     
These rating actions follow NRG's announcement that it will
create a new holding company to facilitate the payment of a
common dividend of US$100 million-US$150 million per year
starting in the first quarter of 2008.  NHI will borrow up to
US$1 billion from the term B market and pay the net proceeds to
NRG as an equity contribution.  NRG will use the net proceeds to
prepay portion of its existing term B loan, resulting in no
change to the company's consolidated debt levels.  On
completion, the restricted payments capacity under NRG's
unsecured bond indentures will increase by an amount equal to
the equity contribution from the holding company to NRG.  The
recovery rating of '5' on NHI's debt reflects its negligible
recovery prospects since lenders are secured only by the equity
interest in NRG and are effectively subordinated to all debt at
NRG, including the US$4.7 billion unsecured bonds.  If the
funding occurs, Standard & Poor's expect to raise the rating on
the remaining US$2.148 billion NRG term loan B to 'BB' from
'BB-', reflecting the greater overcollateralization of the term
loan by NRG's assets and related stronger recovery in the event
of a default.

Headquartered in Princeton, New Jersey, NRG Energy Inc.
(NYSE:NRG) owns and operates power generating facilities,
primarily in Texas and the northeast, south central and western
regions of the United States.  NRG also owns generating
facilities in Australia, Brazil, and Germany.


PETROLEO BRASILEIRO: No Deal Yet on Petrochemical Consolidation
---------------------------------------------------------------
Brazilian state-owned oil company Petroleo Brasileiro SA has not
reached an accord with Unipar and Suzano Petroquimica to
consolidate the petrochemical sector in Brazil's southeast
region, Business News Americas reports, citing Unipar Vice
President Vitor Mallmann.

BNamericas says that the project is called Petroquimica do
Sudeste.

Mr. Mallmann explained to BNamericas, "In reality, each company
has its own vision of how the business should be carried out."

However, Mr. Mallmann assured BNamericas that the consolidation
in the southeast region will eventually occur.

Local paper Diario do Grande ABC relates that a potential
consolidation of petrochemical plants and activities in the
southeast region could generate at least BRL7 billion in new
investments.

Mr. Mallmann told BNamericas, "If we analyze the crucial and
successful factors of the petrochemical industry [in Brazil],
Sao Paulo has two major assets; market share and availability of
raw materials."

Suzano Petroquimica's Marketing Manager Sinclair Fittipaldi
commented to BNamericas that the debated cooperation between the
company, Petroleo Brasileiro and Unipar will form major
synergies in the entire plastic manufacturing chain.

Authorities' recent inspection of the acquisition of the assets
oil refiner and distributor Ipiranga's assets by petrochemicals
groups Ultrapar and Braskem, and Petroleo Brasileiro has slowed
down talks towards the Petroquimica do Sudeste project,
BNamericas notes, citing Mr. Fittipaldi.

"[The recent events] put pressure on the companies to ensure
that the same thing does not take place in the southeast
region," Mr. Fittipaldi told BNamericas.

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

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

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

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

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


PETROLEO BRASILEIRO: Reiterates Partnership with PDVSA
------------------------------------------------------
Petroleo Brasileiro SA aka Petrobras has reaffirmed that its
projects in partnership with Petroleos de Venezuela, the
Venezuelan National Oil Company -- has continued on course.  
Negotiations involving the construction of the Abreu Lima
Refinery, in the Suape Port (state of Pernambuco, Northeastern
Brazil), in association with the development of the Carabobo
field, in Venezuela, are in progress.

The company reiterates there is no threat the negotiations
kicked-off nearly two years ago will be interrupted.  It also
announces that next Tuesday, International Area director, Nestor
Cervero, and Supply director, Paulo Roberto Costa, will be in
Caracas, Venezuela, to attend yet another normally-scheduled
ordinary meeting of the joint Petrobras/PDVSA committee.

Petrobras remains resolute to study the viability of the
projects that are currently under discussion with PDVSA and the
Venezuelan government, including mature field revitalization and
Mariscal Sucre field development, both in Venezuela.

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.


TRW AUTOMOTIVE: S&P Puts BB+ Long-Term Corporate Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its bank loan and
recovery ratings to TRW Automotive Inc.'s proposed
US$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$500 million multi-currency (US$, 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.




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


GOLDMAN SACHS: Sets Final Shareholders Meeting for June 1
---------------------------------------------------------
Goldman Sachs Global Equity Long/Short Partners Cayman Ltd. will
hold its final shareholders meeting on June 1, 2007, at 10:30
a.m., at the office of the company.

These matters will be discussed during the meeting:

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

   2) authorizing the liquidator to retain the company's
      records for a period of five years from its dissolution,
      after which they may be destroyed.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidator can be reached at:

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


ICGE SAILS: Proofs of Claim Filing Is Until May 31
--------------------------------------------------
ICGE Sails Corp. V's creditors are given until May 31, 2007, to
prove their claims to Hugh Thompson and Emile Small, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

ICGE Sails' shareholders agreed 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:

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


KINGSNORTH HOLDINGS: Sets Final Shareholders Meeting for June 1
---------------------------------------------------------------
Kingsnorth Holdings (Cayman) Ltd. will hold its final
shareholders meeting on June 1, 2007, at 11:00 a.m., at the
office of the company.

These matters will be discussed during the meeting:

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

   2) authorizing the liquidators to retain the company's
      records for a period of five years from its dissolution,
      after which they may be destroyed.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidators can be reached at:

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


KS CAPITAL: Will Hold Final Shareholders Meeting on May 31
----------------------------------------------------------
KS Capital Ltd. will hold its final shareholders meeting on
May 31, 2007, at 10:00 a.m., at:

          Strathvale House
          90 North Church Street, Grand Cayman,
          Cayman Islands

These matters will be discussed during the meeting:

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

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

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

The liquidator can be reached at:

         Geoffrey Varga
         Attention: Bernadette Bailey-Lewis
         Kinetic Partners Cayman LLP
         P.O. Box 10387
         Grand Cayman KY1-1004
         Cayman Islands
         Telephone: (345) 623 9900
         Fax: (345) 623 0007


MAPLE COMPANY: Sets Final Shareholders Meeting for May 31
---------------------------------------------------------
Maple Company will hold its final shareholders meeting on
May 31, 2007, at the office of the company.

These matters will be discussed during the meeting:

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

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

   3) hearing any explanation that may be given by the
      liquidator.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidator can be reached at:

         Commerce Corporate Services Limited
         P.O. Box 694
         George Town, Grand Cayman
         Cayman Islands
         Telephone: 949 8666
         Fax: 949 7904


MULHOLLAND MASTER: Holding Final Shareholders Meeting on June 1
---------------------------------------------------------------
Mulholland Master Fund Ltd. will hold its final shareholders
meeting on June 1, 2007, at 10:05 a.m., at:

         Queensgate House, South Church Street
         Grand Cayman, Cayman Islands

These matters will be discussed during the meeting:

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

   2) authorizing the liquidator to retain the company's
      records for a period of five years from its dissolution,
      after which they may be destroyed.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidator can be reached at:

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


MULHOLLAND OFFSHORE: Sets Final Shareholders Meeting for June 1
---------------------------------------------------------------
Mulholland Offshore Investors Fund Ltd. will hold its final
shareholders meeting on June 1, 2007, at 10:05 a.m., at:

         Queensgate House, South Church Street
         Grand Cayman, Cayman Islands

These matters will be discussed during the meeting:

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

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

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

The liquidator can be reached at:

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


OCTAGON INVESTMENT: Proofs of Claim Filing Is Until May 31
----------------------------------------------------------
Octagon Investment Partners IV, Ltd.'s creditors are given until
May 31, 2007, to prove their claims to Phillip Hinds and Emile
Small, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

Octagon Investment's shareholders agreed 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:

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


PANCRAS LTD: Proofs of Claim Must be Filed by May 31
----------------------------------------------------
Pancras Limited's creditors are given until May 31, 2007, to
prove their claims to Guy Major and Richard Gordon, 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.

Pancras Limited's shareholders agreed on April 10, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

       Richard Gordon
       Maples Finance Limited
       P.O. Box 1093
       George Town, Grand Cayman
       Cayman Islands


PARMALAT SPA: Banca delle Marche Settles Suit for EUR22 Million
---------------------------------------------------------------
Parmalat S.p.A and Banca delle Marche S.p.A. disclosed that the
case involving revocatory action filed by Parmalat against Banca
delle Marche has been settled.

Banca delle Marche has committed to pay to Parmalat EUR22
million in settlement of the revocatory action and has
undertaken to forego the right to file claims with the Parmalat
bankruptcy court for a value equivalent to that returned in
settlement of the revocatory action.

Following the settlement, Parmalat and Banca delle Marche have
undertaken to withdraw all the pending actions concerning the
above revocatory action.

                         About Parmalat

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

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

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

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

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

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


PARMALAT SPA: Declares EUR0.025 Dividend Per Common Share
---------------------------------------------------------
Shareholders of Parmalat S.p.A. approved the 2006 financial
statements, which show a net profit of EUR125.6 million and a
consolidated net profit of EUR192.5 million and resolved to
declare a dividend of 0.025 euros per common share payable to
each of the eligible shares.

The dividend will payable as of June 21 through intermediaries
that belong to the Monte Titoli S.p.A. centralized clearing
system.

Acting pursuant to a duly justified motion submitted by the
Board of Statutory Auditors, the Shareholders' Meeting, availing
itself of its statutory powers, agreed to extend the audit
assignment originally awarded to PriceWaterhouseCoopers until
the date of the Shareholders' Meeting convened to approve the
2007 annual financial statements.  The audit assignment will run
until the date of the Shareholders' Meeting convened to approve
the 2013 annual financial statements.

As required by Article 5 of the Bylaws, the Extraordinary
Shareholders' Meeting voted to increase the share capital
earmarked for warrant conversions from EUR80 million to
EUR95 million.

As a result, the Company's approved share capital increased to
EUR2.025 million, including EUR95 million reserved for the
exercise of warrants.

As of the date of this press release, the subscribed and paid-in
share capital amounted to EUR1,649,171,671.

The Extraordinary Shareholders' Meeting approved the
professional qualifications required of the Officer responsible
for the preparation of corporate accounting documents and
required amendments to Article 20 bis of the Bylaws.

Parmalat also communicates that, as required by article 2, para
V of the regulation governing "Warrants Ordinary Shares Parmalat
S.p.A. 2005-2015" the exercise of the warrants shall be
suspended until June 15, 2007, and shall restart from June 18.

                         About Parmalat

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

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

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

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

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

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


PLUM FINANCE: Proofs of Claim Filing Deadline Is May 31
-------------------------------------------------------
Plum Finance Ltd.'s creditors are given until May 31, 2007, to
prove their claims to Hugh Thompson and Joshua Grant, 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.

Plum Finance's shareholders agreed on April 19, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

       Joshua Grant
       Maples Finance Limited
       P.O. Box 1093
       George Town, Grand Cayman
       Cayman Islands


PREMIUM RISK: Will Hold Final Shareholders Meeting on May 31
------------------------------------------------------------
Premium Risk Insurance Co. SPC will hold its final shareholders
meeting on May 31, 2007, at 10:00 a.m., at:

         5th Floor, Zephyr House,
         Mary Street, Grand Cayman
         Cayman Islands

These matters will be discussed during the meeting:

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

   2) authorizing the liquidator to retain the company's
      records for a period of five years from its dissolution,
      after which they may be destroyed.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidator can be reached at:

         Glen Trenouth
         P.O. Box 31118
         Grand Cayman, KY1-1205
         Cayman Islands
         Telephone: (345)943 8800
         Fax: (345) 943 8801


QUARRY POINT: Sets Final Shareholders Meeting for June 1
--------------------------------------------------------
Quarry Point GP Cayman Ltd. will hold its final shareholders
meeting on June 1, 2007, at 9:30 a.m., at the office of the
company.

These matters will be discussed during the meeting:

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

   2) authorizing the liquidators to retain the company's
      records for a period of five years from its dissolution,
      after which they may be destroyed.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidators can be reached at:

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


QUARRY POINT OFFSHORE: Final Shareholders Meeting Is on June 1
--------------------------------------------------------------
The Quarry Point Offshore Fund, Ltd. will hold its final
shareholders meeting on June 1, 2007, at 10:00 a.m., at the
office of the company.

These matters will be discussed during the meeting:

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

   2) authorizing the liquidators to retain the company's
      records for a period of five years from its dissolution,
      after which they may be destroyed.
   
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.

The liquidators can be reached at:

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


SASCO NIM: Sets Final Shareholders Meeting for June 1
-----------------------------------------------------
Sasco Nim Company 2005-S3 will hold its final shareholders
meeting on June 1, 2007, at 9:00 a.m., at the office of the
company.

These matters will be discussed during the meeting:

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

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

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

The liquidators can be reached at:

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




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


AES GENER: Earns CLP17.1 Billion in First Quarter 2007
------------------------------------------------------
AES Gener said in a filing with the securities regulator
Superintendencia de Valores y Seguros de Chile that its first
quarter net profits declined 6.7% to CLP17.1 billion year-on-
year.

Business News Americas relates that AES Gener's operating profit
decreased 14.9% to CLP31.6 billion in the first quarter 2007,
compared to the first quarter 2006, due to higher fuel use and
energy purchase costs in Chile's central grid (SIC).

According to BNamericas, AES Gener's operating costs increased
41.9% to CLP107 billion in the first quarter 2007, compared to
the same period in 2006.

AES Gener's overall revenue grew 25% to CLP148 billion in this
year's first quarter, compared to last year's first quarter,
BNamericas notes.  The company's Ebitda decreased 7.7% to
CLP45.6 billion.  

The report says that AES Gener's non-operating losses increased
23.7% to CLP6.64 billion in the first quarter 2007, from the
first quarter 2006.

BNamericas underscores that AES Gener's sales rose 25.9% to 997
giga watt-hours in the northern grid (SING) in the first quarter
2007, compared to the first quarter 2006.  Its sales in the SIC
remained the same at 1.89 terra watt-hours.  SIC income grew
19.3% to CLP77.2 billion.  Sales to regulated customers in the
SIC -- primarily distributors Chilectra and Chilquinta -- rose
by CLP10.9 billion due to a raise in the node price and higher
energy sales.  SING income grew 68% to CLP33.8 billion.

BNamericas states that AES Gener's generation in the SIC and
SING increased 9.1% to 2.60 terra watt-hours in the first
quarter 2007, compared to the first quarter 2006.  Thermo
generation rose 12.5% year-on-year, representing 80.6% of total
generation in the first quarter.  AES Gener accounted for 22% of
SIC energy and 33% in the SING.

AES Gener's Colombian unit Chivor's income grew 17.7% to CLP31.2
billion in the first quarter 2007, compared to the first quarter
2006, according to BNamericas.  Its sales dropped 80 giga watt-
hours year-on-year.  Chivor represented 8% of Colombia's
generation in the first quarter 2007.

AES Gener's equity increased to CLP922 billion as of
March 31, 2007, from CLP903 billion in the same period in 2006,
BNamericas states.

AES Gener is the second-largest electricity generation group in
Chile in terms of generating capacity (20% market share) with an
installed capacity of 2,428 megawatts.  Gener serves both the
Central Interconnected System or SIC and the Northern
Interconnected System or SING through various subsidiaries and
related companies, including affiliate Guacolda and the
TermoAndes subsidiary.  TermoAndes has a generation capacity of
642.8 megawatts, which while located in Argentina serves Chile's
SING via InterAndes transmission line.  Gener also participates
in electricity generation in Colombia through Chivor
hydroelectric plant of 1,000 megawatts, and a 25% participation
in Itabo's facilities in the Dominican Republic (432.5
megawatts).  Gener is 91.2% owned by AES (IDR rated 'B+' by
Fitch).

                        *     *     *

On June 16, 2006, Fitch Ratings upgraded the local and foreign
currency Issuer Default Ratings of AES Gener SA to 'BB+' from
'BB'.  Fitch also upgraded Gener's senior unsecured debt rating,
which consists of US$400 million senior notes due 2014, to
'BB+'.  Moreover, Fitch revised Gener's Rating Outlook to
Positive from Stable.

On May 24, 2006, Moody's Investors Service upgraded the senior
unsecured debt of AES Gener to Ba1 from Ba3, concluding a review
for possible upgrade.  Moody's said the rating outlook is
stable.


BANCO BICE: Moody's Withdraws Bank Financial Strength Rating
------------------------------------------------------------
Moody's Investors Service has withdrawn all of its ratings for
Banco Bice for business reasons.  The bank has no rated foreign
currency debt outstanding.

These ratings were withdrawn:

   -- Bank Financial Strength Rating: C-,
      with stable outlook

   -- Long Term Foreign Currency Deposit Rating: A2,
      with stable outlook

   -- Short Term Foreign Currency Deposit Rating: Prime-1,
      with stable outlook

Banco Bice is Chile's tenth largest bank, with total assets of
US$3 billion as of Dec. 31, 2006.


GMAC LLC: Posts US$305 Million Net Loss in Qtr. Ended March 31
--------------------------------------------------------------
GMAC LLC reported a net loss for the first quarter of 2007 of
US$305 million, compared to net income of US$495 million for the
first quarter of 2006.  The first quarter results reflect strong
performance in GMAC's global automotive finance and insurance
businesses; however, this performance was more than offset by a
significant loss at Residential Capital LLC due to continued
pressures in the U.S. mortgage market.

GMAC's first quarter net income generated by auto finance,
insurance and other operations -- excluding Residential Capital
LLC  -- amounted to US$605 million, more than twice the earnings
generated by these same operations in the first quarter of 2006.  
Residential Capital LLC, however, incurred a net loss of
US$910 million in the first quarter this year, driving a
consolidated net loss at GMAC of US$305 million.

Amid the sharp downturn in the U.S. mortgage market, many of
Residential Capital's nonprime assets were liquidated at a loss
or marked substantially lower to reflect the severe illiquidity
and depressed valuations in the prevailing market environment.  
In addition, substantial incremental reserves were established
during the quarter against various nonprime loans on the balance
sheet.

"In light of the major setback incurred by ResCap, we have
already undertaken measures to significantly mitigate risk.  
ResCap has reduced its nonprime mortgage asset portfolio,
decreased its warehouse lending against nonprime collateral, and
sharply curtailed its new domestic nonprime loan production,"
said GMAC's chief executive officer Eric Feldstein.  "As a
result, ResCap should be far less vulnerable to further adverse
developments in the nonprime space.

"Meanwhile, we are pleased with the increased earnings in the
first quarter at our auto finance and insurance units, which
were able to partially offset the large earnings decline at
ResCap," Feldstein said.  "Underlying operating trends in the
auto finance and insurance businesses show signs of continued
strength.  Credit losses remain near historical lows; auto lease
residual performance remains positive; and strong insurance
underwriting profitability continues to be underpinned by a
favorable trend in loss levels and a very competitive combined
ratio."

                         Liquidity

GMAC and ResCap both maintained ample liquidity through the
first quarter.  GMAC's consolidated cash and marketable
securities totaled US$12.8 billion as of March 31, 2007, down
from US$18.3 billion on Dec. 31, 2006.  This decrease stems
largely from GMAC's repayment of significant debt maturities in
the first quarter.

GMAC successfully completed more than US$11 billion of funding
in the first quarter.  In addition, the company established a
US$6 billion bridge funding facility to provide added liquidity
protection for wholesale auto finance securitizations.

Of GMAC's consolidated cash and marketable securities position,
ResCap held US$2.6 billion at the end of the first quarter, up
from US$2 billion at year-end 2006.  To further enhance its
liquidity position, ResCap executed US$2.2 billion in new
committed funding facilities during the first quarter this year.

                       About GMAC LLC

GMAC LLC -- http://www.gmacfs.com/formerly General Motors  
Acceptance Corporation, is a global, diversified financial
services company that operates in approximately 40 countries in
automotive finance, real estate finance, insurance and other
commercial businesses.  GMAC was established in 1919 and
currently employs about 31,000 people worldwide.  Its Latin
American operations are located in Argentina, Brazil, Chile,
Colombia, Mexico and Venezuela.  At Dec. 31, 2006, GMAC held
more than US$287 billion in assets and earned net income for
2006 of US$2.1 billion on net revenue of US$18.2 billion.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 19, 2007, Standard & Poor's Ratings Services affirmed its
'BB+/B-1' ratings on GMAC LLC.  The outlook remains developing.  
At the same time, Standard & Poor's affirmed its ratings on GMAC
LLC's 100%-owned subsidiary, Residential Capital LLC or ResCap
(BBB/A-3).  S&P said ResCap's outlook remains negative.


IMPSAT FIBER: Extends Tender Offer Expiration Date to May 4
-----------------------------------------------------------
IMPSAT Fiber Networks, Inc., said in a statement that it has
extended its cash tender offer for senior guaranteed convertible
notes due 2011 to May 4.

Business News Americas relates that IMPSAT Fiber has postponed
the tender offer eight times.

As reported in the Troubled Company Reporter-Latin America on
April 27, 2007, IMPSAT Fiber's cash tender offer, consent
solicitation and waiver for its Series A 6% Senior Guaranteed
Convertible Notes due 2011 and its Series B 6% Senior Guaranteed
Convertible Notes due 2011 was extended to May 1.  The Offer is
being made pursuant to an Offer to Purchase and Consent
Solicitation Statement, dated Jan. 29, 2007, and an accompanying
Letter of Transmittal and Consent, as amended by a supplement
dated Feb. 15, 2007, and a second supplement dated
Feb. 26, 2007.

IMPSAT Fiber told BNamericas that it received valid tenders from
holders of US$66.7 million, or 99% of the outstanding series A
notes, and US$25.4 million, or almost 99% of the outstanding
series B notes.

IMPSAT Fiber Networks Inc. (OTC: IMFN.OB) --
http://www.impsat.com/-- provides private telecommunications      
networks and Internet services in Latin America.  The company
owns and operates 15 metropolitan area networks in some of the
largest cities in Latin America and has 15 facilities to provide
hosting services, providing services to more than 4,500 national
and multinational client.  IMPSAT has operations in Argentina,
Colombia, Brazil, Venezuela, Ecuador, Chile, Peru and the United
States.

                     Going Concern Doubt

In its audit report on the consolidated financial statements for
year ended Dec. 31, 2006, auditors working for Deloitte & Touche
LLP noted that IMPSAT Fiber Networks, Inc.'s current liquidity
position, high debt obligations, and negative operating results
raise substantial doubt as to its ability to continue as a going
concern.


NOVA CHEMICALS: Banc of America Downs Firm's Rating to Sell
-----------------------------------------------------------
Newratings.com reports that Banc of America Securities analysts
have downgraded Nova Chemicals Corp's shares to "sell" from
"neutral."

Newratings.com relates that the target price for Nova Chemicals'
shares was increased to US$30 from US$26.

The analysts said in a research note published on May 2 that
Nova Chemicals' risk/reward profile has deteriorated due to
several reasons, including an expected cyclical drop in the
ethylene cycle beyond 2008 and significant appreciation in the
firm's share price since April 24.

According to Newratings.com, the analysts said that raw material
costs for Nova Chemicals' styrenics division have increased
significantly on account of the steep boost in benzene prices
for this month.

The earnings per share estimates for 2007 increased to US$2.50
from US$1.60, while estimates for 2008 was raised to US$2.40
from US$1.50, Newratings.com states.

Headquartered in Calgary, Alberta, Canada, Nova Chemicals Co.
(NYSE:NCX) (TSX:NCX) -- http://www.novachem.com/-- is a leading
producer of ethylene, polyethylene, styrene, polystyrene, and
expanded polystyrene.  NOVA Chemicals' manufacturing sites are
strategically situated throughout Canada, the US and South
America.  Its South American operations are located in Chile.

                        *     *     *

As reported in the Troubled Company Reporter on Feb. 5, 2007,
Fitch has downgraded NOVA Chemicals Corp.'s Issuer Default
Rating to BB- from BB; Senior unsecured notes and debentures to
BB- from BB; Senior unsecured revolving credit facility to BB-
from BB; Senior secured revolving credit facility to BB+ from
BBB-; and Retractable preferred shares to 'BB+ from BBB-.

In addition, Fitch has assigned a BB- rating to the US$100
million senior unsecured revolving credit facility due
Dec. 2007.  The ratings apply to approximately US$1.9 billion of
debt.  Fitch said the rating outlook is stable.




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


BANCOLOMBIA: Fitch Drops Rating to C/D After Banco Agricola Buy
---------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative Bancolombia's long-term and short-term local currency
Issuer Default Ratings and Individual rating:

   -- Individual rating to 'C/D' from 'C';
   -- Local currency long-term IDR to 'BB+' from 'BBB-'; and
   -- Local currency short-term rating to 'B' from 'F3';

In addition, Fitch affirms these ratings:

   -- Foreign currency long-term IDR at 'BB+';
   -- Foreign currency short-term rating at 'B'; and
   -- Support rating at '3'.

The Rating Outlook is Stable.

The rating downgrade reflects the strain on Bancolombia's
financial strength from the acquisition of Banco Agricola (El
Salvador) and the financing of this acquisition.  Banco
Agricola's takeover will be partially financed by US$300 million
subordinated debt and will create about US$370 million of
goodwill in Bancolombia's consolidated books.  Local regulatory
definitions allow the plain subordinated debt to count as Tier
II capital and do not require the deduction of the substantial
goodwill from regulatory capital, as is common under most
regulatory regimes.  Fitch's globally consistent definition of
capital deducts goodwill from stated equity and views the
subordinated debt being issued by Bancolombia as part of its
financing package as containing no equity content, as it does
not allow deferral of interest.  Under this view, the
acquisition will put significant strain on the bank's
capitalization, and Bancolombia will need to sustain strong
performance over the medium term to return to pre-acquisition
levels of capitalization, which had been achieved by a largely
unencumbered Tier I capital base and were already lower than
those of many regional peers in the 'C' individual rating
category.

                     About Banco Agricola

Banco Agricola is El Salvador's largest bank with a market share
of about 28% of the local market.  It has assets of roughly
US$3.7 billion and equity of US$478 million.  It has adequate
asset quality, and operates just above the local regulatory
minimum for capital; it is currently rated 'BB+' by Fitch.

                      About Bancolombia

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.


ECOPETROL: Alvaro Uribe Urges Acerias Workers to Invest in Firm
---------------------------------------------------------------
Colombia President Alvaro Uribe has urged steel company Acerias
Paz de Rio's workers to invest in shares of state-run oil firm
Ecopetrol, Business News Americas reports.

The Colombian government said in a statement that President
Uribe made the invitation after a 52% share of Acerias Paz was
successfully sold to Brazil's Grupo Votorantim.

According to BNamericas, Grupo Votorantim bought the 52% share
of APR in March by offering US$489 million in an auction.  APR
workers had owned 33.4% of the steelmaker's total shares.

President Uribe told BNamericas that as a result of the deal,
the government wants steelworkers to use some of the proceeds
from the sale towards turning Ecopetrol into one of the most
important firms in the world.

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

                        *     *     *

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




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


DENNY'S CORP: Morgan Joseph Reiterates Buy Rating on Firm
---------------------------------------------------------
Morgan Joseph analysts have reaffirmed their "buy" rating on
Denny's Corporation's shares, Newratings.com reports.

Newratings.com relates that the target price for Denny's shares
was reduced to US$6.50 from US$7.00.

The analysts said in a research note published on May 2 that
Denny's flat year-on-year earnings per share for the first
quarter 2007 is short of the estimates.

The analysts told Newratings.com that Denny's revenues for the
first quarter 2007 are short of expectations on account of
lower-than-expected company units and franchise rental revenues.

The earnings per share estimate for this year was decreased to
US$0.16 from US$0.17, Newratings.com states.
  
Headquartered in Spartanburg, South Carolina, Denny's
Corporation (Nasdaq: DENN) -- http://www.dennys.com/-- is   
America's largest full-service family restaurant chain,
consisting of 521 company-owned units and 1,024 franchised and
licensed units, with operations in the United States, Canada,
Costa Rica, Guam, Mexico, New Zealand and Puerto Rico.

                        *     *     *

Denny's Corp. carries Standard & Poor's 'B+' Long Term Foreign
Issuer and 'B+' Long Term Local Issuer ratings.




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


BANCO INTERCONTINENTAL: Central Bank Cancels Torre Auction
----------------------------------------------------------
The Dominican Republic's central bank has called off the auction
of Banco Intercontinental's Torre Intercentro, Dominican Today
reports.

Dominican Today relates that Torre Intercentro was constructed
by Banco Intercontinental.  It became part of the assets that
the government has to liquidate to recover the money for Banco
Intercontinental's former depositors.  It was initially offered
for US$30 million.  

However, the central bank's committee, which manages real
properties, decided during its April 26 meeting to cancel Torre
Intercentro's auction due to lack of completed documents from
the six interested bidders.  About 13 entities were originally
interested in the auction, Dominican Today states.

Banco Intercontinental aka Baninter collapsed in 2003 as a
result of a massive fraud that drained it of about US$657
million in funds.  As a consequence, all of its branches were
closed.  The bank's current and savings accounts holders were
transferred to the bank's new owner -- Scotiabank.  The
bankruptcy of Baninter was considered the largest in world
history, in relation to the Dominican Republic's Gross Domestic
Product.  It cost Dominican taxpayers DOP55 billion and resulted
to the country's worst economic crisis.


BANCO LEON: Earns DOP36.3 Million in First Quarter 2007
-------------------------------------------------------
Banco Leon Bank's net profits increased 42.3% to DOP36.3 million
in the first quarter 2007, compared to the same quarter in 2006,
Dominican Today reports.

Banco Leon president Manuel Pena-Morros told Dominican Today
that the bank's first quarter results indicate a growth in its
main financial and business indicators, which are in line with
the period's goals and consolidate its position as a national
bank.  He commented, "The results to March 2007 ratify the
continuity of the advances of the bank in obtaining our
financial and operational goals."

Banco Leon's deposits increased 4.4% to DOP20.76 billion in the
first quarter 2007, compared to the same quarter last year.  The
bank's total assets rose 10.2% to DOP24.89 billion.

According to Dominican Today, Banco Leon's loan portfolio grew
20.6% to DOP14.8 billion in the first quarter 2007, from the
first quarter 2006.  Its portfolio of defaulted loans declined
to 5.1% from 5.3%.  The financial margin rose 9.2% to DOP494.6
million.

Banco Leon achieved important objective by providing products
and services of the highest quality.  Its global quality
indicator reaching 91% in the first quarter 2007, a 30% increase
compared to the first quarter 2006, Dominican Today states,
citing Mr. Pena-Morros.

                        *     *     *

Fitch Ratings assigned these ratings to Banco Multiple Leon SA:

          -- CCC+ long-term issuer default rating;
          -- C short-term rating;
          -- BBB(DOM) national long-term rating;
          -- F3(DOM) national short-term rating; and
          -- Outlook Positive


CERVECERIA NACIONAL: Moody's Ups US$255MM Notes Rating to Ba3
-------------------------------------------------------------
Moody's Investors Service upgraded to Ba3 from B1 Cerveceria
Nacional Dominicana's, C. por A. 8% US$255 million senior notes
due 2014 and the company's foreign currency corporate family
rating.  The rating action solely reflects Moody's upgrade of
the Dominican Republic's foreign currency country ceiling to Ba3
from B1 and concludes the reviews for upgrade initiated in March
2007.  Cerveceria Nacional's 16% US$175 million Dominican peso
linked senior notes due 2012 and the company's local currency
corporate family rating were affirmed at Ba3.  The rating
outlook is stable for all ratings.

Rating upgraded:

   -- 8.0% US$255 million senior unsecured notes due 2014,
      to Ba3 from B1 (foreign currency)

   -- Foreign currency corporate family rating, to Ba3 from B1

Ratings affirmed:

   -- 16% US$175 million Dominican peso linked senior
      unsecured notes due 2012, at Ba3 (local currency)

   -- Local currency corporate family rating, at Ba3

Headquartered in Santo Domino, Dominican Republic, Cerveceria
Nacional Dominicana, C. por A. is the leading beer company in
the Dominican Republic.  Cerveceria Nacional's main beer brands
are Presidente, Presidente Light and Bohemia, which account for
about 95% of revenues.  The company also is the leader in the
Dominican non-alcoholic malts market and has a growing export
business, which serves the U.S. East Coast, the Caribbean and
various other regions including Europe.  Cerveceria Nacional is
the main operating subsidiary of E. Leon Jimenes, a family-
controlled holding company.  Fiscal 2006 revenues reached about
US$497 million.


HILTON HOTELS: Earns US$95 Million in 2007 First Quarter
--------------------------------------------------------
Hilton Hotels Corporation reported financial results for the
first quarter ended March 31, 2007.  First quarter highlights
compared to the first quarter of 2006 are as follows:

    * Total company Adjusted EBITDA of US$371 million, up 13%.

    * Fees up 16% to US$176 million on strong RevPAR and unit
      growth and the Hilton International acquisition.

    * Pro forma comparable system-wide RevPAR increased 8.9%,
      driven by strong rate increases and high demand in most
      major markets.

Hilton reported first quarter 2007 net income of US$95 million
compared with US$104 million in the 2006 quarter.  Diluted net
income per share was US$.23 in the 2007 first quarter, versus
US$.26 in the 2006 period.  Excluding non-recurring items in
both periods and assuming the Hilton International acquisition
occurred Jan. 1, 2006, diluted EPS totaled US$.20 per share in
the 2007 quarter, a 33 % increase from US$.15 per share in the
2006 period.

Non-recurring items combined to benefit the 2007-quarter by
US$.03 per share as follows:

    * US$30 million pre-tax gain on asset dispositions and
      other;

    * US$8 million pre-tax loss on foreign currency
      transactions.

The 2006 first quarter benefited from non-recurring items
totaling US$.06 per share.  Additionally, had the HI acquisition
been completed on Jan. 1, 2006, first quarter 2006 results would
have been reduced by approximately US$.05 per share due to the
seasonally weak business environment in the first two months of
the year.

Net income from the Scandic hotel system, the sale of which was
announced on March 2, 2007 and completed on April 26, 2007, is
reflected as discontinued operations.

The company reported first quarter 2007 total operating income
of US$228 million, on total revenue of US$1.864 billion.  Total
company earnings before interest, taxes, depreciation and
amortization were US$371 million, an increase of 13 % from
US$328 million in the 2006 quarter.

       System-Wide RevPAR; Management/Franchise Fees

All of the company's brands reported significant system-wide
revenue-per-available-room increases, with particularly strong
gains in average daily rate.  On a system-wide basis and pro
forma as if the acquisition of HI had occurred January 1, 2006,
first quarter RevPAR increased 8.9 % compared to the 2006
period.  The company's brands showed first quarter RevPAR gains
as follows: Conrad, 13.2 %; Hilton, 10.3 %; Doubletree, 8.8 %;
Homewood Suites by Hilton, 8.0 %; Hilton Garden Inn, 7.9 %;
Hampton Inn, 7.8 %; and Embassy Suites, 6.3 %.

Management and franchise fees increased 16 % in the first
quarter to US$176 million, benefiting from RevPAR gains, the
addition of new units and the acquisition of HI.  2006 fees
include HI from February 23, 2006 and a one-time US$15 million
management contract termination fee related to a sold joint
venture property.  Adjusting for a full quarter of HI and this
one-time termination fee, fee income increased 17 % in the first
quarter.

                      Owned Hotel Results

Continued strong demand trends, primarily among leisure and
business travelers, resulted in high single digit or double
digit ADR increases at many of the company's gateway hotels
around the world.  Business transient, group and leisure all
showed significant ADR gains.

Across all brands, revenue from the company's owned hotels was
US$571 million in the first quarter 2007, a 13 % increase from
US$507 million in the 2006 quarter.  Total owned hotel expenses
were up 13 % in the quarter to US$429 million.  Owned results
exclude hotels that have been classified as discontinued
operations in connection with the Scandic sale.

Comparable North America owned revenue and expenses increased
6.1 % and 6.3 %, respectively.  Expenses were impacted by higher
insurance costs.

RevPAR from comparable N.A. owned hotels increased 6.0 %.
Comparable owned N.A. hotel occupancy decreased 0.5 points to
74.4 %, while ADR increased 6.8 % to US$198.19. Particularly
strong RevPAR growth was reported at the company's owned hotels
in New York, Chicago and Washington.  Comparable N.A. owned
hotel margins in the first quarter decreased 10 basis points to
24.4 %.  The aforementioned higher insurance costs impacted
margin growth by approximately 70 basis points.

Renovation activity at the Hilton New York negatively impacted
comparable results in the quarter.  Renovations are expected to
continue at the Hilton New York, the Waldorf=Astoria and the
Hilton Hawaiian Village in 2007.  Additionally, the Hilton San
Francisco and Hilton Waikoloa Village were challenged by soft
group markets.

On a pro forma basis, as if the acquisition of HI had occurred
January 1, 2006, comparable international owned revenue and
expenses increased 10.7 % and 9.4 %, respectively.  Pro forma
RevPAR from international comparable owned hotels increased
11.8 %.  Occupancy increased 0.3 points to 67.8 %, while ADR
increased 11.3 % to US$157.45.  Strong results were reported in
Luxembourg, Amsterdam, Sydney and across the U.K.  Adjusting for
the impact of foreign exchange, RevPAR from international
comparable owned hotels increased 4.8 %.  Pro forma comparable
international owned margins improved 90 basis points to 22.2 %.

On a worldwide basis, pro forma comparable owned RevPAR
increased 7.3 %, with margins flat at 23.8 %.  Excluding the
impact of foreign exchange, worldwide pro forma comparable owned
RevPAR increased 5.7 %.

                        Leased Hotels

Revenue from leased hotels was US$455 million in the first
quarter 2007 compared to US$189 million in the 2006 quarter,
while leased expenses were US$413 million in the current quarter
versus US$169 million last year.  The EBITDAR-to-rent coverage
ratio was 1.4 times in the quarter.  Leased results exclude
hotels that have been classified as discontinued operations in
connection with the Scandic sale.

Pro forma comparable leased revenue increased 13.4 %, leased
expenses increased 10.2 %, and margins increased 260 basis
points to 9.3 %. RevPAR from leased properties increased 16.4 %.  
Adjusting for the impact of foreign exchange, RevPAR from
comparable leased hotels increased 9.2 %, reflective of business
strength in the U.K. and Germany.

                   Hilton Grand Vacations

Hilton Grand Vacations Company, the company's vacation ownership
business, reported a 35 % decline in profitability in the first
quarter, due to %age-of-completion accounting associated with
new projects.  Revenue and expenses associated with projects in
development are deferred to correspond with the pace of
construction.  Unit sales declined 8 %, however average unit
sales prices increased 42 % over last year, with the increase
driven by new projects in Hawaii.

HGVC had first quarter revenue of US$146 million, a 20 %
decrease from US$183 million in the 2006-quarter.  Expenses were
US$114 million in the first quarter, compared with US$134
million in the 2006 period.

               Brand Development/Unit Growth

In the first quarter, the company added 44 properties and 6,865
rooms to its system as follows: Hampton Inn, 22 hotels and 1,940
rooms; Hilton, 9 hotels and 2,798 rooms; Hilton Garden Inn, 6
hotels and 774 rooms; Doubletree, 2 hotels and 548 rooms;
Homewood Suites by Hilton, 4 hotels and 427 rooms; Embassy
Suites, 1 hotel and 308 rooms, and Hilton Grand Vacations, 70
units.

Fourteen hotels and 2,872 rooms were removed from the system
during the quarter.

During the first quarter, the company added new domestic Hilton
hotels in Providence, Ft. Lauderdale, Branson, and Oklahoma
City. The company added new international Hilton hotels in
Sicily, Italy; Hefei, China; Warsaw, Poland; and the U.A.E.  The
company added new Doubletree hotels in Chicago, Illinois and
Augusta, Georgia.  The company opened its 1,400th Hampton Inn,
representing its 140,000th room, in Chicago. Also during the
quarter, the company entered into management agreements for a
Conrad in Abu Dhabi, Hiltons in Costa Rica and Jordan, and a
Doubletree in Costa Rica.  Early in the second quarter 2007, the
company announced the ground breaking of the 498-room
Waldorf=Astoria at Bonnet Creek and the 1,000-room Hilton Bonnet
Creek, part of a resort development adjacent to the Walt Disney
World(R) Resort in Florida.  The company expects to break ground
on the 1,400-room Hilton Orlando at the Orange County Convention
Center in the second quarter of 2007.  All three hotels will be
managed by the company upon completion, which is scheduled for
late 2009.

During the first quarter, Hilton Garden Inn was named the "Best
Mid-Price Hotel Value" by Entrepreneur (TM) magazine for the
second consecutive year.

At March 31, 2007, the Hilton worldwide system consisted of
2,838 hotels and 483,090 rooms.  The system count excludes 129
properties that left the system in April 2007 in connection with
the sale of the Scandic brand.  The company's current
development pipeline is its biggest yet, and the largest for any
U.S.-based hotel company, with more than 800 hotels and 111,000
rooms at March 31, 2007.  Approximately 90 % of the hotels in
the current development pipeline are in the Americas, though
international development is expected to comprise an
increasingly larger %age of the company's unit growth within the
next two years.

                      Asset Dispositions

The company completed the sale of the Scandic chain for EUR833
million or approximately US$1.1 billion.  The company also
entered into an agreement to sell up to 10 hotels in Continental
Europe to Morgan Stanley Real Estate for EUR566 million or
approximately US$770 million.  Additionally, the company is in
advanced stages of documentation with preferred buyers of the
Hilton Caledonian in Scotland, the Hilton Washington in the
District of Columbia and a number of the other domestic assets
that were being put on the market for sale late last year.  The
company expects to close on the majority of these asset sales by
mid-summer.  Net proceeds from sales will be used to pay down
debt.

                      Corporate Finance

At March 31, 2007, Hilton had total debt of US$7.06 billion (net
of approximately US$500 million of debt and capital lease
obligations resulting from the consolidation of certain joint
venture entities and a managed hotel, which are non-recourse to
Hilton). Of the US$7.06 billion, approximately 54 % is floating
rate debt. Total cash and equivalents (including restricted cash
of approximately US$325 million) were approximately US$476
million at March 31, 2007.  The increase in debt from
Dec. 31, 2006, was due to borrowings under the company's
revolving credit facilities, primarily due to the seasonality of
the first quarter and the timing of capital expenditures,
including timeshare development.  Hilton's debt currently has an
average life of approximately 5.9 years, at an average cost of
approximately 6.6 %.

The company's average basic and diluted share counts for the
first quarter were 389 million and 424 million, respectively.

Hilton's effective tax rate for continuing operations in the
first quarter 2007 was approximately 35 %.

Total capital expenditures in the first quarter were
approximately US$167 million, including approximately US$77
million expended for timeshare development.

                        2007 Outlook

The company provided the following updated estimates for full-
year 2007.

The sale of Scandic (including the use of net proceeds to reduce
debt) is expected to reduce the company's 2007 recurring EPS by
US$.10 per share.  This impact has been reflected in the
estimates provided below.  The outlook, however, excludes any
non-recurring gains or losses related to the disposition of
Scandic, the impact of future asset sales, share repurchases or
other potential significant transactions.

Total capital spending in 2007 is expected to be approximately
US$1.0 billion as follows: approximately US$290 million for
routine improvements and technology, approximately US$380
million for timeshare projects, and approximately US$330 million
for hotel renovation, special projects and hotel investments.  
To the extent the company completes additional asset sales,
capital expenditures would be expected to decrease.

The company expects to add approximately 255 hotels and 35,000
rooms to its system in 2007.

Stephen F. Bollenbach, Hilton co-chairman and chief executive
officer, said: "Last year's acquisition of Hilton International
is proving -- as we expected -- to be a tremendous benefit to
our company, our customers and our shareholders as international
results have been excellent since we completed the acquisition.

"We continue to have great success in opening full-service
Hilton hotels in markets around the world and are making
significant progress in signing up new deals globally across our
Family of Brands, as evidenced by our recently announced
ventures in China and India, and developments in Russia and
other parts of the world.  To further accelerate our shift to a
fee-based company, we are bolstering our international
development resources to facilitate our ability to secure new
contracts.

"An important component of our strategy is the asset disposition
program, which we began in 2005. We are seeing continued
terrific results on that front as well, the latest example being
the recently sale of our 10 assets in Continental Europe.  We
executed this transaction at a great price and expect to retain
management agreements on a majority of the hotels."

Mr. Bollenbach concluded: "We are excited about the strength of
our business, the enthusiasm of our team members and the
opportunities to continue our worldwide growth.  Our future
could not be brighter as we strengthen our position as the
premier global lodging industry company."

                     About Hilton Hotels

Headquartered in Beverly Hills, California, Hilton Hotels Corp.
-- http://www.hilton.com/-- together with its subsidiaries,  
engages in the ownership, management, and development of hotels,
resorts, and timeshare properties, as well as in the franchising
of lodging properties in the United States and internationally,
including Australia, Austria, Barbados, Finland, India,
Indonesia, Trinidad and Tobago, Philippines and Vietnam.

                        *     *     *

As reported on May 1, Standard & Poor's Ratings Services said
its rating and outlook on Hilton Hotels Corp. (BB+/Stable/--)
would not be affected by the company's announcement that it has
entered into an agreement with Morgan Stanley Real Estate to
sell up to 10 hotels for approximately US$612 million in
proceeds (net of property level debt repayment, taxes, and
transaction costs).  Upon the close of the transactions, Hilton
Hotels plans to use the net proceeds to repay debt.

Standard & Poor's rating upgrade for Hilton Hotels in March 2007
incorporated the expectation that the company would sell a
meaningful level of additional assets over the near term, which
would likely lead to additional debt reduction.  Still, Standard
& Poor's is encouraged by the expected transaction multiple
related to today's announcement.  If the lodging transaction
market remains strong, enabling Hilton Hotels to generate
substantial proceeds from remaining asset sales, if these
proceeds are used for debt reduction, and if the lodging
environment remains strong, an outlook revision to positive
could be considered as 2007 progresses.  Any movement signaling
the potential for a higher rating will depend on Hilton Hotels's
commitment to maintaining credit measures aligned with higher
ratings over the lodging cycle.

In February 2007, Moody's Investors Service upgraded Hilton
Hotels Corporation's corporate family rating to Ba1 from Ba2
reflecting a reduction in leverage from a faster than expected
pace of asset sales and strong earnings during 2006.  Adjusted
debt to EBITDAR has improved to around 5.0x from 6.0x in January
2006.


* DOMINICAN REPUBLIC: Moody's Lifts Ratings to B2 from B3
---------------------------------------------------------
Moody's Investors Service has upgraded the Dominican Republic's
ratings to reflect a general improvement in credit conditions
associated with a stronger-than-expected recovery from the 2003
banking and exchange-rate crisis.

The government's foreign- and local-currency bond ratings were
upgraded to B2 from B3.  The Dominican Republic's foreign-
currency country ceiling was upgraded to Ba3 from B1.  The
country ceiling is based on the government bond ratings and
Moody's assessment of a low risk of a payments moratorium in the
case of a default by the Dominican government.  The country's
ceiling for foreign-currency bank deposits was also upgraded to
B3 from Caa1.  All ratings have a stable outlook.

"Macroeconomic stability has been restored, and the country is
experiencing above-trend growth with GDP increasing at an
average annual rate of 10% during 2005-2006," said Moody's Vice
President Mauro Leos.  "Single-digit inflation, declining
interest rates and the appreciation of the exchange rate reflect
conservative monetary management on the part of the central
bank."

Mr. Leos said a major contributing factor to the ratings upgrade
was a significant reduction in the Dominican Republic's external
credit vulnerabilities, reflecting the steady increase
registered in the level of international reserves and the
presence of a more flexible exchange rate regime.

"These conditions, which mark a departure from those present
when a period of financial stress forced the government to
restructure its external debt obligations, have strengthened the
Dominican Republic's credit profile.  Their continuation will be
crucial for maintaining the country's current favorable credit
trends," said Mr. Leos.

On the fiscal side, he said, corrective measures implemented by
the Fernandez administration have been effective in reducing the
fiscal deficit.  However, fiscal adjustment has relied heavily
on tax measures.

Mr. Leos noted that, "a more balanced approach appears to be
required in the future, as expenditure adjustment has lagged. "  
"In particular, financial problems in the electricity sector
must be addressed to contain high budget transfers," said Mr.
Leos.

Government debt ratios have declined after a transitory spike in
2003-2004.  Those ratios now stand at levels roughly similar to
those observed in the pre-crisis period, while external debt
ratios are slightly higher than the corresponding ones during
the same period.

"Still, in both instances, debt ratios are below the means for
the B peer group, which is a typical feature of the Dominican
Republic's credit profile," said Mr. Leos.

"Even though the presence of moderate fiscal and current account
deficits should support declining debt ratios in the coming
years, the government continues to face important credit
challenges," said Mr. Leos

Particularly significant in this respect, he said, is the fact
that more than 80% of the government's debt is denominated in
foreign currency.  Since the government has been unable to
reduce its high foreign-currency exposure, its credit standing
remains as vulnerable to exchange rate shocks as it was during
the 2003-2004 episode.

"Reinforcing the institutional framework in order to avoid
future lapses in economic policy would be required to assure a
sustained improvement in the Dominican Republic's credit
standing," said Mr. Leos.

In this regard, congressional approval of IMF-supported
structural reforms is expected to improve budget control and
fiscal transparency and, if implemented and enforced, to
strengthen the Dominican Republic's rating prospects.

"Moody's would also view favorably further progress in ongoing
efforts to strengthen the central bank, including a final
resolution of reforms designed to bolster the institution's
autonomy, and continued progress in recapitalizing its balance
sheet," said Mr. Leos.

The analyst reported that the banking system has benefited from
the post-crisis economic recovery and a more stable
macroeconomic environment.  Capital adequacy has improved,
profitability has increased, and non-performing loans have
declined.  In addition, as the authorities have reinforced the
regulatory environment and financial supervision, systemic risks
have been reduced significantly," said Leos.

The A1 local currency deposit ceiling and the A1 local currency
bond ceiling -- the highest possible rating that could be
assigned to obligors and obligations denominated in local
currency within the country -- were not affected by this review.




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


PETROBRAS ENERGIA: Unveils Issuance of US$300-Mil. Series Notes
---------------------------------------------------------------
Petrobras Energia S.A. has informed that, based on the offerings
received, it has determined the terms and conditions relating to
the US$300 million Series "S" Notes due 2017, with an interest
coupon of 5.875% p.a., at a price of 99.617%, and with a annual
yield to investors of 5.926%.  Interest will be payable
semiannually and principal will be repaid in a single
installment at maturity.  The Notes are expected to be issued on
May 7, 2007, and the proceeds of the offering may be used for:
working capital in Argentina or investments in tangible assets
located in Argentina or debt refinancing.

The Notes will be supported by a Standby Purchase Agreement
provided by PESA's ultimate controlling shareholder, Petroleo
Brasileiro S.A.  Pursuant to this Agreement, in the event the
Issuer fails to make payment of principal, interest or any other
amount owed by the Issuer in connection with the Notes,
PETROBRAS is obligated to purchase the rights of noteholders to
receive such payments on the Notes.

The Notes were rated Baa2 and BBB- -- Investment Grade -- by
Moody's Investors Service and Standard & Poor's Ratings
Services, respectively.

The Notes were offered both in the domestic and international
capital markets to individual and institutional investors.

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.

                        *     *     *

As reported on the Troubled Company Reporter-Latin America on
May 2, 2007, 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.

As reported on Jan. 4, 2007, Fitch Argentina Calificadora de
Riesgo affirmed these ratings assigned to Petrobras Energia:

   -- international currency: B+
   -- local currency: BB-
   -- unsecured senior debt: B+


* ECUADOR: Gets US$87.8-Mil. Financing from IDB for Dam Project
---------------------------------------------------------------
The Republic of Ecuador has received US$87.8 million loan from
the Inter-American Development Bank for the construction of a
dam, the "Baba dam," at the confluence of the Baba and Toachi
rivers, equidistant between the cities of Quito and Guayaquil.

The project consists of the construction, operation and
maintenance of the Baba dam and the construction of an 8-km.
diverter from the reservoir formed by the Baba dam to the Daule
Peripa reservoir and the Marcel Laniado de Wind -- MLW --
generation plant.

The MLW plant currently uses only 80MW of its total installed
capacity of 213MW.  The objective of the project is therefore to
allow for the use of the idle installed capacity of the MLW
plant in order to generate an additional average of 388GWh of
energy per year.

"Ecuador suffers from a deficit in hydro-generation investments,
and its capacity to cover current demand is decreasing," said
project team leader, Jean-Marc Aboussouan.  "This shortfall,
combined with rapidly increasing demand for energy due to a
growing economy, electrification and urbanization means Ecuador
must import increasing amounts of electricity."

According to Mr. Aboussouan, the additional energy the MLW plant
will be able to generate after construction of the Baba dam
represents approximately 22% of the country's current
electricity imports.

The total cost of this public-private partnership project is
approximately US$195.2 million.  The private sector will
contribute both capital and debt financing. Its key participant
is the Brazilian company Odebrecht Investimentos em Infra-
Estrutura Ltda.  The public sector will contribute through
revenues generated from the existing energy produced at the MLW.

The IDB's participation has contributed significantly to the
project's environmental and social management, particularly as
it relates to the design of an adequate compensation and
resettlement plan, developing a more integrated and effective
environmental management system and helping develop innovative
solutions to water issues downstream of the dam, explained Mr.
Aboussouan.

The Bank and other project shareholders have held various public
participation events, including consultation on original project
design and meetings about the adopted alternative design.

The alternative project design proposed by Odebrecht has allowed
for substantial reduction in land acquisition and resettlement.
Instead of 240 families that would have had to be relocated in
the original design, only 43 families will have to be relocated;
and land acquisition is limited to 1,099 hectares compared to
the original 3, 760 hectares.

Under the adopted design, no protected areas or ecological
sensitive habitats will be affected.

Construction of the Baba dam is expected to last two years.

                        *     *     *

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

In addition, these ratings were downgraded:

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

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

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

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




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


MILLICOM INT'L: Moody's Assigns Loss-Given-Default Rating
---------------------------------------------------------
In connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the corporate families in the
Telecommunications, Media and Technology sectors, the rating
agency confirmed its Ba3 Corporate Family Rating for Millicom
International Cellular S.A.

Moody's also assigned a Ba3 probability of default rating to the
company.

Debt ratings remain unchanged in conjunction with the
implementation of Moody's Loss Given Default and Probability of
Default rating methodology for existing non-financial
speculative-grade corporate issuers in Europe, Middle East and
Africa.

                                                Projected
                              POD      LGD      Loss-Given
      Debt Issue              Rating   Rating   Default
      ----------              -------  -------  --------
   10% Sr. Unsec. Regular
   Bond/Debenture Due 2013    B2       LGD5     85%

Moody's explains that current long-term credit ratings are
opinions about expected credit loss, which incorporate both the
likelihood of default and the expected loss in the event of
default.  The LGD rating methodology will disaggregate these two
key assessments in long-term ratings.  The LGD rating
methodology will also enhance the consistency in Moody's
notching practices across industries and will improve the
transparency and accuracy of Moody's ratings as Moody's research
has shown that credit losses on bank loans have tended to be
lower than those for similarly rated bonds.

Probability-of-default ratings are assigned only to issuers, not
specific debt instruments, and use the standard Moody's
alphanumeric scale.  They express Moody's opinion of the
likelihood that any entity within a corporate family will
default on any of its debt obligations.

Loss-given-default assessments are assigned to individual rated
debt issues -- loans, bonds, and preferred stock.  Moody's
opinion of expected loss are expressed as a percent of principal
and accrued interest at the resolution of the default, with
assessments ranging from LGD1 (loss anticipated to be 0% to 9%)
to LGD6 (loss anticipated to be 90% to 100%).

Headquartered in Bertrange, Luxembourg, and controlled by
Sweden's AB Kinnevik, Millicom International Cellular S.A.
-- http://www.millicom.com/-- is a global telecommunications  
investor with cellular operations in Asia, Latin America and
Africa.  It currently has cellular operations and licenses in 16
countries.  The Group's cellular operations have a combined
population under license of around 391 million people.

The Central America Cluster comprises Millicom's operations in
El Salvador, Guatemala and Honduras.  The population under
license in Central America at December 2005 is 26.4 million.  
The South America Cluster comprises Millicom's operations in
Bolivia and Paraguay.  The population under license in South
America at December 2005 is 15.2 million.




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


ADVANCED MICRO: Completes US$2.2 Bil. of 6% Sr. Notes Offering
--------------------------------------------------------------
Advanced Micro Devices Inc. completed its offering of US$2.2
billion aggregate principal amount of 6% Convertible Senior
Notes due 2015, including US$200 million of notes that were
issued in connection with the exercise in full of the initial
purchasers' over-allotment option.  The notes were privately
offered to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended.

In connection with the offering, AMD entered into capped call
transactions with an affiliate of one of the initial purchasers.
The capped call transactions are intended to reduce the
potential dilution to AMD's stockholders upon any future
conversion of the notes.

The capped call transaction effectively will increase the
conversion price of the convertible notes to US$42.12 per share
of AMD's common stock, representing a 300% premium relative to
the last reported sale price of US$14.04 per share of the common
stock on April 23, 2007.

AMD estimates that the net proceeds from the offering, will
be approximately US$2,169 million, after deducting discounts,
commissions and estimated offering expenses.  AMD used
approximately US$182 million of the net proceeds of the offering
to fund the cost of the capped call transactions.

AMD used US$500 million of the remaining net proceeds to repay
a portion of the term loan AMD entered into with Morgan Stanley
Senior Funding, Inc. to finance a portion of the purchase price
of, and expenses related to, the acquisition of ATI Technologies
Inc.  AMD will use the remaining amount for general corporate
purposes, including working capital and capital expenditures.

                     About Advance Micro

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.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 2, 2007, 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.  
Moody's said the rating outlook remains negative.


AMSCAN HOLDINGS: Gets Refinancing Commitments from Three Lenders
----------------------------------------------------------------
Amscan Holdings Inc. has received commitments from Credit
Suisse, Bank of America Securities and Lehman Brothers to
refinance its senior debt facilities that will enable the
company to lower its overall cost of debt and improve its
financial flexibility.

The refinancing is expected to consist of a five-year US$150
million asset-based revolving credit facility and a six-year
US$425 million term loan.  The company's leverage at closing
will remain largely unchanged as the net proceeds are planned to
be used to repay existing senior debt and related prepayment
fees.  The commitments provide that:

     i. ABL facility will be secured by a first priority lien
        on accounts receivable and inventories, with a second  
        priority lien on all other assets of the Company;

    ii. term loan will be secured by a first priority lien on
        all of the company's assets, except for accounts
        receivable and inventories, and a second priority lien
        on accounts receivable and inventories;

   iii. term loan will amortize at 1% per year with a balloon
        payment at maturity; both facilities will be guaranteed
        by the company's domestic subsidiaries; and

    iv. both will be subject to customary prepayment provisions
        and negative covenants and will include only incurrence-
        based financial covenants.

The company expects the refinancing to close during May 2007.

                     About Amscan Holdings

Headquartered in Elmsford, New York, Amscan Holdings Inc. --
http://www.amscan.com/-- makes more than 400 specially designed  
ensembles of party accessories and novelties, including
balloons, invitations, pinatas, stationery, and tableware.  
Amscan sells to more than 40,000 retail outlets worldwide,
mainly party goods superstores, mass merchandisers, and other
distributors.  Party City accounted for about 13% of sales
before the firm bought it in 2005.  Amscan itself makes party
items (which bring in about 60% of sales) and buys the rest from
other manufacturers, primarily in Asia.  It has production and
distribution facilities in Asia, Australia, Europe, and North
America.  Berkshire Partners and Weston Presidio are Amscan's
principal owners.  The company has a wholly owned metallic
balloon distribution operations located in Mexico.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 3, 2007, Moody's Investors Service rated Amscan Holdings,
Inc.'s proposed secured revolving credit facility at Ba3 (LGD-2,
28%) and secured term loan at B1 (LGD-3, 36%).  Moody's also
affirmed the 8.75% senior subordinated notes (2014) at Caa1
(LGD-5, 88%) and the corporate family rating at B2.  Proceeds
from the new debt are to be used to refinance the existing 1st-
lien bank loan and 2nd-lien term loan.

Ratings assigned:

   -- US$150 million 5-year secured revolving credit facility
      at Ba3 (LGD-2, 28%); and

   -- US$425 million 6-year secured term loan at B1
      (LGD-3, 36%).

These ratings are affirmed:

   -- US$175 million 8.75% senior subordinated notes (2014)
      at Caa1 (LGD-5, 88%);

   -- Corporate Family Rating at B2; and

   -- Probability of default rating at B2.

As reported in the Troubled Company Reporter-Latin America on
May 3, 2007, Standard & Poor's Ratings Services affirmed all of
its ratings on Amscan Holdings Inc., including the 'B' corporate
credit rating.  At the same time, Standard & Poor's assigned its
'BB-' bank loan rating and '1' recovery rating to Amscan's
proposed US$150 million asset-based revolving credit facility,
indicating the expectation of full (100%) recovery of principal
in the event of a payment default.  In addition, Standard &
Poor's assigned its 'B' bank loan rating and '3' recovery rating
to the company's proposed US$425 million senior secured term
loan B facility, indicating the expectation of meaningful (50%-
80%) recovery of principal in the event of a payment default.  
The bank loan ratings are based on preliminary terms and are
subject to review upon final documentation.  S&P said the
outlook is negative.


AXTEL SAB: Revenues Increase 114% to MXN2.9B in First Quarter
-------------------------------------------------------------
Axtel, S.A.B. de C.V. said in a filing with the Mexican Stock
Exchange that its revenues grew 114% to MXN2.9 billion in the
first quarter 2007, compared to the same period in 2006.

Axtel also made emphasis on the fact that its operating cash
flow (EBITDA) increased 83%to MXN910 million in the first
quarter 2007 from MXN496 million in the first quarter 2006.

In addition, Axtel's operating profit grew 51% to MXN210 million
in the first quarter 2007, compared to MXN139 million in the
first quarter 2006.

Axtel reported having 815 thousand lines in service in the first
quarter 2007, which is 26% more than those reported for the
first quarter of 2006.

Axtel Corporate Director Patricio Jimenez Barrera said, "The
significant increases in revenues, cash flow, and operating
profit achieved during this quarter confirm our growth strategy
after the acquisition of Avantel and our commitment to create
value for our shareholders and to the development of Mexico."

"Concurrently with our leading the process of integration of
Avantel along the right track, during this quarter we also had a
geographic expansion, as we started operations in Tampico,
Tamaulipas and Cuernavaca, Morelos, thus expanding our local
service coverage to 19 cities in the country that are inhabited
by more than 43 million persons.  Our continuing emphasis on the
quality of our service and our constant effort to improve our
customers' satisfaction will be our key strategies to
consolidate our position in the market throughout this year,"
Mr. Barrera stated.

Headquartered in Monterrey, Mexico, AXTEL is a Mexican
telecommunications company that provides local and long distance
telephony, broadband Internet, data and built-to-suit
communications solutions in 17 cities and long distance
telephone services to business and residential customers in over
200 cities.  The seventeen cities in which AXTEL currently
provides local services are Mexico City, Monterrey, Guadalajara,
Puebla, Leon, Toluca, Queretaro, San Luis Potosi,
Aguascalientes, Saltillo, Ciudad Juarez, Tijuana, Torreon
(Laguna region), Veracruz, Chihuahua, Celaya and Irapuato.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 25, 2007, Standard & Poor's Ratings Services assigned its
'BB-' rating to Axtel SAB de CV's US$250 million Senior
Unsecured Notes due January 2017.  It also affirmed its 'BB-'
long-term corporate credit rating on Axtel.  S&P said the
outlook is negative.

As reported in the Troubled Company Reporter-Latin America on
Jan. 23, 2007, Moody's Investors Service has confirmed Axtel,
S.A.B. de C.V.'s Ba3 corporate family rating and changed the
rating outlook to stable.


AXTEL SAB: Will Use Sycamore's Cross-Connect Platforms
------------------------------------------------------
Axtel S.A.B. de C.V. has selected Sycamore Networks, Inc.'s DNX-
11 and DNX-88 multi-service cross-connect platforms to optimize
its Signaling System Number 7 or SS7 network and enhance the
delivery of converged voice, video, and data services.  The
Sycamore DNX solution enables Axtel to reduce operational
expenses while improving the performance and reliability of its
integrated communication services.

Axtel Transmission Specialist Erik Uresti said, "Deploying
leading edge technologies is a key part of Axtel's strategy as
we transform our nationwide network to support competitive
business and residential services.  Sycamore's technology
enhances our high-value service offerings by significantly
improving bandwidth efficiencies in our transmission
infrastructure and providing scalability and reliability in a
flexible, highly compact network element."

Deployment of Sycamore DNX multi-service cross-connect systems
will help Axtel cost-effectively scale its SS7 network, maximize
service concentration in remote gateway applications, and
improve bandwidth efficiencies as wireless backhaul traffic
increases.

Sycamore Networks President and Chief Executive Officer Daniel
E. Smith stated, "Intelligent traffic optimization is critical
to network operators as they evolve their infrastructure
networks to cost-effectively backhaul multiple service types.  
We are pleased to deliver Axtel a competitive solution that
meets their requirements to lower the cost of network
operations, improve service flexibility, and enhance the
scalability of their SS7 network."

The DNX multi-service cross-connect platform offers exceptional
density with proven reliability, enabling fixed line and mobile
network operators to meet a broad range of multi-service
grooming and aggregation applications while reducing network
cost and complexity.

                   About Sycamore Networks

Sycamore Networks, Inc. -- http://www.sycamorenet.com-- is a  
leading provider of intelligent networking software for fixed
line and mobile network operators worldwide.  From multi-service
access networks to the optical core, Sycamore Networks products
enable network operators to lower overall network costs,
increase operational efficiencies, and rapidly deploy new
revenue-generating services.  Sycamore Networks' global customer
base includes Tier 1 service providers, government agencies, and
utility companies.  

                        About Axtel

Headquartered in Monterrey, Mexico, AXTEL is a Mexican
telecommunications company that provides local and long distance
telephony, broadband Internet, data and built-to-suit
communications solutions in 17 cities and long distance
telephone services to business and residential customers in over
200 cities.  The seventeen cities in which AXTEL currently
provides local services are Mexico City, Monterrey, Guadalajara,
Puebla, Leon, Toluca, Queretaro, San Luis Potosi,
Aguascalientes, Saltillo, Ciudad Juarez, Tijuana, Torreon
(Laguna region), Veracruz, Chihuahua, Celaya and Irapuato.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 25, 2007, Standard & Poor's Ratings Services assigned its
'BB-' rating to Axtel SAB de CV's US$250 million Senior
Unsecured Notes due January 2017.  It also affirmed its 'BB-'
long-term corporate credit rating on Axtel.  S&P said the
outlook is negative.

As reported in the Troubled Company Reporter-Latin America on
Jan. 23, 2007, Moody's Investors Service has confirmed Axtel,
S.A.B. de C.V.'s Ba3 corporate family rating and changed the
rating outlook to stable.


CELESTICA INC: Moody's Cuts Corporate Rating to B1 After Review
---------------------------------------------------------------
Moody's Investors Service downgraded Celestica Inc.'s corporate
family rating to B1 from Ba3 and the senior subordinated note
ratings to B3 from B2.  Simultaneously, Moody's lowered the
company's speculative grade liquidity rating to SGL-2 from
SGL-1.  This rating action concludes Moody's Feb. 1, 2007 review
for possible downgrade, which was triggered by the company's
weak fourth quarter financial performance, operational setbacks
at its Mexican facility and softness in European top-line
revenue growth.  The ratings outlook is negative.

The downgrade to B1 reflects:

    (i) the continued excess capacity in the EMS sector;

   (ii) Celestica's sub-par asset utilization and ongoing
        business restructurings, which have totaled roughly
        US$345 million since January 2005;

  (iii) expectations of continued pressure in the telecom
        space as OEM consolidation combined with heightened
        competition from Asian outsourcers have negatively
        impacted volumes;

   (iv) the potential for prolonged restructurings, which
        inevitably would serve as a major distraction for
        management in an industry where management focus and
        execution are key competitive differentiations;

    (v) an increase in leverage from 3.1x EBITDA in 2005
        to 5.0x as a result of weak EBIT levels over the
        last two quarters; and

   (vi) negative free cash flow generation in recent quarters
        due in part to increasing working capital, which has
        reduced Celestica's cash balance to a level which
        does not provide as much financial flexibility.

Although good, liquidity has been deteriorating given that cash
declined each year since 2003 when it was over US$1 billion to
US$704 million as of the recent first quarter, while funded debt
rose from US$211 million to US$750 million during the same
period.  Additionally, Celestica's recent refinancing of its
credit facility has resulted in full access to a new US$300
million revolver that is half the size of the old credit
facility and now secured to most of the company's assets.  
Finally, free cash flow remains negative for the twelve months
ended March 31, 2007, as Celestica has generated negative free
cash flow in five of the last nine quarters.

The B1 rating also considers Celestica's response to the weak
operating environment through operational streamlining,
warehouse consolidation, the gradual transfer of programs from
Mexico to Asia and headcount reductions over the next several
quarters.  The restructuring involves the implementation of best
practices at the Mexico facility and modest revenue growth at
the European operations via new program wins, but this will take
a full year to launch.  The rating also reflects Celestica's
position as a Tier 1 EMS provider, efforts to diversify its
concentrated client base, improving inventory and accounts
receivable turnover and the sequential improvement in gross
margin.

Although Celestica is moderately levered and has good liquidity,
the negative outlook reflects Moody's concerns about the
continued softness in the EMS space with significant supply
overhang and excess capacity, margin pressures, and execution
and customer attrition issues.  While the company continues to
implement its restructuring plans to reduce capacity and
inventory levels, as well as refocusing to a more customer-
centric strategy, Moody's believe the EMS operating environment
will remain challenged over the near-to-intermediate term.  
Given this difficult industry backdrop, the negative outlook
also reflects our concerns regarding the company's ability to
remedy its operational issues and losses in its overseas (non-
Asian) operations in a timely manner and to minimize customer
attrition in order to alleviate the negative impact on
Celestica's revenue, profitability and cash flow generation.

Moody's will most likely stabilize the ratings outlook if
Celestica is able to demonstrate: improved customer retention
and meaningful program wins as evidenced by revenue growth,
enhanced product/services mix, and diversification partly due to
growth in non-traditional end-markets, or tightening in
supply/demand imbalances; improved operating performance in the
second half of 2007 such that operating margins recover above
2.0% (Moody's adjusted) and operating income return on assets
(net cash) is sustainable between 4.0% -- 4.5% (Moody's
adjusted); an ability for management to improve core execution;
financial leverage below 4.5x (Moody's adjusted) as EBITDA
levels advance; fewer material restructuring charges plus
realization of planned cost savings; and an ability to generate
and sustain meaningful positive free cash flow levels.

These ratings were downgraded:

   -- Corporate Family Rating to B1 from Ba3

   -- Probability of Default Rating to B1 from Ba3

   -- US$500 million 7.875% Senior Subordinated Notes due 2011
      to B3 (LGD-5, 85%) from B2 (LGD-5, 87%)

   -- US$250 million 7.500% Senior Subordinated Notes due 2013
      to B3 (LGD-5, 85%) from B2 (LGD-5, 87%)

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

Based in Toronto, Canada, Celestica, Inc. (NYSE: CLS,
TSX: CLS/SV) -- http://www.celestica.com/-- provides electronic          
manufacturing services to original equipment manufacturers in
the computing, telecommunications, aerospace and defense,
automotive, consumer electronics, and industrial sectors in
Asia, Mexico, Puerto Rico, Brazil, and Europe.  Its solutions
comprise design and engineering, manufacturing and systems
integration, and fulfillment, as well as after-market services.
The company has a facility in Monterrey, Mexico.

The company has a strategic alliance with Bartolini Progetti
S.p.a.  Celestica was incorporated as Celestica International
Holdings, Inc. in 1996 and changed its name to Celestica, Inc.  
The company is based in Toronto, Canada.  Celestica, Inc. is a
subsidiary of the Onex Corp.


GRUPO MEXICO: Local Unit's Miners to Resume Talks with Gov't
------------------------------------------------------------
The Peruvian government has resumed talks on Wednesday with the
country's mining federation, in a bid to halt a strike that
begun on April 30.

Representatives of the National Federation of Metallurgic and
Steel Miners, which is made up of 74 unions and representing
about 28,000 of Peru's 100,000 mine workers, met with Labor
Minister Susana Pinilla to negotiate demands for better working
conditions for subcontracted workers.  Of the 74 unions, 33 are
on strike, including employees of Southern Copper Corp. -- a
subsidiary of Grupo Mexico de CV, and Doe Run Resources Corp.

The miners have demanded higher wages and better pensions as
rising metal prices generate record earnings for mining
companies.  Peru is among the world's top two silver producers,
and is No. 3 in copper and zinc and No. 5 in gold.

              About Southern Copper Corporation

Headquartered in Phoenix, Ariz., Southern Copper Corporation
produces copper, molybdenum, zinc, and silver.  It engages in
mining, milling, and flotation of copper ore to produce copper
concentrates and molybdenum concentrates; the smelting of copper
concentrates to produce anode and blister copper; and the
refining of blister/anode copper to produce copper cathodes.  
The company also engages in the mining and processing of gold
and lead, as well as produces refined copper using SX/EW
technology.  It operates the Toquepala and Cuajone mines in the
Andes Mountains, which is located approximately 984 kilometers
southeast of the city of Lima, Peru; and a smelter and refinery
west of the Toquepala and Cuajone mines in the coastal city of
Ilo, Peru.  Southern Copper Corporation has its mining,
smelting, and refining operations in Peru and Mexico, as well as
exploration operations in Chile.

                      About Grupo Mexico

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.


GRUPO TMM: Incurs US$5.1 Million Net Loss in 2007 First Quarter
---------------------------------------------------------------
Grupo TMM, S.A.B., reported its financial results for the first
quarter of 2007.

Javier Segovia, president of Grupo TMM, said, "You can clearly
see from our press release that Grupo TMM is growing and is
improving its operating performance.  Improved results are
reflected in not only Maritime and Ports, where both divisions
are on target with this year's guidance, but also in Logistics
where investments are now occurring.  During the third and
fourth quarters of 2007 all divisions of TMM will excel.  As you
know we increased our flexibility as we paid all of our
bondholders in full, and we are now ready to seize accretive
opportunities as they present themselves in Maritime, Logistics
and Ports.  Also, during the first quarter we continued to
explore alternatives to improve our debt maturity profile and to
lower our debt service.  We will soon be able to provide our
shareholders with more information on these accretive moves and
alternatives."

"Our results are reflecting real improvement. EBITDA after
corporate expenses in the fourth quarter of 2006 was US$7.0
million, and in the first quarter of 2007 was US$12.8 million.  
In 2006 we produced US$31.7 million of EBITDA, and in 2007 we
anticipate producing an EBITDA of US$58 million after corporate
expense of approximately US$17 million.  By the third and fourth
quarters of 2007, as Logistics continues to bring on its
equipment, and as we position that equipment and eliminate and
sell older and unusable assets, the Logistics run rate target of
US$17 million of EBITDA per year will become a reality."

Mr. Segovia continued, "As you all know, the Mexican government
has indicated that expanded exploration in the Gulf of Mexico is
of paramount importance in order to replace oil reserves that
are declining and has determined a need to increase the entire
Mexican offshore fleet capability by 11 percent.  In 2006, we
invested in modern offshore vessels that will enable Grupo TMM
to be well positioned to assist the Mexican government in this
expansion process."

"In addition, the Mexican government recently announced its
decision to replace its product tanker fleet for distribution of
oil products in the Pacific and the Gulf of Mexico coastlines.  
We anticipate that PEMEX will ultimately own 10 vessels and will
charter another 10.  PEMEX has to replace six owned vessels in
order to comply with Marpol regulations.  We believe PEMEX will
turn to companies like ours, which can acquire and operate these
vessels, and that have a solid 13-year performance record, with
experience and knowledgeable personnel that have managed crews,
and that operates under the Mexican flag.  Our current and
future state of financial options and our knowledge of the
Mexican oil industry, joined with the accelerating governmental
demand for exploration and for the additional desire to replace
product tanker vessels positions Grupo TMM with great
competitive advantages.  We believe that our Maritime division
will meet its target EBITDA of US$55 million in 2007."

"Ports are extremely stable as noted in the detail of our
release, as we are moving ahead on this division both on the
auto handling as well as on the cruise ship segments at
Acapulco."

"On the Logistics side we continue to make the investments that
we said we were going to make.  We have received 130 of the 271
tractor orders placed and have received 305 of the 370 trailers
we intended to bring on this year.  Additionally, our new truck
terminal and maintenance facility should be completed within the
next six weeks.  We are seeing major advancements in
profitability, and you can see that Logistics produced a US$0.5
million of operating profit as compared to the US$2.3 million
loss in the fourth quarter of 2006.  As we advance the next
several months we will continue to improve our financial
flexibility and capabilities within the division.  All of our
businesses within Logistics are expanding, and you will see the
impact of a very profitable Logistics organization in the third
and fourth quarters of this year."

"The entire ADEMSA warehouse transaction is ahead of our
expectations, and we believe we will meet all of our goals on
the warehousing side.  We will continue to look for additional
warehouses as the summer progresses.  At the maintenance and
repair and terminals segments, our business is above both
revenue and profitability plans.  We have told you in the past
with the modifications and improvements we are making, Logistics
will produce its guidance, and as other transactions are
completed we will update you further."

"I want to point out that the demand for our Logistics services
is very strong and growing.  Despite the loss of a significant
amount of revenue and profit from the cancellation of service
agreements by Kansas City Southern de Mexico in 2006, bringing
our revenue base for Logistics down to US$60 million annually,
we are in April 2007 at a run rate of US$101 million of annual
revenue, and we believe we will make US$120 million, which is
our goal for Logistics in 2007.  This number is being
accomplished by all of the investments we are making in trucking
and through other improvements in infrastructure and technology
to enhance utilization and efficiency."

"In order to be in position for the opportunities that we
believe are coming, on April 30 the Company's shareholders
authorized the Company to proceed to negotiate several
transactions, and even though we have not yet consummated
agreements, authorization is now in place to improve our current
amortization profile, taking advantage of a preliminary rating
of AA (mex) by Fitch Ratings for this specific structured debt
program. If all goes as planned, we may have the flexibility to
issue 20-year Mexican trust certificates ('Certificados
Bursatiles') for up to US$3 billion Mexican pesos that could
increase up to US$9 billion Mexican pesos as demand for offshore
and product tanker vessels, transportation assets and port
terminals accelerates.  This kind of long-term financing tied to
the useful life of vessels is a first in Mexico.  As more
details are available we will announce them. Needless to say,
any moves we make will be highly accretive.  We believe there's
a huge opportunity waiting for us as oil exploration vessels and
product tankers are replaced in the near future."

Mr. Segovia concluded, "As we said last quarter, 2006 proved to
be a difficult transition year, and our first quarter results
reflect that transition and shed a positive light on future
results."

                      Financial Results

Comparing the first quarter of 2007 with the first quarter of
2006, TMM reported the following results:

   -- Revenue of US$68.6 million, up 9.9 percent from
      US$62.4 million

   -- Operating income of US$6.4 million, up 2.7 times from
      US$1.7 million

   -- Operating margin of 9.3 percent, up 6.5 percentage points

   -- EBITDA of US$12.8 million, up from US$7.3 million

   -- Net loss of US$5.1 million compared to net income of
      US$78.9 million

Revenues in the first quarter of 2007 were impacted by the
cancellation of service agreements by Kansas City Southern de
Mexico, which reduced first quarter 2007 revenues by US$10.0
million.

The increase in operating profit in first quarter of 2007
compared to first quarter 2006 was mainly attributable to an
improvement of US$4.5 million in the Maritime division's
operating profit.

SG&A of US$8.8 million in the first quarter of 2007 increased
4.7 percent or US$0.4 million over the same period of 2006 due
mainly to annual increases to employees and to the addition of
our new warehouse company, partially offset by the devaluation
of the peso versus the dollar.

Net financial cost in the first quarter of 2007 was US$10.6
million compared to US$24.5 million in the same quarter last
year.  This decrease resulted from the reduction of US$17.0
million attributable to the amortization of expenses associated
with the Company's 2007 Notes, and a US$4.3 million reduction
attributable to interest related to such Notes and other debt.  
This reduction was partially offset by a US$6.4 million interest
increase associated with the Company's securitization program.

As of March 31, 2007, TMM's total debt was US$357.5 million, of
which US$191.5 million is related to the company's
securitization facility, US$159.6 million is project finance
debt and is related to the acquisition of maritime assets (which
is supported by approximately US$154.1 million of long-term
contracted revenues, by the Mexican Navigation Law and by the
total market value of these assets, which is estimated to exceed
their book value by US$42 million), and US$6.4 million is
related to other debt.

                       Segment Results

Maritime

Comparing the first quarter of 2007 with the same period of last
year:

   -- Revenue increased 26.7 percent to US$15.7 million in the
      offshore segment mainly attributable to average daily rate
      increases and to two additional vessels in operation

   -- Cost reduction of 23.1 percent in the offshore segment due
      to the conversion of vessels from a leased to an owned
      status resulting in a gross profit increase of
      197.4 percent

   -- Revenue increase of 72.5 percent to US$16.0 million in the
      tanker segment due mainly to more vessels in operation

   -- Revenue increase of 14.6 percent to US$7.7 million in the
      parcel tanker segment due to higher rates and volumes

Logistics

Comparing the first quarter of 2007 with the same period of last
year:

   -- Trucking revenues increased 13.2 percent to US$9.6 million
      due to increased freight volumes as a result of the
      acquisition of 130 new tractors and 305 new trailers

   -- Recently acquired warehousing company contributed
      US$3.5 million of revenues and US$1.1 million of gross
      profit in the first quarter of 2007

   -- Maintenance and repair revenues increased 50.0 percent to
      US$1.6 million due to ongoing rehabilitation and expansion
      of maintenance facilities

   -- Inbound logistics revenues decreased 11.6 percent to
      US$4.7 million due mainly to a decrease in production in
      the automobile industry export output

Ports and Terminals

Comparing the first quarter of 2007 with the same period of last
year:

   -- Revenues and operating profit increased 29.9 percent and
      98.7 percent, respectively

   -- Revenues at Acapulco increased 43.6 percent to
      US$2.0 million due mainly to a 54.8 percent revenue
      increase in the cruise ship business segment

   -- Auto handling revenues at Acapulco improved 44.8 percent
      to US$0.4 million as export volumes to Japan and South
      America increased from 6,812 automobiles to 8,472

                       About Grupo TMM

Headquartered in Mexico City, Grupo TMM SA (NYSE: TMM)(MEX
VALORIS: TMMA) -- http://www.grupotmm.com/-- is a Latin    
American multimodal transportation and logistics company.  
Through its branch offices and network of subsidiary companies,
TMM provides a dynamic combination of ocean and land
transportation services.

                        *     *     *

Standard & Poor's Ratings Services raised its corporate credit
rating on Grupo TMM SA to 'B-' from 'CCC.'  The rating was
removed from Creditwatch, where it was placed on Dec. 15, 2004.  
S&P said the outlook is positive.


FEDERAL-MOGUL: Creditors Vote to Accept Fourth Amended Plan
-----------------------------------------------------------
Federal-Mogul Corporation and its debtor-affiliates' balloting
agent, The Garden City Group, Inc., delivered to the United
States Bankruptcy Court for the District of Delaware on
May 1, 2007, a summary of the ballots cast on the Debtors'
Fourth Amended Joint Plan of Reorganization.

Jeffrey S. Stein, vice president of The Garden City Group,
discloses that majority of the Voting Classes voted to accept
the Fourth Amended Plan.

Among the Classes that fully support the Plan are:

Voting Class                      No. of Votes   Vote Value
------------                      ------------   ----------
1B, FMC - Bank Claims                    68    US$1,073,788,242

1L, FMC - Affiliate Claims               26       1,093,536,678

25L, F-M Global - Affiliate Claims        2       1,802,613,599

11J, F-M Sealing Systems (Slough)
    - Asbestos PI Claims              13,083         146,663,204

12J, F-M Friction Products
    - Asbestos PI Claims              18,064         222,489,896

13J, F-M Mogul Sealing Systems
    (Rochdale) - Asbestos PI Claims   12,700         141,906,215

83J, Washington Chemical
    - Asbestos PI Claims              17,944         210,069,522

Among the Voting Classes where more than 5% of its members voted
against the Plan are:

                                           Share of
                                         Disapproving
  Voting Class                              Votes     Vote Value
  ------------                          ------------  ----------
  15H, F-M Bradford - Unsecured Claims       6.81%         US$3
  16H, F-M Camshafts - Unsecured Claims      5.26%        3,412
  19H, TBA Industrial - Unsecured Claims    14.28%        1,265
  32H, T&N Industries - Unsecured Claims    20.00%       12,826
  40H, F-M Bridgewater - Unsecured Claims    6.25%          635
  69H, J.W. Roberts - Unsecured Claims      96.61%      407,454

A two-page Ballot Summary for Class 5J-1, broken down by
disease, is available for free at
http://ResearchArchives.com/t/s?1e64

A 63-page list of the Ballot Summary for the other Voting
Classes is available for free at
http://ResearchArchives.com/t/s?1e65

As previously approved by the Court, votes cast to accept or
reject the Third Amended Joint Plan of Reorganization by Classes
A, B, D, F, H, L, M, N and O were counted for purposes of
computing the acceptance or rejection of the Fourth Amended
Plan.

Votes cast to accept or reject the Third Amended Plan by Classes
C, H-UK, I, and J were also counted for purposes of computing
acceptance or rejection of the Fourth Amended Plan except to the
extent that those votes were changed by the claimholders in
connection with the solicitation of the Fourth Amended Plan.

Garden City identified around 415 Ballots that were invalid and
not counted for the approval or rejection of the Plan.

                  Plan Proponents Seek Protection
                   from Plan-Related Depositions

The Debtors, the Official Committee of Asbestos Claimants, the
Legal Representative for Future Asbestos Claimants, and Cooper
Industries, LLC, seek a protective order precluding certain
deposition notices served by, among others, Mt. McKinley
Insurance Company and PepsiAmericas, Inc.

The Deposition Notices seek to discover, among others, the
fairness of the Fourth Amended Plan, the Plan's compliance with
the requirements under Section 1129 of the Bankruptcy Code, the
Debtors' assets and liabilities, and facts underlying the Plan.

The Deposition Notices are harassing, unduly burdensome, and a
transparent attempt to delay confirmation of the Plan, the
Debtors complain.

The Plan is insurance neutral and preserves the rights of the
Propounding Parties, the Plan Proponents maintain.

In response, the Propounding Parties assert that they are
parties-in-interest and have standing to conduct the Depositions
pursuant to Sections 1128(b) and 1109(b) of the Bankruptcy Code.

The Propounding Parties ask the Court to compel the Plan
Proponents to provide supplemental responses that fully address
their discovery requests.

Subsequently, at the Court's direction, Mt. McKinley and
PepsiAmericas conferred with the Plan Proponents and the Pneumo
Protected Parties, and agreed to narrow the issues they raised
in their request for complete responses to their Discovery
Requests.

Nevertheless, Mt. McKinley urges the Court to compel the Plan
Proponents to produce all documents and communications
addressing "insurance neutrality."

                       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 US$6 billion.  Federal-
Mogul also has operations in Mexico and the Asia Pacific Region,
which includes, Malaysia, Australia, China, India, Japan, Korea,
and Thailand.  

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 UA$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. 135;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).


KANSAS CITY SOUTHERN: Earns US$22.2 Mil. in First Quarter 2007
--------------------------------------------------------------
Kansas City Southern said in a statement that its net profits
increased 72% to US$22.2 million in the first quarter 2007, from
US$12.9 million in the same quarter in 2006.

According to Kansas City Southern's statement, the company's
revenues grew 5.9% to US$411 million in the first quarter 2007,
compared to the same period in 2006, mainly due to an 8.2% boost
in prices, which more than compensated for a 1.3% drop in volume
over that period.

Business News Americas relates that the increase was led by:

          -- 13.3% growth in coal revenues,

          -- 12.5% revenue growth for petroleum and chemical
             products,

          -- 11.6% increase in intermodal products, and

          -- 8.6% increase in agricultural and mineral products.

Meanwhile, the revenue in the automotive segment dropped 8.5% in
the first quarter 2007, compared to the year-ago period,
BNamericas says.

BNamericas notes that Kansas City Southern's Ebitda after
capital expenditures grew 9.6% to US$108 million in this year's
first quarter, compared to last year's first quarter.

Kansas City Southern said in a statement that it predicts for
the rest of the year a revenue growth in line with the rates
registered for 2005-2006.  The company also expects to gain
from:

          -- completion of the first phase of terminal
             expansions at the Lazaro Cardenas port in
             Michoacan, Mexico;

          -- the leasing of 150 new locomotives, and

          -- strong growth from its Panama Canal Railway Company
             (PCRC) subsidiary.

Kansas City Southern Chief Executive Officer Mike Haverty said
in a conference call that the company expects Hong Kong-based
port company HPH to conclude the first phase of expansions to
Lazaro Cardenas by September.

Mr. Haverty told BNamericas that construction at the port
terminal will add 600,000 twenty-foot equivalent units of
capacity, in addition to the 200,000 twenty-foot equivalent
units of existing capacity.

According to a previous BNamericas report, the Mexican
subsidiary KCSM is also working on the construction of a 110-
hectare multi-modal terminal.  The US$80-million first phase of
construction will start in January 2008 and end within a year.  
Published reports say that upon its completion, the multi-modal
terminal will have a capacity to handle one million twenty-foot
equivalent units yearly.

Kansas City Southern's statement says that in the second
quarter, the firm will proceed with the refinancing of 12.5%
notes issued by KCSM.  It will bring the company pre-tax
interest savings of some US$7.5 million.

Kansas City Southern Chief Financial Officer Pat Ottensmeyer
commented in a conference call, "Those become positive on
June 15, and the economics are very positive for us to go ahead
and call those bonds and replace them, and we believe that
market conditions are favorable as indicated by the transaction
we placed in December of last year."

Reports say that Kansas City Southern had successfully
refinanced US$175-million of notes held at 10.25% interest by
KCSM, with notes at 7.625% interest.

Kansas City Southern said in a statement that it is considering
refinancing its holding in PCRC.  Mr. Ottensmeyer said that this
transaction would give the firm about US$35 million in cash.

Net income at PCRC increased 31% for the first quarter 2007,
from the second quarter 2007.  Container volumes increased 25%,
and freight revenues grew 16%, allowing Kansas City Southern to
implement its plans to refinance the subsidiary, BNamericas
states, citing Mr. Haverty.

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

                        *     *     *

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


KRISPY KREME: Prudential Downs Firm's Rating to Neutral Weight
--------------------------------------------------------------
Prudential Financial analyst Howard W. Penney has downgraded
Krispy Kreme Doughnuts' shares to "neutral weight" from
"overweight," Newratings.com reports.

Newratings.com relates that the target price for Krispy Kreme
was reduced to US$14 from US$17.

Mr. Penney said in a research note published on May 2 that
Krispy Kreme has recently reorganized its management team.  

According to Newratings.com, Mr. Penney expects the recent
changes to put off the turnaround at Krispy Kreme from a
company-owned model to a business model concentrated on
franchisee.

The earnings per share estimate for fiscal year 2007 was reduced
to US$0.30 from US$0.34, while estimate for fiscal year 2008 was
decreased to US$0.77 from US$0.81.

Founded in 1937 in Winston-Salem, North Carolina, Krispy Kreme
(NYSE: KKD) -- http://www.krispykreme.com/-- is a branded    
specialty retailer of premium quality doughnuts, including the
Company's signature Hot Original Glazed.  There are currently
approximately 320 Krispy Kreme stores and 80 satellites
operating system wide in 43 U.S. states, Australia, Canada,
Mexico, the Republic of South Korea and the United Kingdom.

The U.S. District Court for the Middle District of North
Carolina has set Feb. 7, 2007, as the hearing date for the final
approval of the terms of the settlement of the shareholder
derivative action entitled Wright v. Krispy Kreme Doughnuts
Inc., et al.


PORTRAIT CORP: To Sell Assets to CPI Corp. for US$100 Million
-------------------------------------------------------------
Portrait Corporation of America Inc. has entered into a
definitive agreement with CPI Corp. to sell substantially all of
the company's operating assets and its foreign and domestic
affiliates for US$100 million in cash, subject to certain
closing adjustments, and the assumption of certain liabilities.

On Aug. 31, 2006, PCA and certain of its direct and indirect
subsidiaries filed voluntary petitions for relief under the
Bankruptcy Code, commencing jointly administered chapter 11
cases before the United States Bankruptcy Court for the Southern
District of New York.  The parties intend to consummate the
transaction under Sections 363 and 365 of the Bankruptcy Code.  
The transaction is subject to certain conditions, including the
approval of the Bankruptcy Court and other governmental
regulatory approvals.  PCA will file a motion seeking approval
of the asset purchase agreement.  The parties expect the
Bankruptcy Court to conduct a hearing on the motion in May 2007.  
The transaction is expected to close by the end of June 2007.

"CPI is excited about the opportunity to leverage the company's
strong digital capabilities and infrastructure and proven
project management skills to upgrade PCA's studios with digital
technology, improve convenience and flexibility and enhance the
overall customer experience," Renato Cataldo, CPI's president
and chief executive officer, stated.  "Cpi is also pleased to be
embarking on a relationship with Wal-Mart which the company
looks forward to strengthening and expanding both domestically
and internationally including in a new branded format.  Finally,
the company is pleased about the opportunities this deal brings
to employees of both organizations.  CPI has consciously become
a more field-focused organization in recent years to better
address the needs of the company's Sears Portrait Studio
associates.  CPI aims to bring the same focus on the PCA field
organization and will eagerly solicit their views and concerns.  
CPI believes the combination will benefit customers, employees
and shareholders alike."

                       About CPI Corp.

CPI Corp (NYSE: CPY) is a portrait photography company offering
photography services in the United States, Puerto Rico and
Canada through Sears Portrait Studios.  The company also
operates searsphotos.com, the vehicle for the company's
customers to archive, share portraits via email and order
additional portraits and products.

            About Portrait Corporation of America

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

PCA is the sole operator of portrait studios in Wal-Mart stores
and supercenters in the U.S., Canada and Mexico.  As of
April 30, 2007, PCA operates 2,048 studios worldwide, including
1,695 in the U.S. and Puerto Rico, 243 in Canada, 105 in Mexico
and 5 in the United Kingdom.  During its completed fiscal year
ended Jan. 28, 2007, PCA photographed over 5.6 million customers
and generated sales of US$290 million.

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




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


CHIQUITA BRANDS: Weak Quarter Results Cue S&P's Negative Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate
credit and other ratings on Chiquita Brands International Inc.
on CreditWatch with negative implications, meaning that the
ratings could be lowered or affirmed following the completion of
their review.  Total debt outstanding at the company was about
US$1.3 billion as of March 31, 2007.
     
"The CreditWatch placement follows the company's announcement of
weak first-quarter operating results due to high purchased fruit
and other industry costs and lower local banana prices in
Europe," said Standard & Poor's credit analyst Alison Sullivan.  
Adjusted EBITDA fell about 35% in the quarter, which resulted in
over 9x leverage for the 12 months ending March 31, 2007.  Costs
are likely to remain under pressure due to raw products, fuel,
ship charter, paper, and resin prices.
     
"We are concerned that operating trends and credit measures
continue to deteriorate," said Ms. Sullivan.  "Weak industry
trends, including continuing adjustment to European markets
following the tariff regime change, and uncertain timing
surrounding restoration of consumer confidence to return to
packaged salads, are likely to persist."
     
Standard & Poor's will review Chiquita Brands' operating and
financial plans with management before resolving the CreditWatch
listing.  Standard & Poor's will also review the impact of debt
repayment on existing recovery ratings as part of this review.

Cincinnati, Ohio- based Chiquita Brands International, Inc.
(NYSE: CQB) -- http://www.chiquita.com/-- operates as an
international marketer and distributor of bananas and other
fresh produce sold under the Chiquita and other brand names in
over 70 countries including Panama, Philippines, Australia,
Belgium, Germany, among others.  It also distributes and markets
fresh-cut fruit and other branded, value-added fruit products.




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


DOE RUN PERU: Government Restarts Talks with Striking Miners
------------------------------------------------------------
The Peruvian government has resumed talks on Wednesday with the
country's mining federation, in a bid to halt a strike that
begun on April 30.

Representatives of the National Federation of Metallurgic and
Steel Miners, which is made up of 74 unions and representing
about 28,000 of Peru's 100,000 mine workers, met with Labor
Minister Susana Pinilla to negotiate demands for better working
conditions for subcontracted workers.  Of the 74 unions, 33 are
on strike, including employees of Southern Copper Corp. -- a
subsidiary of Grupo Mexico de CV, and Doe Run Resources Corp.

The miners have demanded higher wages and better pensions as
rising metal prices generate record earnings for mining
companies.  Peru is among the world's top two silver producers,
and is No. 3 in copper and zinc and No. 5 in gold.

                  About Doe Run Resources

Based in St. Louis, Mo., The Doe Run Company --
http://www.doerun.com/-- is a privately held natural resources  
company dedicated to environmentally responsible mineral
production, metals fabrication, recycling and reclamation.  The
company and its subsidiaries deliver products and services
needed to provide power, protection and convenience through
premium products and associated metals including lead, zinc,
copper, gold and silver.  As the operator of one of the world's
only multi-metal facilities and the Americas' largest integrated
lead producer, Doe Run employs more than 5,000 people, with U.S.
operations in Missouri, Washington and Arizona, and Peruvian
operations in Cobriza and La Oroya.

Doe Run Peru S.R.L., an indirect Peruvian subsidiary, operates a
smelter in La Oroya, Peru, one of the largest polymetallic
processing facilities in the world, producing an extensive
product mix of non-ferrous and precious metals, including
silver, copper, zinc, lead and gold.  Doe Run Peru also has a
copper mining and milling operation in Cobriza, Peru in the
region of Huancavelica, which is approximately 200 miles
southeast of La Oroya in Peru.

                    Going Concern Doubt

Crowe Chizek and Company LLC raised substantial doubt about Doe
Run Peru's ability to continue as a going concern after auditing
the consolidated balance sheets of The Doe Run Resources
Corporation and subsidiaries as of Oct. 31, 2005, and 2004.  Doe
Run Peru has not filed financial reports for fiscal year ended
Oct. 31, 2006.

Crowe Chizek pointed to Doe Run Peru's significant capital
requirements under environmental commitments, which, if not met,
could result in defaults of the company's credit agreements; has
substantial contingencies related to tax; and has significant
debt service obligations.  

At Dec. 31, 2005, The Doe Run Resources' balance sheet showed
US$167,905,000 of stockholders' deficit.


NUTRO PRODUCTS: S&P Revises Watch to Positive on Mars Takeover
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its CreditWatch
listing for Nutro Products Inc. to CreditWatch with positive
implications, from CreditWatch with negative implications.  
Ratings were initially placed on CreditWatch on March 30, 2007,
reflecting concerns about the potential negative impact on sales
related to the Menu Foods pet food recall.  This included the
'B-' corporate credit rating and other ratings on the company.  
CreditWatch with positive implications means that the ratings
could be affirmed or raised following the completion of Standard
& Poor's review.  Total debt outstanding at Dec. 31, 2006, was
about US$781 million.     

"The revision of the CreditWatch listing to positive follows the
company's announcement that it has entered into an agreement to
be acquired by privately held Mars Inc.," said Standard & Poor's
credit analyst Bea Chiem.  Terms were not disclosed.
     
"We anticipate that Nutro's outstanding debt will be repaid,"
said Ms. Chiem.
     
Standard & Poor's will withdraw the ratings on Nutro Products
upon repayment of all debt following completion of the
transaction, which is expected within 30 to 60 days and is
subject to regulatory approval.

Based in City of Industry, California, Nutro Products, Inc. --
http://www.nutroproducts.com/-- formulates and manufactures dry
and canned food, biscuits, and treats for dogs and cats.  The
company's brand names include Natural Choice, MAX, and Gourmet
Classics.  Its products are available in feed stores and pet
supply shops, such as Petco and PetSmart, across the US and
Canada.  Nutro Products' products are also distributed
worldwide, including Indonesia, Peru and Austria, among others.


* PERU: Government Restarts Talks with Striking Miners
------------------------------------------------------
The Peruvian government has resumed talks on Wednesday with the
country's mining federation, in a bid to halt a strike that
begun on April 30.

Representatives of the National Federation of Metallurgic and
Steel Miners, which is made up of 74 unions and representing
about 28,000 of Peru's 100,000 mine workers, met with Labor
Minister Susana Pinilla to negotiate demands for better working
conditions for subcontracted workers.  Of the 74 unions, 33 are
on strike, including employees of Southern Copper Corp. -- a
subsidiary of Grupo Mexico de CV, and Doe Run Resources Corp.

The miners have demanded higher wages and better pensions as
rising metal prices generate record earnings for mining
companies.  Peru is among the world's top two silver producers,
and is No. 3 in copper and zinc and No. 5 in gold.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 2, 2007, Standard & Poor's Ratings Services assigned its
'BB+' foreign currency credit rating to the Republic of Peru's
(BB+/Stable/B foreign, BBB-/Stable/A-3 local currency sovereign
credit ratings) US$1.24 billion global bond due in 2037 issued
as part of a new liability management operation.




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


ALLIED WASTE: Earns US$39.9 Million in Quarter Ended March 31
-------------------------------------------------------------
Allied Waste Industries, Inc. reported US$39.9 million of net
income for the three months ended March 31, 2007, compared to
US$41.2 million of net income for the same period in 2006.  The
company highlighted the following information from its reported
quarterly financial results:

   -- First quarter 2007 diluted earnings from continuing
      operations of US$0.07 per share, inclusive of
      US$26.7 million (after tax), of costs associated with debt
      refinancings.  Excluding these refinancing costs, first
      quarter diluted earnings were US$0.14 per share.  Prior
      year first quarter earnings were US$0.08 per share;

   -- Internal revenue growth for the quarter of 3.1%, reflects
      an average price increase of 5.9%, partially offset by a
      2.8% decrease in volume primarily related to roll-off,
      construction and special waste business;

   -- Operating income for the first quarter increased 13.9% to
      US$235 million, compared with US$206 million in the prior
      year; quarterly operating margins expanded by 160 basis
      points to 16.1%;

   -- During the quarter, Allied successfully refinanced
      US$750 million of Senior Notes and the revolving portion
      of its senior secured credit facility resulting in
      expected interest savings of approximately US$15 million
      per year.

Results for the first quarter 2007 and all prior periods reflect
the sale of Allied Waste's South Florida operations to Waste
Services, Inc.  As a result of this transaction, which closed on
March 30, 2007, financial results for the South Florida
operations are classified as discontinued operations.  Allied's
South Florida operations consisted of a collection company, a
transfer station and a materials recovery facility that provided
services in Miami-Dade County.

"Allied Waste is off to a strong start in 2007, as our results
continued to benefit from company initiatives focused on
improving profitability and driving better financial returns,"
said John Zillmer, Chairman and Chief Executive Officer.  
"Adjusting for costs associated with our debt refinancings,
Allied's first quarter earnings increased 75% to US$0.14 per
share.  The strength of Allied's first quarter results put the
Company solidly on track with our expected full year outlook."

Revenue for the first quarter ended March 31, 2007, was US$1.46
billion, an increase of US$34 million, or 2.4%, from US$1.42
billion in the first quarter 2006.  The increase in revenue
resulted from internal growth of 3.1%, comprised of a 5.9%
increase in same store average unit price, including a 0.7%
increase associated with a fuel recovery fee, partially offset
by a 2.8% decrease in same-store volumes.

"Our first quarter results reflect the strength of the business
environment and Allied's focus on improving pricing, while
driving greater efficiencies throughout our operations," said
Donald Slager, President and Chief Operating Officer.

Operating income for the quarter increased 13.9% to
US$234.9 million, compared with US$206.2 million last year.  
Operating income as a percent of revenue increased 160 basis
points to 16.1%, compared with 14.5% for the same period last
year, as higher SG&A expenses were partially offset by lower
depreciation and amortization costs.  Gross profit for the first
quarter 2007 was US$525.7 million, up US$34.2 million, or 7.0%,
over the comparable period last year.  Gross profit as a
percentage of revenue increased 160 basis points to 36.1%,
reflecting the positive impact of higher prices in the period
and lower costs resulting from reduced volumes and productivity
initiatives that kept year-over-year operating costs comparable
at US$931 million.

First quarter income from continuing operations, inclusive of
refinancing costs, was US$34.4 million, compared with
US$39.9 million in the prior year.  The company incurred
refinancing costs of US$45.4 million, US$26.7 million after tax,
for fees and expenses associated with debt refinancings that
were completed during the period.  These costs were included in
interest expense for the period.  Excluding the impact of these
costs, Allied would have reported income from continuing
operations of US$61.1 million.

Cash flow from operations in the first quarter 2007 was
US$113.5 million, compared with US$167.6 million in the
comparable quarter last year.  First quarter 2007 cash flow from
operations includes debt refinancing costs and a greater outflow
from working capital in comparison with prior year.  Free cash
flow for the quarter was a net use of US$87.3 million, a slight
decrease in the use of cash from the prior year amount of
US$94.3 million.

                     About Allied Waste

Allied Waste North America, Inc., a wholly owned operating
subsidiary of Allied Waste Industries, Inc., is based in
Phoenix, Arizona.  Allied Waste is a vertically integrated, non-
hazardous solid waste management company providing collection,
transfer, and recycling and disposal services for residential,
commercial and industrial customers.  As of Dec. 31, 2006, the
company operated a network of 304 collection companies, 161
transfer stations, 168 active landfills and 57 recycling
facilities in 37 states and Puerto Rico.  The company had
revenues of approximately US$6.0 billion in fiscal 2006.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 4, 2007, Moody's Investors Service assigned B2 (LGD 4,
69%) to the proposed US$50 million Mission Economic Development
Corp. Solid Waste Disposal Revenue Bonds Series 2007A due 2018,
an Allied Waste North America, Inc. Project.  The borrower will
be Allied Waste North America, Inc. or Allied Waste NA and the
bonds will be unsecured obligations guaranteed by the parent,
Allied Waste Industries, Inc.  Concurrently, Moody's affirmed
other ratings of Allied Waste, Allied Waste NA and its wholly
owned subsidiary, Browning-Ferris Industries, LLC.  The outlook
for the ratings remains positive.

Moody's took these rating actions:

   -- assigned a B2 (LGD4, 69%) rating to the proposed
      US$50 million solid waste disposal revenue bonds
      series 2007A of Allied Waste NA due 2018;

   -- affirmed all other ratings of Allied Waste, Allied
      Waste NA, and Browning-Ferris Industries, LLC as
      set out in the recent press release dated March 27, 2007.

Moody's said the ratings outlook is positive.


CENTRAL PARKING: Moody's Puts (P)Ba2 Rating on US$355MM Facility
----------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to KCPC
Acquisition, Inc. in connection with the pending leveraged
buyout of Central Parking Corporation.

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) a US$225 million term loan facility;
   (ii) a US$75 million revolving credit facility and;
  (iii) a 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 February 22, 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 chairman of
the company, 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 and contribute to Propco the majority
of its owned parking facilities and the improvements thereon.  
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 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 6 year first lien revolving credit facility,
      (P)Ba2 (LGD 2, 19%)

    * US$225 million 7 year first lien term loan facility,
      (P)Ba2 (LGD 2, 19%)

    * US$55 million 7 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%)

    * Corporate family rating, (P)B2

    * Probability of default rating, B2

These ratings of Central Parking Corporation remain on review
for downgrade:

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

    * Corporate family rating, Ba3

    * Probability of default rating, Ba3

These ratings of Central Parking were affirmed:

    * US$225 million senior secured revolving credit facility
      due 2008, rated Baa3 (LGD 2, 15%)

    * US$74 million senior secured term loan facility due 2010,
      rated Baa3 (LGD 2, 15%)

Central Parking Corporation, headquartered in Nashville,
Tennessee, is a leading provider of parking and transportation-
related services.  As of December 31, 2006, the Company operated
more than 3,000 parking facilities containing approximately 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 (including reimbursed expenses related to
management contracts) for the twelve month period ending
Dec. 31, 2006 were about US$1.1 billion.


DELTA AIR: S&P Lowers Rating on Corporate Certs. to D from B
------------------------------------------------------------
Standard & Poor's Ratings Services stated that it inadvertently
raised its ratings on the class A-1 and A-2 certificates from
the US$27 million Corporate Backed Trust Certificates Series
2001-19 Trust to 'B' from 'D' on May 1, 2007.
     
The ratings on this pass-through transaction were based solely
on the rating assigned to the underlying collateral, Delta Air
Lines Inc.'s US$27,109,000 8.3% senior unsecured notes due
Dec. 15, 2029.  However, the rating on this debt issued by Delta
Air was lowered to 'D' and was later withdrawn after the company
filed for bankruptcy in September 2005.  The ratings on the
synthetic issue are now being lowered to 'D' and will be
withdrawn to reflect the fact that the referenced Delta Air debt
is no longer outstanding.

Headquartered in Atlanta, Ga., Delta Air Lines (OTC:DALRQ)
-- http://www.delta.com/-- is the world's second-largest
airline in terms of passengers carried and the leading U.S.
carrier across the Atlantic, offering daily flights to 502
destinations in 88 countries on Delta, Song, Delta Shuttle, the
Delta Connection carriers and its worldwide partners.  The
airline also serves Puerto Rico and the U.S. Virgin Islands.

                        Plan Update

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.
On Jan 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  The hearing to consider confirmation the
Debtors' plan was scheduled.  On April 30, 2007, Delta Air Lines
emerge from Chapter 11 bankruptcy proceedings.


DORAL FINANCIAL: Liquidity Needs Cue PwC's Going Concern Doubt
--------------------------------------------------------------
PricewaterhouseCoopers LLP, in San Juan, Puerto Rico, raised
substantial doubt about Doral Financial Corporation's ability to
continue as a going concern after auditing the company's
financial statements as of Dec. 31, 2006, and 2005.  The
auditing firm reported that the company will need significant
outside financing to meet liquidity needs during 2007.  These
needs, PwC added, aroused primarily due the maturity of the
company's US$625 million senior notes in July 2007.

Net loss for the year ended Dec. 31, 2006, was US$223.9 million,
as compared with a net income of US$13.2 million for the year
ended Dec. 31, 2005.  Total interest income for the year 2006
was US$821.9 million, a decrease by US$125.9 million, from total
interest income of US$947.8 million in 2005.

Net interest income for the year ended Dec. 31, 2006, decreased
by US$79.2 million, as compared with 2005.  The decrease in net
interest income was principally due to continued compression of
the company's net interest spread and a reduction in the average
balance of the company's interest earnings assets.

At Dec. 31, 2006, Doral Financial's total assets were
US$11.9 billion, as compared with US$17.3 billion at
Dec. 31, 2005.   Total liabilities were US$11 billion at
Dec. 31, 2006, as compared with US$16.1 billion at
Dec. 31, 2005.  The company recorded total stockholders' equity
of US$903.4 million as of Dec. 31, 2006.

Cash due from banks and total money market investments as of
Dec. 31, 2006, were US$227.1 million and US$918.7 million,
respectively.

A full-text copy of the company's annual report is available for
free at http://ResearchArchives.com/t/s?1e4c

                Recapitalization of the Company

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 dated April 27, 2007, 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.

Doral Financial is in active negotiations with a private equity
firm regarding a substantial investment in the company by a new
bank holding company.

                 Sale of New York Branches

On March 15, 2007, Doral Bank NY, Doral Financial's wholly owned
New York City-based thrift subsidiary, entered into a definitive
purchase and assumption agreement with New York Commercial Bank,
the commercial bank subsidiary of New York Community Bancorp.  
New York Commercial Bank agreed to acquire Doral Bank NY's 11
existing branches in the New York City metropolitan area.  The
sale of the New York branches will allow Doral Financial to
focus its efforts on its well-capitalized, core Puerto Rico
banking operations and is expected to improve the holding
company's liquidity.  Doral Financial will retain Doral Bank
NY's federal thrift charter and initially intends to maintain an
internet-based deposit gathering operation as it evaluates other
possible strategic business opportunities on the U.S. mainland.

Pursuant to the terms of the agreement, New York Commercial Bank
will assume certain of Doral Bank NY's assets and liabilities,
including deposits of about US$370 million.

            Class Action and Derivative Lawsuits

On April 27, 2007, Doral Financial entered into an agreement to
settle all claims in the consolidated securities class action
and shareholder derivative litigation filed against the company
following the announcement in April 2005, of the need to restate
its financial statements for the period of 2000 to 2004.  As a
result of this agreement, Doral Financial established a
litigation reserve and recorded a charge to its full-year
financial results for 2006 of US$95 million.  This amount is
included in the non-interest expenses for the year ended
Dec. 31, 2006.  The settlement is subject to class notice and
approval from the U.S. District Court for the Southern District
of New York.

                  About Doral Financial Corp.

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 May 2, 2007,
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.

As reported in the Troubled Company Reporter-Latin America on
Jan. 8, 2007, Moody's Investors Service downgraded to B2 from B1
the senior debt ratings of Doral Financial Corp.  Moody's said
the ratings are on review for possible downgrade.

As reported in the Troubled Company Reporter-Latin America 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: May Go Bankrupt If Cash Infusion Talks Fail
------------------------------------------------------------
Doral Financial Corp. told the Orlando Sentinel reports that it
may be forced out of business if negotiations on a US$700-
million cash infusion with an undisclosed private-equity firm
fail.

Doral Financial said in a statement that it is in talks with a
private equity firm regarding a substantial investment in Doral
by a new bank holding company.

The negotiations with the private-equity firm involved selling
an equity stake at a discount to market value, Elizabeth Hester
at Bloomberg News reports, citing Doral Financial.

Reuters' Christian Plumb states that the deal would include the
creation of a new bank holding company where various private
equity and other financial investors would have stakes.

Doral Financial admitted to The Sentinel that it lacked money to
pay debt due in 2007.  

Business News Americas relates that Doral Financial needs
outside funding for the payment of its US$625-million floating
rate senior notes that mature on July 20.

Doral Financial told BNamericas that the proposed transaction
would satisfy the company's capital and liquidity needs.

Doral Financial said in a statement that the private-equity firm
would make a substantial investment that would result in very
significant dilution to existing shareholders.

Bloomberg News' Ms. Hester notes that a deal between Doral
Financial and the private-equity firm would have to be approved
by the shareholders and the regulator.

According to Doral Financial's statement, failure to refinance
the senior notes and recapitalize the firm would have a material
adverse effect and impair its financial condition and ability to
operate as going concern.

The Sentinel says that Doral Financial "tightened its
underwriting standards" and reduced its lending as Puerto Rico's
economic growth has slowed.  

Ms. Hester at Bloomberg News relates that Doral Financial made
64% fewer loans this year, compared to last year.

"In order for them to remain a viable entity they need all this
capital," Soleil Securities Corp. analyst Keri McGreevy
explained to The Sentinel.

ThinkEquity Partners analyst Audrey Snell commented to
BNamericas, "They need a lot of money and a public deal -- such
as equity stock -- is impractical at this level."

Meanwhile, Doral Financial said in a statement that its
management is trying to change the company to a community bank
from being a mortgage lender to offer a wider range of products.

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: Pays Dividend on Three Preferred Stock Series
--------------------------------------------------------------
Doral Financial Corporation has paid the regular monthly cash
dividend on the company's 7% Noncumulative Monthly Income
Preferred Stock, Series A, 8.35% Noncumulative Monthly Income
Preferred Stock, Series B and 7.25% Noncumulative Monthly Income
Preferred Stock, Series C, in the amount of US$0.2917,
US$0.173958, US$0.151042 per share, respectively.  The dividend
on each of the series was paid to the record holders as of the
close of business on April 26, 2007, in the case of the Series A
Preferred Stock, and to the record holders as of the close of
business on April 15, 2007, in the case of Series B and Series C
Preferred Stock.

Doral also announced that the quarterly dividend on the
company's 4.75% perpetual cumulative convertible preferred
stock, in the amount of $2.96875 per share, which was approved
by the Board of Directors on April 30, 2007, will be paid on
June 15, 2007, to holders of record as of the close of business
on June 1, 2007.

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.


ROYAL CARIBBEAN: Guzman & Co. Reaffirms Outperform Rating
---------------------------------------------------------
Newratings.com reports that Guzman & Company analyst Jake Balzer
has reaffirmed his "outperform" rating on Royal Caribbean
Cruises.

According to Newratings.com, the 12-month target price for Royal
Caribbean's shares is set at US$54.

Mr. Balzer said in a research note published on May 1 that Royal
Caribbean has reported its first quarter 2007 earnings per share
short of the estimates and the consensus.

Mr. Balzer told Newratings.com that the deficit was due to the
extreme seasonality of Pullmantur and the weaker-than-
anticipated demand in the Caribbean region.

Expectations for Royal Caribbean's third quarter results might
be over optimistic.  The long-term prospects for the firm seem
bright, Newratings.com states, citing Guzman & Company.
  
Headquartered in Miami, Royal Caribbean Cruises Ltd. (NYSE: RCL)
-- http://www.royalcaribbean.com/ -- is a global cruise  
vacation company that operates Royal Caribbean International,
Celebrity Cruises and Pullmantur.  The company has a combined
total of 34 ships in service and seven under construction.  It
also offers unique land-tour vacations in Alaska, Australia,
Canada, Europe and Latin America.  The company has operations in
Puerto Rico.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 15, 2007,
Moody's Investors Service assigned Royal Caribbean Ltd.'s new
benchmark size Euro senior unsecured notes Ba1, raised RCL's
Speculative Grade Liquidity rating to SGL-2 from SGL-3 and
affirmed all other existing ratings.




=============
U R U G U A Y
=============


FUCEREP: Fitch Upgrades Issuer Default Ratings to B- from CCC
-------------------------------------------------------------
Fitch Ratings upgrades Fucerep-Cooperativa de Ahorro y Credito:

   -- Foreign and local currency Issuer Default Ratings
      to 'B-' from 'CCC'; and

   -- National long-term rating to 'BB(uy)' from 'B(uy)'.

In addition, Fitch affirms Fucerep's support rating at '5'.  The
Rating Outlook is Stable.

The ratings assigned to Fucerep reflect its small size, low
capitalization and the losses incurred in the period 2002-2005,
although in 2006 its performance improved significantly.  The
ratings also reflect its gradual move towards operating under a
license with limitations (mainly related to foreign currency
activities), which has lower capital requirements.

It should be noted here that an international rating has been
assigned to Fucerep due to local requirements, but the
institution does not issue debt or obtain credit
internationally, nor does it expect to in the future.

The Outlook on Fucerep's foreign and local currency long-term
IDR and National Ratings is Stable.  The Outlook for its ratings
will mainly depend on the cooperative's success on meeting the
targets set in its capitalization plan, which was submitted to
the Central Bank of Uruguay together with the application to
operate under its new license.

Fucerep is a credit cooperative that has operated in Uruguay
since 1974 and offers services in retail banking, with a focus
on individuals.  Fucerep was founded by employees from Banco de
la Republica Oriental del Uruguay or BROU, which explains its
close ties to the bank and concentration of loans among BROU's
employees.  At end of 2006, Fucerep reported assets and equity
of US$9.9 million and US$1.9 million, respectively.




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


CERRO NEGRO: Bondholders Impose 45-Day Moratorium
-------------------------------------------------
Venezuelan paper El Universal reports that the holders of bonds
that the Cerro Negro joint venture issued have imposed a
suspension of 45 days to correct a drop in production before
declaring default.

El Universal says that Cerro Negro owes a total of US$500
million.

According to El Universal, a decrease in output that started in
January has resulted to violation of supply contracts for the
Chalmette plant, which is owned by Venezuelan state-run oil firm
Petroleos de Venezuela SA and Exxon.

Business News Americas relates that the Venezuelan government
confiscated operations at Cerro Negro and three other Orinoco
extra-heavy crude oil projects on May 1 as part of a
nationalization drive.

The Orinoco oil projects are producing 450,000 barrels daily,
which is below their total installed capacity of 600,000 barrels
per day.  The drop was due to OPEC-imposed production reduction,
Petroleos de Venezuela Vice President for Exploration and
Production Luis Vierma told BNamericas.

Cerro Negro is a joint venture between Venezuelan state-owned
oil company Petroleos de Venezuela, US oil firm ExxonMobil and
UK's BP.  It extracts extra-heavy crude and upgrades it into
100,000-barrel-per-day-plus of synthetic crude before shipping
it to the Chalmette plant in Louisiana for refining.  It is
Exxon's sole active project in Venezuela.

As reported in the Troubled Company Reporter-Latin America on
Jan. 25, 2007, Fitch downgraded the ratings that apply to the
respective senior secured debt obligations of the four extra
heavy crude oil strategic associations in Venezuela --
Petrozuata, Cerro Negro, Sincor and Hamaca.  The ratings
remained on Rating Watch Negative.

The ratings of these debt obligations of Cerro Negro Finance,
Ltd. were downgraded to CCC from B+:

   -- US$200 million 7.33% bonds due 2009;
   -- US$350 million 7.90% bonds due 2020; and
   -- US$50 million 8.03% bonds due 2028.


DAIMLERCHRYSLER AG: Earns US$3.7 Billion in Full Year 2006
----------------------------------------------------------
DaimlerChrysler AG has released its 2006 consolidated financial
statements, prepared according to International Financial
Reporting Standards.

In IFRS, DaimlerChrysler reported US$3.78 billion in net profit
on US$152.81 billion in net revenues for the full year 2006.  In
U.S. GAAP, the company posted US$3.23 billion in net profit on
US$151.59 in net revenues for the full year 2005.

"We have used the transition to IFRS to make our financial
reporting even more transparent," said Bodo Uebber, Board of
Management member at DaimlerChrysler AG responsible for Finance
& Controlling and Financial Services.  "At the same time, we
have improved our internal information system," he added.  The
transition to IFRS does not change the divisions' return targets
or the Group's performance measurement.

EBIT of EUR5.5 billion for the year 2006 is almost unchanged
compared to the previous figure for operating profit.  In terms
of after-tax earnings, compared to U.S. GAAP the change to IFRS
leads to an increase of EUR600 million to EUR3.8 billion, while
earnings per share increase by EUR0.50.  DaimlerChrysler
presented its consolidated financial statements according to
U.S. GAAP in February.

Key figures

Earnings by Segments 2006

    (in billions of euros)

                       U.S. GAAP         IFRS          Change

    Mercedes Car Group     2.4            1.8           -0.6
    Chrysler Group        -1.1           -0.5            0.6
    Truck Group            2.0            1.9           -0.1
    Financial Services     1.7            1.6           -0.1
    Van, Bus, Other        0.9            1.3            0.4
    Elimination/
    Reconciliation        -0.4           -0.6           -0.2

    DC Group               5.5            5.5              -


    (in millions of euros)

                       U.S. GAAP         IFRS          Change
    Group:
    Equity               34,155         37,449          3,294
    Financial
    Liabilities(2)      -78,584        -98,553        -19,969
    Total Assets        190,022        217,634         27,612

    Industrial Business:
    Equity               25,248         28,628          3,380
    Equity Ratio(1)       25.1%          27.2%           2.1%
    Net Liquidity         6,400          9,861          3,461
    Total Assets         94,541         99,427          4,886

    (1) Excluding dividend payment
    (2) US-GAAP: nominal value; IFRS: hedged nominal value

    (in millions of euro)

                              2006

                       U.S. GAAP          IFRS          Change

    Revenues            151,589        152,809          1,220
    Operating
    Profit / EBIT         5,517          5,489            -28
    Net Income /
    Net Profit            3,227          3,783            556
    EPS (euro)            3.16           3.66            0.50

    Revenues by Segments 2006

    (in billions of euro)

                       U.S. GAAP         IFRS          Change

    Mercedes Car
    Group                 54.6           51.4           -3.2
    Chrysler Group        47.1           47.0           -0.1
    Truck Group           32.0           31.8           -0.2
    Financial
    Services              17.2           16.0           -1.2
    Van, Bus, Other       13.4           13.2           -0.2
    Elimination/
    Reconciliation       -12.7           -6.6           +6.1

    DC Group             151.6          152.8           +1.2

                        Development Costs

According to U.S. GAAP, development costs are generally expensed
in the same period that they are incurred.  According to IFRS,
however, some development costs are capitalized as intangible
assets and amortized on a straight-line basis.  In the 2006
consolidated financial statements, this change led to an
increase in shareholders' equity of EUR5.1 billion compared to
the U.S. GAAP accounts.  The impact on EBIT was immaterial.

                              EADS

The impairment of nearly EUR2 billion recognized on the book
value of the Group's equity interest in EADS in 2003 according
to U.S. GAAP was not required under IFRS.  Therefore, our EADS
shareholding has a considerably higher valuation in the IFRS
balance sheet at year-end 2006.  

Under both IFRS and U.S. GAAP, EADS is shown in
DaimlerChrysler's consolidated financial statements using the
equity method after a three-month time lag.  According to IFRS,
important events such as the decisions by the EADS management in
the fourth quarter of 2006 concerning the Airbus A380 and the
Airbus A350 have to be reflected by DaimlerChrysler, with a
resulting charge on earnings of EUR4 million.  

Under U.S. GAAP, there was no such effect in the fourth quarter
of 2006 because the time lag was to be observed.  On balance,
these two factors led to an increase in shareholders' equity of
EUR8 million in the IFRS consolidated financial statements for
2006 compared with the U.S. GAAP accounts.  EBIT is reduced by
EUR8 million primarily due to the aforementioned additional
charge to earnings of EUR4 million compared with U.S. GAAP and
because unlike operating profit, EBIT includes the after-tax
equity-method result of EADS.  Net profit is reduced by EUR5
million.

                Pensions and Similar obligations

With regard to pension and healthcare plans, DaimlerChrysler
decided in favor of the "fresh-start" option as of the date of
transition to IFRS, Jan. 1, 2005.  This means that at that date,
all of the actuarial gains and losses previously accumulated
have been charged to equity.  But this led to an only slight
reduction in shareholders' equity of EUR8 million in 2006, as
due to a change in U.S. GAAP, actuarial gains and losses are
fully included in equity as of Dec. 31, 2006, also according to
U.S. GAAP.

However, in the 2006 IFRS income statement, this results in a
positive impact on EBIT of EUR3 million, because retroactive
plan adjustments are always immediately entered in the income
statement under IFRS, whereas under U.S. GAAP they are
distributed over the remaining service period.

Earnings before taxes according to IFRS increased by EUR1.6
billion compared to U.S. GAAP.

                      ABS Transactions

Asset backed securities, which result mainly from the sale to
institutional investors of receivables in the financial services
business, are classified as "sold" under U.S. GAAP and are not
consolidated.  But according to IFRS, they remain in the balance
sheet.  In the 2006 consolidated financial statements, this
means that the balance sheet total is EUR21.7 billion higher
than under U.S. GAAP.  In addition, the ABS items results in an
increase in revenues of EUR9 million.

                          Provisions

According to IFRS, long-term provisions are generally to be
discounted and recognized at their present value if the effects
of discounting are material.  According to U.S. GAAP,
discounting is only allowed for certain types of provisions if
the dates of the amounts and cash flows can be reliably
determined.  This changed treatment results in a reduction of
EUR8 million in provisions in the IFRS consolidated financial
statements for 2006.

The change to IFRS also led to valuation differences concerning
the early retirement model commonly used in Germany, the so-
called "Altersteilzeit".  Under U.S. GAAP, the total payments
due during the non-working phase are "saved" by gradually
setting up provisions during the employment phase.  Under IFRS
however, provisions for the payments due during the non-working
phase are set up in the full amount when the "Altersteilzeit"
agreements are signed.  In the IFRS consolidated financial
statements, this resulted in a reduction of EUR5 million in both
shareholders' equity while EBIT decreased by EUR5 million.

These differences resulted in the following effects on key
figures in 2006 under IFRS:

The substantial increase in the balance-sheet total to EUR218
billion was primarily due to consolidating the ABS transactions.

The equity of the industrial business increases to EUR28.6
billion, with a corresponding increase in the equity ratio to
27.2%.  This was mainly caused by capitalizing development
costs.

The net liquidity of the industrial business increases from
EUR6.4 billion to EUR9.9 billion.  One of the main reasons for
this is that the residual-value guarantees for leased vehicles
are no longer shown as financing liabilities, but under other
financial liabilities due to their operating nature.

The consolidated cash flow from operating activities is slightly
higher under IFRS than under U.S. GAAP.  There is a positive
effect from the capitalization of development costs.  On the
other hand, there is a reduction in cash provided by operating
activities because under IFRS the Group enters proceeds from the
sale of vehicles with significant residual-value guarantees
under cash provided by operating activities.

The increase in net profit to EUR3.8 billion compared with net
income of EUR3.2 billion under U.S. GAAP is primarily a result
of the lower cost of pensions and similar obligations.  On the
other hand, there are higher expenses mainly due to the
treatment of EADS, taxes and provisions for early retirement.

At the divisional level, the change to IFRS primarily affects
the Mercedes Car Group and the Truck Group, whose revenues fall
in 2006 compared to U.S. GAAP.  This is due to the altered
allocation of effects from manufacturer leasing, that is,
leasing vehicles to customers through the Financial Services
division in Germany.  With the use of IFRS, these vehicles are
no longer regarded as being sold by the respective division.

Instead, revenues are recognized on a pro-rata basis in line
with the leasing payments over the period of the lease.  This
means that revenues and earnings are recognized within the
divisions over the period of the leasing contracts.  So this is
only a timing difference and does not reflect any reduction in
revenues from the operating business.  There is no change in
revenues at the Group level.

DaimlerChrysler's consolidated financial statements for 2006
according to IFRS are available on the Internet at:

               http://www.daimlerchrysler.com/ifrs

                      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.


DAIMLERCHRYSLER AG: Magna Tops List of Chrysler Contenders
----------------------------------------------------------
Magna International Inc. leads the race for DaimlerChrysler AG's
Chrysler Group and could grab a much larger stake in the ailing
unit, potentially taking a direct minority ownership stake of
between 25% and 50%, Tony Van Alphen of the Toronto Star
reports, quoting Brett Hoselton, an analyst from U.S. investment
firm KeyBanc Capital Markets.

"Many industry sources indicate Magna is the leading contender
for Chrysler," Mr. Hoselton said in a note to clients.  He added
that the firm believes Magna and partner Onex Corp. will assess
the Chrysler Group in the "mid to high US$5 billion range,"
higher than previous estimates of US$4.6 billion to US$4.7
billion.

Toronto-based Onex would also hold 40% to 65% and German-parent
DaimlerChrysler would retain 10% in addition to a higher Magna
share, Mr. Hoselton said in the note.  However, the deal would
fall apart if DaimlerChrysler, the United Auto Workers, Magna
and Onex Corp. fail to iron out the details, the Star cites Mr.
Hoselton as saying.

Magna Chair Frank Stronach told the Star his company would
consider other equity groups as its partner although Onex is the
number one choice.  He explained that it would take another few
weeks before the auto parts maker completes a partnership group.  
Mr. Stronach has also insisted the company would only take a
minority stake to avoid competing directly with other major
customers General Motors, Ford and Toyota.

Daimler also has to resolve a key issue, which remains
uncertain, regarding responsibility for billions of dollars in
Chrysler's pension and health-care obligations, Mr. Hoselton
said in the note.

"Scenarios include retainment by Chrysler or placement into a
separate entity (independent from Chrysler or DaimlerChrysler),"
he said.  "We believe both scenarios include DaimlerChrysler
retaining some responsibility for the liabilities."

                         Labor Weighs in

Mr. Stronach has met with leaders of the United Auto Workers and
the Canadian Auto Workers who want DaimlerChrysler to keep the
money-losing North American operations, the Star reveals.

The TCR Europe reported on April 30 that UAW President Ron
Gettelfinger denied speculations that the union had endorsed
Magna International Inc. as its preferred buyer for Chrysler.

Representatives from the UAW, the CAW and IG Metall unions had
reiterated their opposition to DaimlerChrysler AG's plan to sell
Chrysler Group, especially if private equity groups take over.

                      About DaimlerChrysler

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

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

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

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

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


PEABODY ENERGY: Re-Elects Five Member to Board of Directors
-----------------------------------------------------------
Peabody Energy Corporation re-elected five members of its board
of directors at the company's annual meeting of shareholders
held in St. Louis on May 1.

Re-elected directors include:

   -- William A. Coley, Chief Executive Officer of British
      Energy plc;
   -- Irl F. Engelhardt, Chairman of Peabody Energy;
   -- William C. Rusnak, former President and Chief Executive
      Officer of Premcor Inc.;
   -- John F. Turner, former Assistant Secretary of State for
      the Bureau of Oceans and International Environmental and
      Scientific Affairs; and
   -- Alan H. Washkowitz, former managing director of Lehman
      Brothers.

Each of these members will serve three-year terms through 2010.

Peabody Energy Board Of Directors are:

A) Gregory H. Boyce

Mr. Boyce is President and Chief Executive Officer of Peabody
Energy, a position he has held since Jan. 1, 2006.  In March
2005, Peabody's Board elected Mr. Boyce to the position of
President and Chief Executive Officer.  He was elected to the
Board of Directors in March 2005 and chairs the Executive
Committee.  Mr. Boyce joined Peabody in October 2003 as
President and Chief Operating Officer.  Prior to joining
Peabody, Mr. Boyce served as Chief Executive Officer - Energy
for international mining company Rio Tinto in London, with
responsibility for coal and uranium operations located in five
countries.  Prior to that, he was President and Chief Executive
Officer of Kennecott Energy Company.  Other prior positions
include President of Kennecott Minerals Company and Executive
Assistant to the Vice Chairman of Standard Oil of Ohio.  Mr.
Boyce holds a Bachelor of Science Degree in Mining Engineering
from the University of Arizona, and the Advanced Management
Program Degree from the Harvard University's Graduate School of
Business.  Mr. Boyce's leadership positions include serving as a
member of the National Coal Council and as Study Chair of the
National Coal Council's 2006 report, "Coal: America's Energy
Future."  He is also Co-Chairman of the Coal-Based Generation
Stakeholders' Group and a member of the Coal Industry Advisory
Board of the International Energy Agency.  He is a Board member
of the Center for Energy and Economic Development and the
National Mining Association.  Mr. Boyce is a member of the Board
of Directors of the St. Louis Regional Chamber and Growth
Association and a member of Civic Progress in St. Louis.  He is
a member of the Advisory Council of the University of Arizona's
Department of Mining and Geological Engineering, and the School
of Engineering and Applied Science National Council at
Washington University.

B) B. R. (Bobby) Brown

Mr. Brown served as Chairman, President and Chief Executive
Officer of CONSOL Energy Inc., a domestic coal and gas producer
and energy services provider, from 1978 to 1998.  He also was
Senior Vice President of E. I. du Pont de Nemours & Co.,
CONSOL's controlling shareholder, from 1981 to 1991.  Mr.
Brown's experience includes Senior Vice President at Conoco and
President and Chief Executive Officer of Remington Arms Company,
Inc.  Mr. Brown has previously served as Director and Chairman
of the Bituminous Coal Operators' Association Negotiating
Committee, Chairman of the National Mining Association, and
Chairman of the Coal Industry Advisory Board of the
International Energy Agency.  He is an inductee in the West
Virginia Mining Hall of Fame and a recipient of the
Distinguished Service Award from the National Mining
Association.  He is currently a director of Delta Trust & Bank
and Remington Arms Company, Inc.

C) William A. Coley

Mr. Coley is Chief Executive Officer and Director of British
Energy Group plc, the United Kingdom's largest electricity
producer.  He has held this position since March 2005.  He was
formerly a non-executive director of British Energy.  He served
as President of Duke Power and retired in February 2003.  During
his 37-year career with Duke Power, Mr. Coley held various
officer-level positions in the engineering, operations and
senior management areas.  Mr. Coley was named Senior Vice
President of Customer Operations and elected to the Duke Power
Board of Directors in 1990, named President of the Associated
Enterprises Group in 1994 and elected President in 1997.  Mr.
Coley earned his Bachelor of Science degree in Electrical
Engineering from Georgia Institute of Technology and is a
registered professional engineer.  He is also a director of CT
Communications, Inc.

D) Irl F. Engelhardt

Mr. Engelhardt is Chairman of Peabody Energy.  He served as
Chief Executive Officer of the company from 1990 through 2005.
Mr. Engelhardt joined the company in 1979 after a decade of
management consulting experience and held various officer-level
positions prior to being named Chief Executive Officer.  His
business experience includes:

   * Group Vice President and Executive Director of Hanson
     Industries;
   * Co-Chief Executive Officer of The Energy Group;
   * Chairman of Cornerstone Construction and Materials;
   * Chairman of Suburban Propane; Chairman of Citizens Power;
     and
   * Chairman of Peabody Resources Limited (Australia).

He received a Bachelor of Science degree in Accounting from the
University of Illinois in 1968 and a master's degree in business
administration from Southern Illinois University in 1971.
Mr. Engelhardt's industry leadership positions include former
chairman posts with the National Mining Association, the Coal
Industry Advisory Board of the International Energy Agency, the
Center for Energy and Economic Development and Co-Chairman of
the Coal Utilization Research Council and the Coal-Based
Generation Stakeholders Group.  In addition to serving as
Chairman of Peabody's Board of Directors, Mr. Engelhardt is
Chairman of The Federal Reserve Bank of St. Louis, and a member
of the Board of Directors of Valero Energy Corporation and The
Williams Companies, Inc.

E) Dr. Henry Givens, Jr.

Mr. Givens is President of Harris-Stowe State University in
St. Louis, Mo., a position he has held since 1979.  He began his
career in education as a teacher in the Webster Groves School
District, was named principal of the nation's first prototype
magnet school and assistant to the superintendent of schools.  
He was the first African American to serve as Assistant
Commissioner of Education in Missouri, holding the post for five
years.  Dr. Givens earned his baccalaureate degree at Lincoln
University in Missouri, his master's degree at the University of
Illinois and his doctorate at Saint Louis University.  He has
participated in post-doctoral studies in higher education
administration at Harvard University and has been recognized
with over 100 national, state and local awards, including two
honorary doctorates of Humane Letters from Lincoln University
and St. Louis University.  He is a director of The Laclede Group
Inc. and serves on the Advisory Board of U.S. Bank, N.A. (St.
Louis).  He is affiliated with numerous educational
organizations and honor societies.

F) William E. (Wilber) James

Mr. James is a Founding Partner of RockPort Capital
Partners LLC, a venture fund specializing in energy and
environmental technology and advanced materials.  He is also
Chairman of RockPort Group, a holding company engaged in
international oil trading, banking and communications.  Prior to
joining RockPort, Mr. James co-founded and served as Chairman
and Chief Executive Officer of Citizens Power LLC, a leading
power marketer.  Previously, Mr. James was a co-founder of the
nonprofit Citizens Energy Corporation and served as Chairman and
Chief Executive Officer of Citizens Corporation, its for-profit
subsidiary, from 1987 to 1996. Mr. James holds a Bachelor of
Arts degree from Colorado College.

G) Robert B. Karn III

Mr. Karn is a financial consultant and former managing partner
in financial and economic consulting with Arthur Andersen LLP in
St. Louis.  Before retiring from Andersen in 1998, Mr. Karn
served in a variety of accounting, audit and financial roles
over a 33-year career, including Managing Partner in charge of
the global coal mining practice from 1981 through 1998.  He is a
Certified Public Accountant and has served as a Panel Arbitrator
with the American Arbitration Association.  Mr. Karn serves on
the Board of Directors of Natural Resource Partners, L.P., a
coal-oriented master limited partnership that is listed on the
New York Stock Exchange.  He is also a member of the Board of
Trustees of Fiduciary/Claymore MLP Opportunity Fund and
Fiduciary/Claymore Dynamic Equity Fund.

H) Henry (Jack) E. Lentz

Mr. Lentz is an Advisory Director for Lehman Brothers Inc.  
He has held this position since January 2004.  Mr. Lentz joined
Lehman Brothers in 1971 and became a Managing Director in 1976.  
In 1988, Mr. Lentz left Lehman Brothers to serve as Vice
Chairman of Wasserstein Perella Group, Inc., an investment
banking firm.  In 1993, he returned to Lehman as a Managing
Director and served as head of the firm's worldwide energy
practice.  In 1996, he joined the Merchant Banking Group as a
Principal and in 2003 became a consultant to the Merchant
Banking Group.  Mr. Lentz is currently a director of Rowan
Companies, Inc. and CARBO Ceramics, Inc.  Mr. Lentz holds an MBA
from the Wharton School of Business at the University of
Pennsylvania.

I) William C. Rusnack

Mr. Rusnack is former President and Chief Executive Officer of
Premcor Inc., one of the largest independent oil refiners in the
United States prior to its acquisition by Valero Energy
Corporation in 2005.  He served as President, Chief Executive
Officer and Director of Premcor from 1998 to February 2002.  
Prior to joining Premcor, Mr. Rusnack was President of ARCO
Products Company, the refining and marketing division of
Atlantic Richfield Company.  During a 31-year career at ARCO, he
was also President of ARCO Transportation Company and Vice
President of Corporate Planning.  He holds a Bachelor of Science
degree in General Chemistry from Indiana University of
Pennsylvania and an MBA from the University of Chicago.  He is
also a director of Sempra Energy and Flowserve Corporation.

J) Dr. James R. Schlesinger

Mr. Schlesinger is currently Chairman of the Board of Trustees
of the MITRE Corporation, a not-for-profit corporation that
provides systems engineering, research and development and
information technology support to the government, a position he
has held since 1985.  He also serves as senior advisor to Lehman
Brothers and as a Trustee to the Center for Strategic and
International Studies.  Dr. Schlesinger was U.S. Secretary of
Energy from 1977 to 1979.  He held senior executive positions
for three U.S. Presidents, serving as Chairman of the U.S.
Atomic Energy Commission from 1971 to 1973, Director of the
Central Intelligence Agency in 1973 and Secretary of Defense
from 1973 to 1975.  Prior positions include Assistant Director
of the Office of Management and Budget, Director of Strategic
Studies at the Rand Corporation, Associate Professor of
Economics at the University of Virginia and consultant to the
Board of Governors of the Federal Reserve System.  He also
serves as a consultant to the Department of Defense, the
Department of State and the Department of Homeland Security.  
Dr. Schlesinger holds Bachelor of Arts, master's and doctoral
degrees from Harvard University.  He is also a director of
Evergreen Energy Inc. and Sandia Corporation.

K) Dr. Blanche M. Touhill

Ms. Touhill is Chancellor Emeritus and Professor Emeritus at
the University of Missouri - St. Louis.  She previously served
as Chancellor and Professor of History and Education at the
University of Missouri - St. Louis from 1991 through 2002.  
Prior to her appointment as Chancellor, Dr. Touhill held the
positions of Vice Chancellor for Academic Affairs and Interim
Chancellor at the University of Missouri - St. Louis.  Dr.
Touhill holds bachelor's and doctoral degrees in history and a
master's degree in geography from St. Louis University.  Dr.
Touhill has served on the Board of Directors of Trans World
Airlines and Delta Dental as well as a number of civic
organizations.  In 1997, she was named the St. Louis Citizen of
the Year.

L) John F. Turner

Mr. Turner is former U.S. Assistant Secretary of State for
Oceans and International Environmental and Scientific Affairs
within the State Department.  Mr. Turner had served as Assistant
Secretary from November 2001 to July 2005.  Prior to his
appointment, he was President and Chief Executive Officer of the
Conservation Fund, a national non-profit organization dedicated
to public-private partnerships to protect land and water
resources.  He has also served as the Director of the U.S. Fish
and Wildlife Service from 1989 to 1993.  Mr. Turner began his
career in state politics, serving 19 years in the Wyoming State
Legislature and is a past president of the Wyoming State Senate.  
He earned a bachelor's degree in biology from the University of
Notre Dame, and a master's degree in wildlife ecology from the
University of Michigan.  He also serves on the Board of the
University of Wyoming, Ruckelshaus Institute of Environment and
Natural Resources and as a Visiting Professor of Environment and
Natural Resources at the University.  He is also a director of
International Paper Company and Ashland, Inc.

M) Sandra A. Van Trease

Ms. Van Trease is Group President, BJC Healthcare, a position
she has held since September 2004.  BJC Healthcare is one of the
largest non-profit healthcare organizations, delivering services
to residents in the greater St. Louis, Southern Illinois and
mid-Missouri regions.  Prior to joining BJC Healthcare, Ms. Van
Trease served as President and Chief Executive Officer of
UNICARE, an operating affiliate of WellPoint Health Networks
Inc., from 2002 to September 2004.  Ms. Van Tease also served as
President, Chief Financial Officer and Chief Operating Officer
of RightCHOICE Managed Care, Inc. from 2000 to 2002, and as
Executive Vice President, Chief Financial Officer and Chief
Operating Officer from 1997 to 2000.  Prior to joining
RightCHOICE in 1994, she was a Senior Audit Manager with Price
Waterhouse LLP.  She is a Certified Public Accountant and
Certified Management Accountant.  Ms. Van Trease is also a
Director of Enterprise Financial Services Corporation and serves
on the Board of Directors of a number of civic organizations.  
She earned her master's degree in business administration from
Washington University in St. Louis and her bachelor's degree in
business administration from the University of Missouri - St.
Louis.

N) Alan H. Washkowitz

Mr. Washkowitz is the former Managing Director of Lehman
Brothers Inc.  He was part of the firm's Merchant Banking Group
until July 2005, with responsibility for the oversight of Lehman
Brothers Merchant Banking Partners II L.P.  Mr. Washkowitz
joined Kuhn Loeb & Co. in 1968 and became a general partner of
Lehman Brothers in 1978 when Kuhn Loeb & Co. was acquired by
Lehman.  Prior to joining the Merchant Banking Group,
Mr. Washkowitz headed Lehman Brothers' Financial Restructuring
Group. Mr. Washkowitz holds an MBA from Harvard University and a
Juris Doctorate from Columbia University.  Mr. Washkowitz serves
on the Board of Visitors of the Faculty of Law for Columbia
University, and on the Advisory Board for the Columbia
University Center on Corporate Governance.  He is also a
director of L-3 Communications Corporation.

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

                        *     *     *

As reported in the Troubled Company Reporter on Mar 9, 2007,
Moody's Investors Service reported that, after the adoption of  
final guidelines for preferred stock and hybrid securities  
notching, it downgraded Peabody Energy Corporation's hybrid  
instrument to Ba3.  This instrument had been placed on review
for downgrade.  This completes the review for possible
downgrade.


* VENEZUELA: To Formally Leave IMF & World Bank
-----------------------------------------------
The Venezuelan government will formally withdraw its account
from the International Monetary Fund and the World Bank, El
Universal reports.

"We will no longer have to go to Washington nor to the IMF nor
to the World Bank, not to anyone," President Hugo Chavez was
quoted by Efe news agency as saying.

The Venezuelan leader has initiated the establishment of a
regional bank that would provide country's in the hemisphere
with banking and financing services similar to those of the IMF
and the World Bank.

Bolivia, Brazil, Ecuador and Paraguay have already pledged
membership to the proposed bank.  

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 20, 2006,
Fitch Ratings affirmed Venezuela's long-term foreign and local
currency Issuer Default Ratings at 'BB-'.  At the same time, the
agency also affirmed the short-term foreign currency IDR at 'B'
and the Country Ceiling at 'BB-'.  Fitch said the outlook on the
ratings remains stable.


* VENEZUELA: Bonds, Currency Fall Over IMF Exit Talk
----------------------------------------------------
Lester Pimentel and Guillermo Parra-Bernal at Bloomberg News
reports that Venezuela's dollar bonds and currency fell after
President Hugo Chavez announced the government's plan to
withdraw its account from the International Monetary Fund.  
Concerns are high that the decision will trigger a default on
Venezuela's debts.

The nation's decision is in line with its plan to establish a
regional bank that would provide similar services provided by
the international lender at cheaper rates.

When President Chavez announced that his country is cutting ties
with the IMF, he said that the bank has curtailed the nation's
economic sovereignty for decades, Bloomberg relates.

According to the same report, the country's prospectus of a
9.375 percent bond maturing in 2034, it states that Venezuela
ceasing to be a member of the IMF is an event of default.  

To reassure investors, Finance Minister Rodrigo Cabezas said
that a withdrawal plan is in the works to ensure that
bondholders won't get hurt, Bloomber relates.

Gunter Heiland at JPMorgan Asset Management was quoted by
Bloomberg as saying that the President's remarks could trigger a
technical default, a condition that would be detrimental to a
country that needs money while in the process of nationalizing
many industries.  

The yield on Venezuela's 9-1/4 percent dollar bonds due
September 2027 rose 6 basis points, or 0.06 percentage point, to
7.18 percent at 5:05 p.m. on May 2 in New York, according to
JPMorgan Chase & Co.  The bond's price, which moves inversely to
the yield, fell 0.80 cents on the dollar to 122.00.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 20, 2006,
Fitch Ratings affirmed Venezuela's long-term foreign and local
currency Issuer Default Ratings at 'BB-'.  At the same time, the
agency also affirmed the short-term foreign currency IDR at 'B'
and the Country Ceiling at 'BB-'.  Fitch said the outlook on the
ratings remains stable.


* VENEZUELA: Says It Will Continue to Pay Foreign Debt
------------------------------------------------------
Venezuelan government told the Associated Press that it would
repair its foreign debt although it has decided to withdraw from
the International Monetary Fund and the World Bank.

The AP says that Finance Minister Rodrigo Cabezas said the
decision wouldn't affect, in any way, the payment of foreign
obligations.

According to some analysts and investors, the Venezuelan
government bonds, like many international debt deals, carry
clauses that consider pulling out from the IMF to technically be
a default.

The AP relates that Bear Stearns & Co. lowered Venezuelan
government bonds, which paved the way for possibie technical
default.

Tehrantimes.com reports that both financial institutions has
suffered crisis of credibility following Venezuela's decision.

President Hugo Chavez commented that those institutions are in
crisis, citing IMF's lack of money to meet its payroll,
Tehrantimes.com adds.

As published in TurkishPress.com, IMF chief Rodrigo Rato refused
to react to Venezuela's withdrawal because he had yet to receive
an official request from Caracas.

"I think I'm not entitled to react on a such serious matter
until I receive an official request," says Mr. Rato.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 20, 2006,
Fitch Ratings affirmed Venezuela's long-term foreign and local
currency Issuer Default Ratings at 'BB-'.  At the same time, the
agency also affirmed the short-term foreign currency IDR at 'B'
and the Country Ceiling at 'BB-'.  Fitch said the outlook on the
ratings remains stable.


                        ***********


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

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