TCRLA_Public/070522.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

             Tuesday, May 22, 2007, Vol. 8, Issue 100

                          Headlines

A R G E N T I N A

BALL CORP: Earnings Rises to US$81.2 Mil. in First Quarter 2007
BANCO MACRO: Plans US$100MM Argentine Peso-Linked Notes Offering
BOSTON SCIENTIFIC: Net Income Drops to US$120MM in First Quarter
COOPERATIVA DE PROVISION: Trustee Verifies Claims Until June 15
IGNACIO LIPRANDI: Moves Claims Verification Deadline to June 29

KAROLINGIA INVESTMENTS: Claims Verification Deadline Is July 10
SAFEGUARD SRL: Seeks Reorganization Okay in Buenos Aires Court
TARJETAS CUYANAS: Fitch Expects B/RR4 Rating on US$65MM Notes
TELECOM ARGENTINA: Argentine Research Keeps Accumulate Rating
TELECOM PERSONAL: Launches 3G Service Area in Buenos Aires

B E R M U D A

SCOTTISH RE: Starts Seeking for New CEO to Replace Paul Goldean
CHERRINGTON INSURANCE: Proofs of Claim Filing Is Until Tomorrow
CHERRINGTON INSURANCE: Final General Meeting Is Set for June 14
VSNL TELECOMMUNICATIONS: Claims Filing Deadline Is Tomorrow
VSNL TELECOMMUNICATIONS: Final General Meeting Is on June 28

TELEGLOBE: Proofs of Claim Filing Deadline Is Tomorrow
TELEGLOBE: Will Hold Final General Meeting on June 27
SAFINA NAVIGATION: Proofs of Claim Filing Is Until May 28
SAFINA NAVIGATION: Will Hold Final General Meeting on June 20

B O L I V I A

* BOLIVIA: Nationalization Doubles Oil & Gas Income in 2006

B R A Z I L

BANCO DO BRASIL: S&P Lifts Rating to BB+ from BB
BANCO DO NORDESTE: S&P Lifts Rating to BB+ from BB
BENQ CORP: Sells Camera Business Unit to Ability Enterprise
CENTRAIS ELETRICAS: S&P Lifts Rating to BB+ from BB
COMPANHIA ENERGETICA: Will Invest BRL280 Million Through 2009

COMPANHIA PARANAENSE: Says Madeira Project Too Big for Firm
DELPHI CORPORATION: UAW Delivers Counterproposal
EMI GROUP: Board Recommends Terra Firma's GBP2.4 Billion Offer
PETROLEO BRASILEIRO: Inks Exploration Pact with Portuguese Cos.
PETROLEO BRASILEIRO: Inks Joint-Venture Pact with Galp Energia

TAM SA: Inks Code-Sharing Pact with United Airlines
WARNER MUSIC: EMI Group Flushes Out Firm's Takeover Bid

C A Y M A N   I S L A N D S

ACER VENTURE: Proofs of Claim Filing Is Until June 15
AIR INVEST: Proofs of Claim Filing Ends on June 15
C60 EUROPEAN: Sets Final Shareholders Meeting for June 15
C60 EUROPEAN LONG: Holding Final Shareholders Meeting on June 15
CABLE & WIRELESS: Bags 4-Year Network Deal with Virgin Media

CANDK HOLDINGS: Will Hold Final Shareholders Meeting on June 15
GRANADA DECEMBER: Sets Final Shareholders Meeting for June 15
GREEN ROCK: Will Hold Final Shareholders Meeting on June 15
HWP HOLDINGS: Sets Final Shareholders Meeting for June 15
KINSHICHO PROJECT: Final Shareholders Meeting Is on June 15

MILE ROCK: Will Hold Final Shareholders Meeting on June 15
MILE ROCK MASTER: Sets Final Shareholders Meeting for June 15
NETLIST INT'L: Will Hold Final Shareholders Meeting on June 15
PACTUAL CORPORATE: Sets Final Shareholders Meeting for June 15
RYMSLECT SPC: Will Hold Final Shareholders Meeting on June 15

RYMVEST SPC: Sets Final Shareholders Meeting for June 15

C U B A

* CUBA: President Fidel Castro Nixes Free Trade Agreements

D O M I N I C A N   R E P U B L I C

ASHMORE ENERGY: Will Acquire 86.41% Interest in DelSur
BANCO INTERCONTINENTAL: Ex-Pres. Will Sue Liquidator Commission

E C U A D O R

GEOKINETICS INC: Closes Public Offering of 4.5 Mil. Common Stock
PETROECUADOR: Govt Will Militarize State Oil Installations

G U A T E M A L A

BRITISH AIRWAYS: Admits to Breaking Competition Rules
BRITISH AIRWAYS: Rumors on APA's Possible Takeover Bid Linger
BRITISH AIRWAYS: Orders Eight New A320 Planes From Airbus
BRITISH AIRWAYS: Earns GBP304 Mln in 12 Months Ended March 31

J A M A I C A

AIR JAMAICA: Will Cut Back Services on London-Kingston Route

M E X I C O

CLEAR CHANNEL: Shareholders Will Vote on Merger Offer Tomorrow
CLEAR CHANNEL: Inks Second Amendment to Merger Agreement
GENERAL MOTORS: GMAC May Work With Chrysler Financial, CEO Says
GRUPO POSADAS: Fitch Upgrades Rating on US$225-Mil. Notes to BB
MEGA BRANDS: Loses US$23.9 Million in First Quarter 2007

VISTEON CORP: Taps Mike Widgren as VP & Chief Accounting Officer

P A N A M A

BANCO LATINOAMERICANO: Inks Cooperation Pact with China Dev't

P E R U

* PERU: Paying Ahead of Schedule Debt with Paris Club

P U E R T O   R I C O

BIO-RAD LABORATORIES: Inks Agreement to Acquire Diamed
DELTA AIR: Lehman Bros Puts Overweight Rating on Firm's Shares
FEDERATED DEPARTMENT: Earns US$36 Million in Quarter Ended May 5
MARGO CARIBE: Hasn't Filed Reports for Quarter Ended March 31
MICRON TECHNOLOGY: Prices US$1.135 Bil. Senior Notes' Offering

T R I N I D A D   &   T O B A G O

DIGICEL LTD: Cell Phones Stolen at Rose Hall Unit
DIGICEL LTD: Unauthorized to Build Cell Tower in Claxton Bay
MIRANT CORP: Fitch Holds Ratings on Watch Neg. on Possible Sale

V E N E Z U E L A

CITGO PETROLEUM: Felix Rodriguez to Leave Post as Pres. & CEO
CMS ENERGY: Unit Declares Quarterly Dividends on Preferred Stock
DAIMLERCHRYSLER AG: GMAC May Work With Chrysler, Wagoner Says
DAIMLERCHRYSLER: Workers Get US$1.2BB for Chrysler Pension Fund
ELECTRICIDAD DE CARACAS: PDVSA Increases Stake in Firm to 93.61%

PETROLEOS DE VENEZUELA: Increases Stake in EDC to 93.61%
PETROLEOS DE VENEZUELA: Nationalizing 18 Oil Rig Operations

* VENEZUELA: Citizens Hold Strike Against RCTV's Closure
* VENEZUELA: Seeks to Form LatAm Oil & Gas Drilling Corporation


                            - - - - -

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


BALL CORP: Earnings Rises to US$81.2 Mil. in First Quarter 2007
---------------------------------------------------------------
Ball Corporation recorded net earnings of US$81.2 million on net
sales of US$1.7 billion for the three months ended
April 1, 2007, as compared with net earnings of US$44.4 million
on net sales of US$1.4 billion for the three months ended
April 2, 2006.

The company recorded total assets of US$5.9 billion, total
liabilities of US$4.7 billion, and minority interest of
US$1.1 million, resulting in a total shareholders' equity of
US$1.2 billion.

                       Financial Condition

Cash flows used in operations were US$107.7 million in the first
three months of 2007 compared to US$171.8 million in the first
three months of 2006.  The improvement over 2006 was primarily
due to higher net earnings.

The company estimates 2007 capital spending to be about
US$275 million, net of property insurance recoveries, compared
to 2006 net capital spending of US$218.3 million.

Interest-bearing debt increased to US$2,598.9 million at
April 1, 2007, compared to US$2,451.7 million at Dec. 31, 2006,
primarily due to seasonal working capital needs, common stock
repurchases and a higher euro.

Total required contributions to the company's defined benefit
plans, not including the unfunded German plans, are expected to
be approximately US$58 million in 2007.  As part of the
company's overall debt reduction plan, the company anticipates
contributing an incremental US$70 million to its North American
pension plans during the fourth quarter of 2007.

At April 1, 2007, about US$554 million was available under the
company's multi-currency revolving credit facilities.  In
addition, the company had short-term uncommitted credit
facilities of US$337 million at the end of the first quarter, of
which US$168.1 million was outstanding.

A full-text copy of the company's first quarter 2007 report is
available for free at http://ResearchArchives.com/t/s?1f68

Headquartered in Broomfield, Colorado, Ball Corp. --
http://www.ball.com/-- is a supplier of high-quality metal and
plastic packaging products.  It owns Ball Aerospace &
Technologies Corp. -- a developer of sensors, spacecraft,
systems and components for government and commercial customers.
Ball Corp. reported sales of US$5.7 billion in 2005 and the
company employs about 13,100 people worldwide, including
Argentina, Hong Kong and China.

                        *    *    *

Moody's Investors Service assigned ratings to Ball Corp.'s
US$500 million senior secured term loan D, rated Ba1, and
US$450 million senior unsecured notes due 2016-2018, rated Ba2.
It also affirmed existing ratings, which include Ba1 Ratings on
US$1.475 billion senior secured credit facilities and US$550
million senior unsecured notes due Dec. 12, 2012.  Moody's said
the ratings outlook was stable.

As reported in the Troubled Company Reporter on April 19, 2007,
Fitch affirmed Ball Corp.'s 'BB' issuer default rating, 'BB+'
senior secured credit facilities, and 'BB' senior unsecured
notes.

Standard & Poor's Ratings Services also affirmed its 'BB+'
corporate credit rating on Ball Corp.  All ratings were placed
by S&P in March 2006.


BANCO MACRO: Plans US$100MM Argentine Peso-Linked Notes Offering
----------------------------------------------------------------
Banco Macro S.A. plans to offer up to US$100 million of
Argentine peso-linked notes due 2012 during the second quarter
2007, as part of its medium-term note financing program, in a
transaction exempt from the registration requirements of the
U.S. Securities Act of 1933.  Banco Macro intends to use the net
proceeds from the sale to make loans in accordance with
Argentine Central Bank guidelines.

The debt securities have not been and will not be registered
under the U.S. Securities Act of 1933 and may not be offered or
sold in the United States absent registration or an applicable
exemption from registration requirements.  This announcement is
not an offer to sell or a solicitation of an offer to buy such
debt securities and is issued pursuant to Rule 135c of the U.S.
Securities Act.

Headquartered in Buenos Aires, Argentina, Banco Macro --
http://www.macro.com.ar/-- had consolidated assets of ARS16.8
billion (US$5.4 billion) and consolidated deposits of ARS11
billion (US$3.5 billion) as of March 2007.

                            *    *    *

As reported in the Troubled Company Reporter-Latin America on
May 18, 2007, Moody's Investors Service assigned a provisional
(P)Ba1 global local currency rating to Banco Macro S.A.'s US$100
million senior unsecured Argentine peso-linked notes due 2012,
to be issued under Macro's existing US$400 million Medium Term
Note Program.


BOSTON SCIENTIFIC: Net Income Drops to US$120MM in First Quarter
----------------------------------------------------------------
Boston Scientific Corporation reported a US$120-million net
income for the first quarter 2007, as compared to net income of
US$332 million for the first quarter 2006.

The company recorded that its net sales for the first quarter
2007 increased to US$2.1 billion from US$1.6 billion for the
first quarter 2006.  The increase in net sales is attributable
primarily to the inclusion of US$589 million of net sales from
our CRM and Cardiac Surgery divisions.

Reported results for the first quarter 2007 included charges of
US$26 million, which consisted primarily of charges related to
the Guidant acquisition.  Reported results for the first quarter
2006 included charges of US$29 million, which consisted
primarily of investment write-downs due to the termination of a
gene therapy trial being conducted by one of our portfolio
companies.

As of March 31, 2007, the company had US$31 billion in total
assets, US$15.5 billion in total liabilities, and US$15.5
billion in total stockholders' equity.  The company's retained
deficit at March 31, 2007, was US$80 million, as compared with
US$174 million at Dec. 31, 2006.

                     Debt Covenant Compliance

At March 31, 2007, the company's net debt was about US$7.6
billion.  During 2007, the company may decide to repay a portion
of its debt prior to the first maturity in April 2008 and intend
to use a significant portion of its operating cash flow to
reduce its outstanding debt obligations over the next several
years.  The company's revolving credit facility and term loan
agreement requires that the company maintain certain financial
covenants.  As of March 31, 2007, the company was in compliance
with these covenants.

A full-text copy of the company's first quarter 2007 report is
available for free at http://ResearchArchives.com/t/s?1f6a

                     Proposed Endosurgery IPO

In March 2007, the company disclosed that its Board of Directors
has authorized the management to explore an initial public
offering, or IPO, of a minority interest in the company's
Endosurgery group.  The IPO would involve selling a minority
interest of the Endosurgery group and establishing a separately
traded public company.  The company's goal is to complete
exploration of the proposed Endosurgery IPO over the next six to
12 months.  There is no guarantee that the proposed Endosurgery
IPO will be finalized.

                     About Boston Scientific

Headquartered in Natick, Massachusetts, Boston Scientific
Corporation (NYSE: BSX) -- http://www.bostonscientific.com/--
develops, manufactures and markets medical devices used in a
broad range of interventional medical specialties.  The company
has offices in Argentina, France, Germany, and Japan, among
others.

                           *     *     *

Moody's Investor Services, effective April 21, 2006, lowered the
credit ratings of Boston Scientific following the close of the
acquisition of Guidant Corporation.  Affected ratings include:
senior notes to Baa3 from Baa1; short-term rating to Prime-3
from Prime-2; senior shelf to (P)Baa3 from (P)Baa1; subordinated
shelf to (P)Ba1 from (P)Baa2; and preferred stock shelf to
(P)Ba2 from (P)Baa3.


COOPERATIVA DE PROVISION: Trustee Verifies Claims Until June 15
---------------------------------------------------------------
Estudio Correa Cubilla Resnizky y Asociados, the court-appointed
trustee for Cooperativa de Provision de Veterinarios Limitada's
bankruptcy proceeding, verifies creditors' proofs of claim until
June 15, 2007.

Estudio Correa will present the validated claims in court as
individual reports on Aug. 14, 2007.  The National Commercial
Court of First Instance in Moron, 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 Cooperativa de Provision 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 Cooperativa de
Provision's accounting and banking records will be submitted in
court on Sept. 25, 2007.

Estudio Correa is also in charge of administering Cooperativa de
Provision's assets under court supervision and will take part in
their disposal to the extent established by law.

The trustee can be reached at:

          Estudio Correa Cubilla Resnizky y Asociados
          Monsenor Angelelli 851, Moron
          Buenos Aires, Argentina


IGNACIO LIPRANDI: Moves Claims Verification Deadline to June 29
---------------------------------------------------------------
Estudio Albornoz Airas & Asociados, the court-appointed trustee
for Ignacio Liprandi Oliva S.R.L.'s bankruptcy proceeding,
verifies creditors' proofs of claim until June 29, 2007.

As reported in the Troubled Company Reporter-Latin America on
Jan. 17, 2007, the claims verification deadline was initially
set for Dec. 18, 2006.

Estudio Albornoz will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance in San Miguel de Tucuman 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 Ignacio Liprandi 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 Ignacio Liprandi's
accounting and banking records will be submitted in court.

Infobae did not state the reports submission dates.

Estudio Albornoz is also in charge of administering Ignacio
Liprandi's assets under court supervision and will take part in
their disposal to the extent established by law.

The debtor can be reached at:

          Ignacio Liprandi Oliva S.R.L.
          Avenida Francisco de Aguirre 531
          San Miguel de Tucuman
          Tucuman, Argentina

The trustee can be reached at:

          Estudio Albornoz Airas & Asociados
          Avenida 2 de Abril 337
          San Miguel de Tucuman
          Tucuman, Argentina


KAROLINGIA INVESTMENTS: Claims Verification Deadline Is July 10
---------------------------------------------------------------
Santiago Leonardo Novick, the court-appointed trustee for
Karolingia Investments S.A.'s bankruptcy proceeding, verifies
creditors' proofs of claim until July 10, 2007.

Mr. Novick will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 6 in Buenos Aires, with the assistance of Clerk
No. 12, 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 Karolingia Investments 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 Karolingia
Investments' accounting and banking records will be submitted in
court.

La Nacion did not state the reports submission date.

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

The debtor can be reached at:

          Karolingia Investments S.A.
          Junin 1044
          Buenos Aires, Argentina

The trustee can be reached at:

          Santiago Leonardo Novick
          Libertad 359
          Buenos Aires, Argentina


SAFEGUARD SRL: Seeks Reorganization Okay in Buenos Aires Court
--------------------------------------------------------------
Safeguard S.R.L. has requested for reorganization before the
National Commercial Court of First Instance No. 11 in Buenos
Aires after failing to pay its liabilities since March 10, 2007.

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

Clerk No. 22 assists the court in this case.

The debtor can be reached at:

          Safeguard S.R.L.
          Capdevilla 2851
          Buenos Aires, Argentina


TARJETAS CUYANAS: Fitch Expects B/RR4 Rating on US$65MM Notes
-------------------------------------------------------------
Fitch Ratings has assigned long-term local currency Issuer
Default Ratings of 'B' to Tarjetas Cuyanas S.A.  The Rating
Outlook is Stable.  Fitch also expects to assign a long-term
local currency rating of 'B/RR4' to Tarjetas Cuyanas' US$65
million Series XVIII unsubordinated fixed-rate notes.

Fitch has assigned Tarjetas Cuyanas a National long-term rating
of 'A(arg)' and affirmed the National short-term rating of
'A2(arg)'.  The Rating Outlook on the National long-term rating
is Stable.

Tarjetas Cuyanas' ratings reflect its sound profitability,
liquidity, and asset quality, as well as its satisfactory
capital base.  They also take into account the still relatively
weak, albeit improving, operating environment and the small size
of the company.  The ratings of Tarjetas Cuyanas' notes will
reflect the international ratings assigned to the company.
While the notes are denominated in US dollars, the issue will
carry a local currency IDR as the issue is effectively converted
to a peso amount at issue date, and the dollar amount to be paid
at each of the amortization dates is determined by the
peso/dollar exchange rate then in effect, transferring the
potential exchange risk to the holder of the notes.  In
addition, should the issuer not be able to obtain the dollars
needed due to external reasons at any payment date, it is
allowed to pay the correspondent amount in pesos converted at
the above mentioned exchange rate.

Tarjetas Cuyanas' good profitability is based on strong revenue
generation, adequate cost efficiency, and a healthy asset
quality.  Fitch expects Tarjetas Cuyanas' profitability to
remain sound based on its good revenue generation and growth, in
spite of higher administrative expenses due to the company's
expansion and a legal limit on fees and interest rates imposed
on credit card issuers in 2005.

Tarjetas Cuyanas' lending has grown significantly since the
economic crisis of 2002 (up 160% in 2006).  As its asset quality
ratios have historically been very good based on conservative
credit limits and good scoring systems, Fitch expects Tarjetas
Cuyanas' asset quality to remain healthy in spite of strong loan
growth.  Its non-performing loans to total loans ratio was a low
4.8% at end-2006, with loan loss reserve coverage of 117%.

Tarjetas Cuyanas' liquidity is strong, supported by the short-
term nature of its lending.  In addition, it is extending the
maturity of its funding by issuing debt and securitizing loans.
Tarjetas Cuyanas does not have foreign currency risk as all of
its debt is in pesos.  Tarjetas Cuyanas' US$65 million Series
XVIII unsubordinated fixed-rate notes are payable in pesos at
the exchange rate of the final offering day.  In addition,
unlike most financial institutions in Argentina, Tarjetas
Cuyanas did not hold any government bonds at end-2006.

Tarjetas Cuyanas' capital base is ample with an equity/assets
ratio of 21.2% at end-2006.  In addition to the company's strong
internal capital generation, Tarjetas Cuyanas received a new
capital injection of ARP20 million as of December 2006, which
improved its solvency ratios.

Tarjetas Cuyanas was created in 1996 in the region of Cuyo and
has expanded geographically afterwards to the provinces of La
Rioja, Catamarca, La Pampa, Neuquen, Tucuman and Salta, and is
going to open a new branch in Jujuy in 2007.  Tarjetas Cuyanas
is 60% indirectly owned by Banco de Galicia y Buenos Aires
(Banco Galicia), the first largest private bank in Argentina by
assets.

Fitch's National Ratings provide a relative measure of
creditworthiness for rated entities in countries where the
sovereign's foreign and local currency ratings are below 'AAA'.
National ratings are not internationally comparable since the
best relative risk within a country is rated 'AAA' and other
credits are rated only relative to this risk.  They are
signified by the addition of an identifier, for the country
concerned, such as 'AAA (arg)' for national ratings in
Argentina.


TELECOM ARGENTINA: Argentine Research Keeps Accumulate Rating
-------------------------------------------------------------
Consulting company Argentine Research has maintained its
"accumulate" recommendation on Telecom Argentina's shares,
Business News Americas reports.

Argentine Research said in a statement that it has increased the
target price for Telecom Argentina's shares from ARS16 to
ARS18.2, citing a positive outlook.

Argentine Research Director Rafael Ber explained to BNamericas,
"We decided to raise the company's target price due to the good
performance in the last quarter, when the company experienced
important growth."

BNamericas relates that Telecom Argentina's net profits
increased to ARS135 million in the first quarter 2007, from ARS3
million in the first quarter 2006.  Revenues for the quarter
increased 28% to ARS2.06 billion, boosted by growth in mobile
telephony, Internet and data.

Meanwhile, international companies Citigroup and JP Morgan also
increased Telecom Argentina's target price after the first
quarter 2007 results.

Mr. Ber told BNamericas that Telecom Argentina's planned capex
for 2007 would help the firm continue growing in all segments.
Company debt decreased 25% to ARS3.22 million in the first
quarter 2007, compared to the first quarter 2006.  It is now
very favorable for the firm.

According to BNamericas, Telecom Argentina has been performing
well on the Buenos Aires stock exchange.

Investment Bank Grupo SBS analyst Emiliano Wachs explained to
BNamericas, "This is due to several things including last
quarter's results, which exceeded market expectations with sales
boosted by the mobile business and higher operating margins plus
the recent launch of 3G services including mobile broadband."

Local brokerage company Puente Hermanos analyst Juan Ignacio Di
Santo thought that Telecom Argentina's performance on the local
stock might have been influenced by a market rumor that the firm
might be up for sale, 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'.


TELECOM PERSONAL: Launches 3G Service Area in Buenos Aires
----------------------------------------------------------
Telecom Personal has launched a 3G service area in Buenos Aires.

Telecom Personal told Business News Americas that the service
will be first launched at the districts of Microcentro,
Recoleta, and Puerto Madero.

Telecom Personal said that it will expand coverage to other
areas in the Buenos Aires, Cordoba and Rosario provinces by
year-end, BNamericas notes.

According to BNamericas, the launching of the service is part of
a ARS500-million investment initiative Telecom Personal
disclosed in November 2006 to offer 3G services across
Argentina.

BNamericas relates that available services include, among
others:

          -- videoconferencing,
          -- multimedia downloads,
          -- E-mail, and
          -- instant messaging services at higher speeds.

The report says that Telcom Personal also launched mobile
broadband service "3G Connect," which lets users access high
speed broadband from a laptop using a personal computer card.

Telecom Personal Signals Consulting Vice President Juan Gnius
commented to BNamericas, "Personal is the second operator to
launch this service in South America after Entel in Chile."

The availability of the service is limited although Telecom
Personal expects to expand coverage.  An analyst thought the
service would be "initially oriented to the high-income segment
as the cost of mobile devices to use 3G services" is still
expensive, BNamericas states, citing Mr. Gnius.

Telecom Personal is the wireless provider of Telecom Argentina
SA, providing services in Argentina and Paraguay over a GSM
network.  The company has 7.7 million users, with an estimated
30% market share in Argentina and a customer mix of 66% prepaid
and 34% postpaid as of June 30, 2006.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 13, 2006, Fitch Ratings affirmed Telecom Personal SA's
foreign and local currency Issuer Default Rating at 'B', and the
senior unsecured at 'B/RR4', and revised the Rating Outlook of
the international scale IDRs to Positive from Stable.
Approximately US$200 million in debt is affected by the rating
action. Fitch has also upgraded the national scale rating of
Personal to 'A(arg)' from 'BBB+(arg)' with a stable rating
outlook.




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


SCOTTISH RE: Starts Seeking for New CEO to Replace Paul Goldean
---------------------------------------------------------------
Scottish Re Group Limited has initiated a search for a Chief
Executive Officer to replace Paul Goldean.  After transition of
responsibilities to the incoming Chief Executive Officer, Paul
Goldean will assume the role of Chief Administration Officer.
In this role, Mr. Goldean will be responsible for corporate
development, investor relations and legal/regulatory matters.

"Since his appointment as Chief Executive Officer on
July 31, 2006, Paul Goldean has admirably served the company and
its shareholders.  With calm and thoughtful leadership, Paul
guided the company through a difficult period resulting in the
successful completion of the US$600 million equity investment
transaction by MassMutual Capital Partners LLC and affiliates of
Cerberus Capital Management, L.P.," said Chris Brody and Larry
Port, two members of the board of directors for Scottish Re
Group Limited.  "We are pleased that Paul will continue to shape
the future direction of Scottish Re in his new role once the
appointment of the new Chief Executive Officer is announced.
His knowledge and experience will be enormously valuable as we
work to deliver on our business and financial goals."

Mr. Goldean joined the company in February 2002 as its Senior
Vice President and General Counsel.  Prior to joining Scottish
Re, Mr. Goldean worked at Jones, Day, Reavis & Pogue where,
among other things, he acted as outside counsel to the company.

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 in the Troubled Company Reporter-Latin America on
May 10, 2007, Fitch Ratings revised the Rating Watch on these
ratings of Scottish Re Group Ltd. (NYSE:SCT) to Positive from
Evolving:

     -- Issuer Default Rating 'B+';
     -- 7.25% Non-cumulative perpetual preferred stock 'B-/RR6'.

The Rating Watch on SCT was revised following the completion of
the US$600 million investment transaction with MassMutual
Capital Partners LLC, and affiliates of Cerberus Capital
Management, L.P.

As reported in the Troubled Company Reporter-Latin America on
May 9, 2007, Standard & Poor's Ratings Services raised its
counterparty credit rating on Scottish Re Group Ltd. to 'B+'
from 'B' and removed it from CreditWatch with developing
implications, where it was placed on Dec. 6, 2006.


CHERRINGTON INSURANCE: Proofs of Claim Filing Is Until Tomorrow
---------------------------------------------------------------
Cherrington Insurance Ltd.'s creditors are given until
May 23, 2007, to prove their claims to Robin J. Mayor, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

Cherrington Insurance's shareholders agreed on May 2, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

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


CHERRINGTON INSURANCE: Final General Meeting Is Set for June 14
---------------------------------------------------------------
Cherrington Insurance Ltd.'s final general meeting will be held
at 9:30 a.m. on June 14, 2007, or as soon as possible, at the
liquidator's place of business.

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

The liquidator can be reached at:

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


VSNL TELECOMMUNICATIONS: Claims Filing Deadline Is Tomorrow
-----------------------------------------------------------
VSNL Telecommunications (Bermuda) Ltd.'s creditors are given
until May 23, 2007, to prove their claims to Robin J. Mayor, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

VSNL Telecommunications' shareholders agreed on May 3, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

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


VSNL TELECOMMUNICATIONS: Final General Meeting Is on June 28
------------------------------------------------------------
VSNL Telecommunications (Bermuda) Ltd. final general meeting is
scheduled on June 28, 2007, at 9:30 a.m., at:

         Clarendon House, Church Street
         Hamilton, Bermuda

The purpose of the meeting is:

     -- the presentation of an account on the wind up process of
        the company by the liquidator, Robin J. Mayor, who will
        show the manner in which the winding-up has been
        conducted, how the property of the company has been
        disposed of and explain the process;

     -- determination by resolution the manner in which the
        books, accounts and documents of the company and of the
        liquidator shall be disposed; and

     -- by resolution dissolving the company.

The liquidator can be reached at:

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


TELEGLOBE: Proofs of Claim Filing Deadline Is Tomorrow
------------------------------------------------------
Teleglobe's creditors are given until May 23, 2007, to prove
their claims to Robin J. Mayor, the company's liquidator, or be
excluded from receiving any distribution or payment.

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

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

The liquidator can be reached at:

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


TELEGLOBE: Will Hold Final General Meeting on June 27
-----------------------------------------------------
TELEGLOBE's final general meeting will be held on June 27, 2007,
at 9:30 a.m., at:

         Clarendon House, Church Street
         Hamilton, Bermuda

The purpose of the meeting is:

     -- the presentation of an account on the wind up process of
        the company by the liquidator, Robin J. Mayor, who will
        show the manner in which the winding-up has been
        conducted, how the property of the company has been
        disposed of and explain the process;

     -- determination by resolution the manner in which the
        books, accounts and documents of the company and of the
        liquidator shall be disposed; and

     -- by resolution dissolving the company.

The liquidator can be reached at:

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


SAFINA NAVIGATION: Proofs of Claim Filing Is Until May 28
---------------------------------------------------------
Safina Navigation Ltd. creditors are given until May 28, 2007,
to prove their claims to Jennifer M. Kelly, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Safina Navigation's shareholders agreed on May 3, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

         Jennifer M. Kelly
         3rd Floor, Par La Ville Place
         14 Par La Ville Road
         Hamilton, Bermuda


SAFINA NAVIGATION: Will Hold Final General Meeting on June 20
-------------------------------------------------------------
Safina Navigation Limited's final general meeting will be held
on June 20, 2006, at:

         3rd Floor, Par La Ville Place
         14 Par La Ville Road
         Hamilton, Bermuda

The purpose of the meeting is:

     -- the presentation of an account on the wind up process of
        the company by the liquidator, Jennifer M. Kelly, who
        will show the manner in which the winding-up has been
        conducted, how the property of the company has been
        disposed of and explain the process;

     -- determination by resolution the manner in which the
        books, accounts and documents of the company and of the
        liquidator shall be disposed; and

     -- by resolution dissolving the company.

The liquidator can be reached at:

         Jennifer M. Kelly
         3rd Floor, Par La Ville Place
         14 Par La Ville Road
         Hamilton, Bermuda




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


* BOLIVIA: Nationalization Doubles Oil & Gas Income in 2006
-----------------------------------------------------------
Bolivia has US$1.29 billion of income from oil and natural gas,
which doubled last year after the state nationalized its energy
resources, Americas News reports citing the Energy Ministry.

Sources say Bolivian president Evo Morales started nationalizing
energy resources in May.  He renegotiated more lucrative deals
with foreign companies for the following months.

Reports show that the biggest contribution of the state's energy
income went to the provinces.  The central government received
only US$131 million more last year than in 2005.

                        *     *     *

Fitch Ratings assigned these ratings on Bolivia:

                     Rating     Rating Date

   Country Ceiling    B-       Jun. 17, 2004
   Long Term IDR      B-       Dec. 14, 2005
   Local Currency
   Long Term Issuer




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


BANCO DO BRASIL: S&P Lifts Rating to BB+ from BB
------------------------------------------------
Standard & Poor's Ratings Services raised its long-term foreign
currency counterparty credit rating on four Brazilian
government-related entities to 'BB+' from 'BB', namely Banco
Nacional do Desenvolvimento Economico e Social, Eletrobras -
Centrais Eletricas Brasileiras S.A., Banco do Brasil S.A., and
Banco do Nordeste do Brasil S.A.

The upgrades reflect the raising of the long-term foreign
currency sovereign credit rating on Brazil to 'BB+'.  At the
same time, we raised our long-term local currency ratings on
BNDES and Eletrobras to 'BBB' from 'BB+' and on Banco do Brasil
to 'BB+' from 'BB'.  S&P also affirmed the 'BB+' long-term local
currency rating on BNB.  All ratings have a positive outlook.

The upgrade of BNDES and Eletrobras to the same level of the
sovereign local currency rating and the maintenance of the
distinction between local and foreign currency ratings reflects
the role played by both entities on a nationwide basis for
economic development and electric energy, respectively.  S&P
sees both entities as public policy-based institutions, with
credit quality closely associated with that of the government.
Therefore, the rating on BNDES and Eletrobras will move in
tandem with those on the sovereign in the future.

The local and foreign currency ratings on Banco do Brasil and
BNB are equalized at 'BB+'.

S&P sees BNB as largely a public policy institution, due to its
role as the sole provider of long-term financing to the
industrial and agricultural sectors in the northeastern region
of Brazil, and its 96% ownership by the Federative Republic of
Brazil.  The rating on BNB continues to benefit from substantial
implied sovereign support, but its ratings are not equalized
with those on the sovereign due to its weaker stand-alone credit
characteristics and regional, rather than country-wide,
development role.

S&P sees Banco do Brasil as having stronger features of a
commercial enterprise, even though it retains its public policy
role.  Although Banco do Brasil is 72% owned directly by the
federal government and is an agent of the federal government for
the agricultural sector, it also acts as a commercial bank and
competes with private sector banks in some areas.  It has a
large branch network in its area of operation and captures
funding from market sources to conduct financial operations on
its own.  As S&P considers Banco do Brasil largely a commercial
enterprise, they use a bottom-up approach to the rating, in
which S&P assesses the stand-alone creditworthiness of the bank
and incorporate notches for government/parent support.  A GRE
considered a commercial enterprise would not have ratings higher
than the sovereign foreign currency rating, unless its stand-
alone creditworthiness exceeded that of the sovereign.


BANCO DO NORDESTE: S&P Lifts Rating to BB+ from BB
--------------------------------------------------
Standard & Poor's Ratings Services raised its long-term foreign
currency counterparty credit rating on four Brazilian
government-related entities to 'BB+' from 'BB', namely Banco
Nacional do Desenvolvimento Economico e Social, Eletrobras -
Centrais Eletricas Brasileiras S.A., Banco do Brasil S.A., and
Banco do Nordeste do Brasil S.A.

The upgrades reflect the raising of the long-term foreign
currency sovereign credit rating on Brazil to 'BB+'.  At the
same time, we raised our long-term local currency ratings on
BNDES and Eletrobras to 'BBB' from 'BB+' and on Banco do Brasil
to 'BB+' from 'BB'.  S&P also affirmed the 'BB+' long-term local
currency rating on BNB.  All ratings have a positive outlook.

The upgrade of BNDES and Eletrobras to the same level of the
sovereign local currency rating and the maintenance of the
distinction between local and foreign currency ratings reflects
the role played by both entities on a nationwide basis for
economic development and electric energy, respectively.  S&P
sees both entities as public policy-based institutions, with
credit quality closely associated with that of the government.
Therefore, the rating on BNDES and Eletrobras will move in
tandem with those on the sovereign in the future.

The local and foreign currency ratings on Banco do Brasil and
BNB are equalized at 'BB+'.

S&P sees BNB as largely a public policy institution, due to its
role as the sole provider of long-term financing to the
industrial and agricultural sectors in the northeastern region
of Brazil, and its 96% ownership by the Federative Republic of
Brazil.  The rating on BNB continues to benefit from substantial
implied sovereign support, but its ratings are not equalized
with those on the sovereign due to its weaker stand-alone credit
characteristics and regional, rather than country-wide,
development role.

S&P sees Banco do Brasil as having stronger features of a
commercial enterprise, even though it retains its public policy
role.  Although Banco do Brasil is 72% owned directly by the
federal government and is an agent of the federal government for
the agricultural sector, it also acts as a commercial bank and
competes with private sector banks in some areas.  It has a
large branch network in its area of operation and captures
funding from market sources to conduct financial operations on
its own.  As S&P considers Banco do Brasil largely a commercial
enterprise, they use a bottom-up approach to the rating, in
which S&P assesses the stand-alone creditworthiness of the bank
and incorporate notches for government/parent support.  A GRE
considered a commercial enterprise would not have ratings higher
than the sovereign foreign currency rating, unless its stand-
alone creditworthiness exceeded that of the sovereign.


BENQ CORP: Sells Camera Business Unit to Ability Enterprise
-----------------------------------------------------------
BenQ Corporation and Ability Enterprise Co., Ltd., a Taiwan-
based manufacturer of digital cameras, have entered into an
agreement for the acquisition of BenQ's digital camera-related
R&D and manufacturing facilities.  The acquisition aims to
strengthen ties between the two companies on future
collaborations, while complementing both parties' product
offerings.

Ability Enterprise has agreed to acquire BenQ's digital camera-
related assets, including manufacturing equipment and materials
at the book value determined on June 30, 2007.  Approximately 70
employees, mostly comprised of R&D personnel within the digital
camera business unit, will be joining Ability starting on
June 1, 2007.  The transactions are expected to close on
June 30, 2007.

"Digital camera is one of our most important and profitable
product lines," said BenQ President Sheaffer Lee.  "Ability will
remain as one of our most important strategic suppliers for
future BenQ branded digital cameras."

"We are pleased to strengthen our partnership with BenQ," said
Ability Enterprise President Roger Tseng.  "It marks an
important milestone for Ability, for which it completes our
portfolio and further elevate the overall competitiveness of our
R&D [research and development] and manufacturing capabilities."

Ability Enterprise makes cameras for Casio Computer Co., Samsung
Electronics Co. and Nikon Corp.

Separately, BenQ is also in talks to sell two office buildings
in Taipei, Daisy Lee, BenQ's spokesperson, told China Post.
"BenQ is currently in talks with foreign and local bidders over
the sale of two office buildings, including the Taipei
headquarters," Ms. Lee said.

DigiTimes also reports BenQ will downsize the R&D staff of its
mobile communication business group laying off about 100 staff,
mostly in Taiwan, with the total number of R&D staff around the
world to decrease to about 700, the company indicated.

                          *     *     *

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

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

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

                           *     *     *

The Troubled Company Reporter - Asia Pacific reported on Dec. 5,
2006, that Taiwan Ratings Corp., assigned its long-term twBB+
and short-term twB corporate credit ratings to BenQ Corp.  The
outlook on the long-term rating is negative.  At the same time,
Taiwan Ratings assigned its twBB+ issue rating to BenQ's
existing NT$7.05 billion unsecured corporate bonds due in 2008,
2009, and 2010.  The ratings reflect BenQ's continuing operating
losses from its handset operations and high leverage, and the
competitive nature and low profitability of the LCD monitor
industry.


CENTRAIS ELETRICAS: S&P Lifts Rating to BB+ from BB
---------------------------------------------------
Standard & Poor's Ratings Services raised its long-term foreign
currency counterparty credit rating on four Brazilian
government-related entities to 'BB+' from 'BB', namely Banco
Nacional do Desenvolvimento Economico e Social, Eletrobras aka
Centrais Eletricas Brasileiras S.A., Banco do Brasil S.A., and
Banco do Nordeste do Brasil S.A.

The upgrades reflect the raising of the long-term foreign
currency sovereign credit rating on Brazil to 'BB+'.  At the
same time, we raised our long-term local currency ratings on
BNDES and Eletrobras to 'BBB' from 'BB+' and on Banco do Brasil
to 'BB+' from 'BB'.  S&P also affirmed the 'BB+' long-term local
currency rating on BNB.  All ratings have a positive outlook.

The upgrade of BNDES and Eletrobras to the same level of the
sovereign local currency rating and the maintenance of the
distinction between local and foreign currency ratings reflects
the role played by both entities on a nationwide basis for
economic development and electric energy, respectively.  S&P see
both entities as public policy-based institutions, with credit
quality closely associated with that of the government.
Therefore, the rating on BNDES and Eletrobras will move in
tandem with those on the sovereign in the future.

The local and foreign currency ratings on Banco do Brasil and
BNB are equalized at 'BB+'.

S&P sees BNB as largely a public policy institution, due to its
role as the sole provider of long-term financing to the
industrial and agricultural sectors in the northeastern region
of Brazil, and its 96% ownership by the Federative Republic of
Brazil.  The rating on BNB continues to benefit from substantial
implied sovereign support, but its ratings are not equalized
with those on the sovereign due to its weaker stand-alone credit
characteristics and regional, rather than country-wide,
development role.

S&P sees Banco do Brasil as having stronger features of a
commercial enterprise, even though it retains its public policy
role.  Although Banco do Brasil is 72% owned directly by the
federal government and is an agent of the federal government for
the agricultural sector, it also acts as a commercial bank and
competes with private sector banks in some areas.  It has a
large branch network in its area of operation and captures
funding from market sources to conduct financial operations on
its own.  As S&P considers Banco do Brasil largely a commercial
enterprise, they use a bottom-up approach to the rating, in
which S&P assesses the stand-alone creditworthiness of the bank
and incorporate notches for government/parent support.  A GRE
considered a commercial enterprise would not have ratings higher
than the sovereign foreign currency rating, unless its stand-
alone creditworthiness exceeded that of the sovereign.


COMPANHIA ENERGETICA: Will Invest BRL280 Million Through 2009
-------------------------------------------------------------
Companhia Energetica de Sao Paulo Chief Executive Officer
Guilherme Augusto Cirne de Toledo said in a conference call that
the firm will invest BRL280 million in 2007-2009.

Mr. Cirne de Toledo told Business News Americas that Companhia
Energetica will invest BRL100 million this year and BRL90
million in both 2008 and 2009.

Companhia Energetica reported a BRL28-million net profit for the
first quarter 2007, compared with BRL78 million year-over-year,
BNamericas states.

Headquartered in Sao Paulo, Brazil, CESP -- Companhia Energetica
de Sao Paulo is the country's third largest power generator,
majority owned by the State of Sao Paulo.  CESP operates 6
hydroelectric plants with total installed capacity of 7,456 MW
and reported net revenues of BRL1,983 million in the last twelve
months through Sept. 30, 2006.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 5, 2006, Standard & Poor's Ratings Services raised its
corporate credit rating on electricity generator Companhia
Energetica de Sao Paulo and the ratings on several of Companhia
Energetica de Sao Paulo's debt issues to 'B-' from 'CCC+'.  At
the same time, Standard & Poor's raised its Brazil national
scale ratings on Companhia Energetica de Sao Paulo and several
of the company's issues to 'brBB' from 'brCCC+'.  S&P says the
outlook was positive on both scales.


COMPANHIA PARANAENSE: Says Madeira Project Too Big for Firm
-----------------------------------------------------------
Companhia Paranaense de Energia SA Chief Executive Officer
Rubens Ghilardi said in a conference call that the 6.45-gigawatt
Madeira hydro project is too big for the company.

Mr. Ghilardi admitted to Business News Americas, "Madeira is a
more complicated issue for us.  Our bylaws say we cannot have a
minority stake in any project.  Madeira is too big for Copel
[Companhia Paranaense]."

BNamericas relates that if the Parana government decides to
participate in Madeira, Companhia Paranaense's bylaws would have
to be revised.

Mr. Ghillardi told BNamericas that Companhia Paranaense would
only take part if the Madeira has a satisfactory rate of return
otherwise it would be useless to participate.

Companhia Paranaense's main project is the 361-megawatt Maua
hydroelectric plant in Parana.  The company is constructing the
project with federal power firm Eletrosul, BNamericas says,
citing Mr. Ghilardi.

The report says that Maua is included in the Brazilian
government's growth acceleration plan, which gives it access to
funding from national development bank BNDES.

Mr. Ghillardi commented to BNamericas, "We also are prepared to
invest in any power plant auctioned in Parana state."

According to BNamericas, Companhia Paranaense invested BRL80
million in the first quarter 2007, short of its BRL700-million
goal for this year.  However, the firm is on track to fulfill
its plans.

Mr. Ghillardi told BNamericas, "Copel is a state-owned company
and therefore we need to respect government laws."

Equipment and service contracts must be contracted through
bidding processes.  Sometimes these are delayed due to judicial
problems involving firms unsatisfied with the results,
BNamericas states, citing Mr. Ghillardi.

Headquartered in Parana, Brazil, COPEL aka Companhia Paranaense
de Energia SA -- http://www.copel.com/-- transmits and
distributes electricity to more than 3 million customers in the
state of Parana and has a generating capacity of nearly 4,600
MW, primarily from hydroelectric plants.  COPEL also offers
telecommunications, natural gas, engineering, and water and
sanitation services.  The company restructured its utility
operations in 2001 into separate generation, transmission, and
distribution subsidiaries to prepare for full privatization,
which has been indefinitely postponed.  In response, COPEL is
re-evaluating its corporate structure.  The government of Parana
controls about 59% of COPEL.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 13, 2006, Moody's America Latina upgraded the corporate
family rating of Companhia Paranaense de Energia aka Copel to
Ba2 from Ba3 on its global scale and to Aa2.br from A3.br on its
Brazilian national scale.  The rating outlook was stable.  This
rating action concludes the review process initiated on
July 26, 2006.

Moody's upgraded thees ratings:

   -- Corporate Family Rating: to Ba2 from Ba3 (Global Local
      Currency) and to Aa2.br from A3.br (Brazilian National
      Scale);

   -- BRL500 million Senior Unsecured Guaranteed Debentures due
      2007: to Ba2 from Ba3 (Global Local Currency) and to
      Aa2.br from A3.br (Brazilian National Scale); and

   -- BRL400 million Senior Secured Guaranteed Debentures due
      2009: to Ba1 from Ba2 (Global Local Currency) and to
      Aa1.br from A1.br (Brazilian National Scale).


DELPHI CORPORATION: UAW Delivers Counterproposal
------------------------------------------------
The International Union, United Automobile, Aerospace and
Agricultural Implement Workers of America has offered its
"final" counterproposal on wages and benefits to Delphi Corp.

On May 14, 2007, the UAW formally presented to Delphi and the
Plan Investors led by Appaloosa Management L.P., a roughly 10-
page proposal offering concessions on the parties' wage and
labor dispute, David Shepardson, writing for The Detroit News,
reports.

The UAW has not publicly divulged the terms of the Proposal.
Any agreement reached by the parties, however, will be publicly
available when the Debtors present the agreement to the Court
for approval.  "The only thing I can say is that a proposal was
delivered as our Vice President Cal Rapson said it would.  But I
don't know any more than that.  No one does.  They've been very
tight-lipped," said Paul Siejak, president of UAW Local 686 Unit
No. 1, according to the Dayton Business Journal.

Delphi, the Plan Investors, and other stakeholders met with UAW
officials in Detroit at the UAW-DaimlerChrysler National
Training Center on May 15 to discuss the UAW Proposal,
Mr. Shepardson says.  Another meeting on the Proposal could be
held on Friday.

The UAW Proposal is extremely complex, in part because it refers
to appendixes and various aspects of the more than 100-page
master labor agreement between the UAW and Delphi,
Mr. Shapardson relates, citing a person involved in the talks.
The UAW Proposal suggests that some of the Delphi plants
targeted for closure in connection with the company's
restructuring could remain open in a discussion on "wind down"
procedures.

"It's a good-faith proposal that we are all taking a close look
at," the unnamed source told Mr. Shepardson.  "We're still
trying to understand it."

The UAW/Delphi Master Labor Agreement will expire in September
but a supplemental pact between the parties will stay in effect
until 2011.  According to Mr. Shepardson, the UAW will begin
negotiating a new master labor agreement with Delphi this
summer.

An agreement between the UAW and Delphi is crucial to the
success of Delphi's Plan Framework Agreements with the Plan
Investors, whereby the Investors intend to acquire, at most, a
70% equity stake in Delphi, and bring the company out of
bankruptcy as a newly capitalized business.

                 About Delphi Corporation

Troy, Michigan-based Delphi Corporation --
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.

Fitch Ratings has assigned a rating of 'BB-' to Delphi
Corporation's US$2 billion of debtor-in-possession credit
facilities.  The DIP facilities will consist of a revolving
credit portion and a term loan portion and are to be pari passu
with each other in terms of priority of repayment, collateral,
and guarantees.  The term loan and revolving credit will,
therefore, share the same ratings.

Standard & Poor's Ratings Services lowered its ratings on Delphi
Corp. to 'D' after the company's U.S. operations filed for
Chapter 11 bankruptcy protection.  The recovery rating on
Delphi's senior secured bank facility was withdrawn.  Delphi,
the largest U.S. manufacturer of automotive components, has
total debt of about US$6 billion and total unfunded pension
obligations and other postretirement employee benefit
liabilities of about US$14.5 billion.

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.  (Delphi Bankruptcy News, Issue No. 48; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).

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


EMI GROUP: Board Recommends Terra Firma's GBP2.4 Billion Offer
--------------------------------------------------------------
The Board of Directors of EMI Group Plc has agreed to a takeover
bid by British private equity group Terra Firma Capital for
GBP2.4 billion, or GBP3.2 billion including debt, flushing out
rivals that include on-off suitor Warner Music Group Plc, US
investment firms Cerberus, One Equity Partners and Fortress.

"The EMI board received a number of proposals from several
different parties.  Terra Firma's offer is the most attractive
proposal received and delivers cash now, without regulatory
uncertainty and with the minimum of operational risk to the
company," EMI Chairman John Gildersleeve said in a statement.

Terra Firma, founded by Guy Hands, submitted the sealed offer of
around 265 pence in cash for each EMI share yesterday morning,
in time for the final deadline, which was brought forward by two
days to accompany its annual earnings release, the Associated
Press says in a report carried by the International Herald
Tribune.

EMI's board intends to recommend the deal unanimously to EMI
shareholders for acceptance, which also includes a GBP24 million
break-up fee.

Greenhill & Co. International LLP, Citigroup Global Markets
Limited and Deutsche Bank act as joint financial advisers to
EMI.

Sources familiar with the deal told Kate Holton and Jeffrey
Goldfarb of Reuters that Terra Firma intended to keep EMI intact
and proceed with plans to securitize the company's music
publishing assets.  The firm, however, does not have a
management team lined up to take over as is often common in such
deals, Reuters relates.

Analysts said the deal raises speculations of an all-out bidding
war for the record company, home to the Beatles and Norah Jones,
published reports say.

Siobhan Kennedy and Rebecca O'Connor of Times Online note the
agreed deal with Terra Firm will not prevent other interested
bidders to submit higher bids although it is believed that Terra
Firma's offer is fully funded and ready to be launched to
shareholders.

                       Warner Music Bid

Prior to the announcement, Warner Music Group has sweetened its
bid to acquire EMI by offering to pay a break-up fee of between
GBP50 million and GBP100 million in case the European Commission
blocks its planned takeover of the UK music group, Dominic White
writes for The Telegraph.

On March 2, 2007, EMI rejected Warner Music's GBP2.1 billion
non-binding takeover bid, saying that the price of 260 pence per
share in cash for EMI is inadequate.  According to Mr. White of
The Telegraph, EMI also cited concerns that Warner had not
offered to take any of the regulatory risk in relation to the
takeover.

Warner Music, The Telegraph says, indicated to EMI that the
break-up fee would not add to its latest bid but would only be
applied if the deal were blocked.  Warner adds that it is not
ready to make an unconditional offer for EMI as it could
potentially struggle to find a buyer for the latter's recorded
music assets, The Telegraph relates.

Warner Music has begun due diligence after gaining access to
EMI's books last week, Emiko Terazono and Andrew Edgecliffe-
Johnson of The Financial Times report.

Warner Music could naturally be the home for EMI as the combined
companies battle against a shrinking CD market and rampant
online piracy, The Telegraph adds.

Unlike a Warner Music tie-up, a private equity deal could be
completed much more quickly because of the absence of regulatory
risks.

                    About Warner Music Group

Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/--
is a music company that operates through numerous international
affiliates and licensees in more than 50 countries.  Warner
Music maintains international operations in Argentina,
Australia, Brazil, Canada, Croatia, Denmark, France, Germany,
Greece, Hong Kong, Hungary, India, Ireland, Malaysia, Mexico,
Philippines, Thailand, and the United Kingdom, among others.

                      About Terra Firma

Terra Firma is a leading European private equity firm, created
in 2002 as the independent successor to the Principal Finance
Group, a division of Nomura that was created in 1994.  Terra
Firma focuses on buyouts of large, asset-rich and complex
businesses in need of operational and/or strategic change.

Since its inception in 1994, Terra Firma has invested over
EUR7 billion of equity and has completed transactions with an
aggregate transaction value of over EUR30 billion.  Terra Firma
has offices in London and Frankfurt.

                          About EMI

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

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

The company issued two profit warnings since January 2007.

                        *     *     *

In February 2007, Standard & Poor's Ratings Services lowered its
long-term corporate credit and senior unsecured debt ratings on
U.K.-based music group EMI Group PLC to 'BB-' from 'BB'.  The
'B' short-term rating was affirmed.

At the same time, the long-term corporate credit rating and debt
ratings were put on CreditWatch with negative implications.

In January 2007, Moody's Investors Service downgraded EMI Group
plc's Corporate Family and senior debt ratings to Ba3 from Ba2.
All ratings remain under review for possible further downgrade.
Downgrade and review follow the announcement that EMI:

   (i) will incur up to GBP150 million in incremental
       restructuring costs,

  (ii) has performed below its expectations during its financial
       year-to-date,

(iii) has installed Eric Nicoli, hitherto chairman of the group
       as CEO of EMI Group and of EMI Recorded Music and

  (iv) is reviewing its balance sheet.


PETROLEO BRASILEIRO: Inks Exploration Pact with Portuguese Cos.
---------------------------------------------------------------
Petroleo Brasileiro SA aka Petrobras and Portuguese corporations
Galp Energia and Partex have signed an agreement for oil
exploration and production in four Lusitaniana Basin blocks, off
the coast of Portugal, to the north of Lisbon.  The accord was
signed on May 18 in Lisbon.  With a 50% stake, Petrobras will be
the project's operator.  Galp Energia and Partex, meanwhile,
will hold 30% and 20% interest in it, respectively.

This agreement is the outcome of the memorandum of understanding
that the Prime Minister of Portugal, Jose Socrates, and
Petrobras' President, Jose Sergio Gabrielli de Azevedo, signed
in 2006 at Petrobras' Rio de Janeiro headquarters.  Chief of
Staff, Dilma Roussef, and Finance Minister, Guido Mantega,
attended the event.

The Camarao, Amerijoa, Mexilhao, and Ostra blocks are located at
water depths ranging from 200 to 3,000 meters and cover a total
area of 12,000 square kilometers.  The consortium the three
companies have formed is expected to concentrate on deepwater
hydrocarbon prospecting.

The agreement foresees an 8-year exploration period, which will
involve seismic acquisitions and exploratory well drilling.
Initial first stage investments are expected to range from US$20
to US$30 million, a figure which, depending on the studies'
technical assessments, may be even higher.

Petrobras' participation in this agreement is significant not
only because it is the company's debut a new exploratory
frontier, but also because it signals good results are expected
to be achieved in Portugal.

The negotiations between Petrobras, Galp, and Partex were
expeditious due to the great interest the three companies have
in the project.  The first agreements were signed with the
Portuguese government in March 2006.  Galp and Partex already
work in partnership with Petrobras in exploration and production
agreements in Brazil.

Held in Lisbon, the signing ceremony was attended by the
presidents of Petrobras, Jose Sergio Gabrielli de Azevedo, of
Galp Energia, Manuel Ferreira Oliveira, and of Partex, Emílio
Rui Vilar.  The Portuguese ministers of the Environment,
Territory Exploration, and Regional Development, Francisco Nunes
Correia; and of Finance & Innovation, Manuel Pinho, in addition
to Petrobras directors, also attended the event.

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: Inks Joint-Venture Pact with Galp Energia
--------------------------------------------------------------
Petroleo Brasileiro SA aka Petrobras and Portuguese corporation
Galp Energia signed a memorandum of understanding May 18, to
establish a joint-venture to evaluate and implement future
biofuel business opportunities.

The memorandum foresees undertaking technical, economic, and
financial viability studies for biofuel production, marketing,
and distribution.  Negotiations are expected to be wrapped-up
next July, and production is slated to go online in 2010.

According to the memorandum, there will be experience exchanges
and studies to define logistics and oleaginous plant production
location in Brazilian territory.  The goal is to establish
future biodiesel and vegetable oil exports to Portugal, where
the product will be stored, marketed and distributed.

This agreement is in line with the goals set forth by Petrobras'
Strategic Plan, as it boosts the company's participation in both
the domestic and international biofuel market.

Held in Lisbon, the signing ceremony was attended by the
presidents of Petrobras, Jose Sergio Gabrielli de Azevedo, of
Galp Energia, Manuel Ferreira Oliveira, and of Partex, Emílio
Rui Vilar.  The Portuguese ministers of the Environment,
Territory Exploration, and Regional Development, Francisco Nunes
Correia; and of Finance & Innovation, Manuel Pinho, in addition
to Petrobras directors, also attended the event.

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.


TAM SA: Inks Code-Sharing Pact with United Airlines
---------------------------------------------------
TAM Linhas Aereas has signed a memorandum of understanding with
the United Airlines to develop an accord that lets the airlines
offer code-share flights and expands international destinations
and frequent flyer opportunities for their clients, Mercopress
reports.

Mercopress relates that the pact will give more choices for
clients traveling between Brazil and the US.  It includes the
implementation of codeshare on TAM and United Airlines flights,
giving clients of United Airlines' Mileage Plus and TAM's
Fidelidade programs the chance to earn and redeem miles to
destinations never-before served.

TAM President Marco Antonio Bologna told Mercopress that the
accord will complement its international route network in the
US, providing travelers with access to United Airlines'
destinations in the US.

Mr. Bologna commented to Mercopress, "United Airlines will also
offer TAM flights in the United States to its customers, and
provide new connection opportunities from Brazil in Washington
and Chicago -- important destinations for business travelers.
We anticipate that this partnership will result in more traffic
and more revenue for TAM."

United Airlines' Executive Vice President and Chief Revenue
Officer John Tague told Mercopress, "We are very pleased to sign
this memorandum of understanding with TAM to expand South
American destination options for our customers.  TAM is a
leading airline in South America with excellent service, and our
complementary route networks will deliver many codeshare and
frequent flyer benefits to our customers.  The agreement will
enable us to improve our service to customers while supporting
our strategy of international growth."

The memorandum of understanding's implementation will need
execution of formal accords and depends on a formal
authorization from the Brazilian and US governments and other
integrations expected to be in place this year, Mercopress
states.

                   About United Airlines

United Airlines operates more than 3,600 flights a day on
United, United Express and TedSM to more than 210 US domestic
and international destinations from its hubs in Los Angeles, San
Francisco, Denver, Chicago and Washington, D.C.

With key global air rights in the Asia-Pacific region, Europe
and Latin America, United is one of the largest international
carriers based in the United States.  United is also a founding
member of Star Alliance, which provides connections for our
customers to 842 destinations in 142 countries worldwide.

                        About TAM SA

TAM SA -- http://www.tam.com.br/-- operates regular flights to
47 destinations throughout Brazil.  It serves 72 different
cities in the domestic market through regional alliances.
Additionally, it maintains code-share agreements with
international airline companies that allow passengers to travel
to a large number of destinations throughout the world.  TAM was
the first Brazilian airline company to launch a loyalty program.
The program has over 3.3 million subscribers and has awarded
more than 3.6 million tickets.

                        *     *     *

Fitch assigned on Aug. 8, 2006, foreign currency and local
currency Issuer Default Ratings of 'BB' to TAM SA.  Fitch has
also assigned a national scale rating of 'A+' (bra)' to TAM.
Fitch said the rating outlook is stable.


WARNER MUSIC: EMI Group Flushes Out Firm's Takeover Bid
-------------------------------------------------------
The Board of Directors of EMI Group Plc has agreed to a takeover
bid by British private equity group Terra Firma Capital for
GBP2.4 billion, or GBP3.2 billion including debt, flushing out
rivals that include on-off suitor Warner Music Group Plc, US
investment firms Cerberus, One Equity Partners and Fortress.

"The EMI board received a number of proposals from several
different parties.  Terra Firma's offer is the most attractive
proposal received and delivers cash now, without regulatory
uncertainty and with the minimum of operational risk to the
company," EMI Chairman John Gildersleeve said in a statement.

Terra Firma, founded by Guy Hands, submitted the sealed offer of
around 265 pence in cash for each EMI share yesterday morning,
in time for the final deadline, which was brought forward by two
days to accompany its annual earnings release, the Associated
Press says in a report carried by the International Herald
Tribune.

EMI's board intends to recommend the deal unanimously to EMI
shareholders for acceptance, which also includes a GBP24 million
break-up fee.

Greenhill & Co. International LLP, Citigroup Global Markets
Limited and Deutsche Bank act as joint financial advisers to
EMI.

Sources familiar with the deal told Kate Holton and Jeffrey
Goldfarb of Reuters that Terra Firma intended to keep EMI intact
and proceed with plans to securitize the company's music
publishing assets.  The firm, however, does not have a
management team lined up to take over as is often common in such
deals, Reuters relates.

Analysts said the deal raises speculations of an all-out bidding
war for the record company, home to the Beatles and Norah Jones,
published reports say.

Siobhan Kennedy and Rebecca O'Connor of Times Online note the
agreed deal with Terra Firm will not prevent other interested
bidders to submit higher bids although it is believed that Terra
Firma's offer is fully funded and ready to be launched to
shareholders.

                       Warner Music Bid

Prior to the announcement, Warner Music Group has sweetened its
bid to acquire EMI by offering to pay a break-up fee of between
GBP50 million and GBP100 million in case the European Commission
blocks its planned takeover of the UK music group, Dominic White
writes for The Telegraph.

On March 2, 2007, EMI rejected Warner Music's GBP2.1 billion
non-binding takeover bid, saying that the price of 260 pence per
share in cash for EMI is inadequate.  According to Mr. White of
The Telegraph, EMI also cited concerns that Warner had not
offered to take any of the regulatory risk in relation to the
takeover.

Warner Music, The Telegraph says, indicated to EMI that the
break-up fee would not add to its latest bid but would only be
applied if the deal were blocked.  Warner adds that it is not
ready to make an unconditional offer for EMI as it could
potentially struggle to find a buyer for the latter's recorded
music assets, The Telegraph relates.

Warner Music has begun due diligence after gaining access to
EMI's books last week, Emiko Terazono and Andrew Edgecliffe-
Johnson of The Financial Times report.

Warner Music could naturally be the home for EMI as the combined
companies battle against a shrinking CD market and rampant
online piracy, The Telegraph adds.

Unlike a Warner Music tie-up, a private equity deal could be
completed much more quickly because of the absence of regulatory
risks.

                          About EMI

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

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

The company issued two profit warnings since January 2007.

                    About Warner Music Group

Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/--
is a music company that operates through numerous international
affiliates and licensees in more than 50 countries.  Warner
Music maintains international operations in Argentina,
Australia, Brazil, Canada, Croatia, Denmark, France, Germany,
Greece, Hong Kong, Hungary, India, Ireland, Malaysia, Mexico,
Thailand, and the United Kingdom, among others.

                        *     *     *

In February 2007, Standard & Poor's Ratings Services placed its
ratings on Warner Music Group Corp., including the 'BB-'
corporate credit rating, on CreditWatch with negative
implications, following the company's statement that it is
exploring a possible merger agreement with EMI Group PLC
(BB-/Watch Neg/B), which EMI management has confirmed.

Warner Music Group Corp. carries Fitch Ratings' BB- issuer
default rating assigned in May 2006.




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


ACER VENTURE: Proofs of Claim Filing Is Until June 15
-----------------------------------------------------
Acer Venture Associates creditors are given until June 15, 2007,
to prove their claims to Company Secretaries Ltd., the company's
liquidator, or be excluded from receiving any distribution or
payment.

As reported in the Troubled Company Reporter-Latin America on
April 5, 2007, Acer Venture started liquidating assets on
March 7, 2007.  Creditors of the company were required to submit
particulars of their debts or claims on or before May 1, 2006.

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.

Acer Venture's shareholders agreed on April 23, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

       Company Secretaries Ltd.
       Cayside 2nd Floor, Harbour Drive, George Town
       P.O. Box 30592
       Grand Cayman KY1-1203
       Cayman Islands


AIR INVEST: Proofs of Claim Filing Ends on June 15
--------------------------------------------------
Air Invest Ltd.'s creditors are given until June 15, 2007, to
prove their claims to Company Secretaries Ltd., the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Air Invest's shareholders agreed on April 23, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

       Company Secretaries Ltd.
       Cayside 2nd Floor, Harbour Drive, George Town
       P.O. Box 30592
       Grand Cayman KY1-1203
       Cayman Islands


C60 EUROPEAN: Sets Final Shareholders Meeting for June 15
---------------------------------------------------------
C60 European Long Short Master Fund Ltd. will hold its final
shareholders meeting on June 15, 2007, at 10:30 a.m., at the
office of the company.

These matters will be taken 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:

         Lawrence Edwards
         Attention: Miguel Brown
         P.O. Box 258
         Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 914 8665
         Fax: (345) 945 4237


C60 EUROPEAN LONG: Holding Final Shareholders Meeting on June 15
----------------------------------------------------------------
C60 European Long Short Fund Ltd. will hold its final
shareholders meeting on June 15, 2007, at 10:00 a.m., at the
office of the company.

These matters will be taken 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:

         Lawrence Edwards
         Attention: Miguel Brown
         P.O. Box 258
         Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 914 8665
         Fax: (345) 945 4237


CABLE & WIRELESS: Bags 4-Year Network Deal with Virgin Media
------------------------------------------------------------
Cable & Wireless plc disclosed a four-year agreement with Virgin
Media Inc. (fka NTL Inc.) to become its exclusive unbundled
local loop network provider on a wholesale basis until 2011.

With its extensive LLU footprint giving access to around four
million additional homes, Cable & Wireless will supply wholesale
broadband services to support Virgin Media's existing off net
customers as well as new customers.

Virgin Media will be able to offer broadband, phone and
television service to parts of the country not currently served
by its cable network.

Due to its long-standing relationships with a number of Virgin
brands, including Virgin Atlantic and Virgin Group, Cable &
Wireless has the experience and understanding of Virgin's
culture.

"This deal is great news for consumers and an important step
towards making Virgin Media a truly national brand," Virgin
Media Chief Operating Officer Neil Berkett said.   "Cable &
Wireless' excellent service and technology will allow us to
offer enhanced broadband and home phone services to an
additional four million customers.  It also lays a foundation
for us to provide our unique quadplay services to the 50% of
households outside our cable network."

"This is another landmark win for us; we're delighted.  We're
obsessive about delivering great service and putting customers
at the heart of our business -- clearly, this approach resonates
with Virgin Media," Cable & Wireless U.K. Chief Executive
Officer Jim Marsh commented.

                      About Virgin Media

Headquartered in London, England, Virgin Media Inc. (fka NTL
Inc.) (NASDAQ: VMED) -- http://virginmedia.com/-- provides
broadband, digital television, telephony, content and
communications services, reaching over 50% of the U.K. homes and
85% of the U.K. businesses.


                    About Cable & Wireless

Headquartered in London, Cable & Wireless Plc --
http://www.cw.com/new/-- provides voice, data and IP (Internet
Protocol) services to business and residential customers, as
well as services to other telecoms carriers, mobile operators
and providers of content, applications and Internet services.
The company has operations are in the United Kingdom, India,
China, the Cayman Islands and the Middle East.

                        *     *     *

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 last week, the
rating agency confirmed its Ba3 Corporate Family Rating for
Cable & Wireless Plc.

Moody's also assigned a Ba3 Probability-of-Default rating to the
company.

* Issuer: Cable & Wireless Plc
                                             Projected
                           Debt     LGD      Loss-Given
   Debt Issue              Rating   Rating   Default
   ----------              -------  -------  --------
   4% Senior Unsecured
   Conv./Exch.
   Bond/Debenture
   Due 2010                B1       LGD4     60%

   GBP200 million
   8.75% Senior
   Unsecured Regular
   Bond/Debenture
   Due 2012                B1       LGD4     60%

* Issuer: Cable & Wireless International Finance B.V.

                                             Projected
                           Debt     LGD      Loss-Given
   Debt Issue              Rating   Rating   Default
   ----------              -------  -------  --------
   GBP200 million
   8.625% Senior Unsecured
   Regular Bond/Debenture
   Due 2019                B1       LGD4     60%

Cable & Wireless Plc's long-term and short-term foreign issuer
credit carry Standard & Poor's BB- ratings.  Its short-term
foreign and local issuer credit were rated at B.  The outlook is
negative.


CANDK HOLDINGS: Will Hold Final Shareholders Meeting on June 15
---------------------------------------------------------------
Candk Holdings Inc. will hold its final shareholders meeting on
June 15, 2007, at 10:30 a.m., at the office of the company.

These matters will be taken 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 Ltd., Walker House
          87 Mary Street
          P.O. Box 908
          Grand Cayman KY1-9002
          Cayman Islands


GRANADA DECEMBER: Sets Final Shareholders Meeting for June 15
-------------------------------------------------------------
Granada December Seven Ltd. will hold its final shareholders
meeting on June 15, 2007, at 10:00 a.m., at:

         200 Grays Inn Road
         London, WC1X 8HF
         England

These matters will be taken 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 three 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:

         Alexander Frew
         c/o ITV plc, 200 Grays Inn Road
         London, WC1X 8HF
         England


GREEN ROCK: Will Hold Final Shareholders Meeting on June 15
-----------------------------------------------------------
Green Rock Company will hold its final shareholders meeting on
June 15, 2007, at 9:30 a.m., at the office of the company.

These matters will be taken 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 Ltd., Walker House
          87 Mary Street
          P.O. Box 908
          Grand Cayman KY1-9002
          Cayman Islands


HWP HOLDINGS: Sets Final Shareholders Meeting for June 15
---------------------------------------------------------
HWP Holdings Inc. will hold its final shareholders meeting on
June 15, 2007, at 10:00 a.m., at the office of the company.

These matters will be taken 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 Ltd., Walker House
          87 Mary Street
          P.O. Box 908
          Grand Cayman KY1-9002
          Cayman Islands


KINSHICHO PROJECT: Final Shareholders Meeting Is on June 15
-----------------------------------------------------------
Kinshicho Project Holdings Inc. will hold its final shareholders
meeting on June 15, 2007, at 9:00 a.m., at the office of the
company.

These matters will be taken 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 Ltd., Walker House
          87 Mary Street
          P.O. Box 908
          Grand Cayman KY1-9002
          Cayman Islands


MILE ROCK: Will Hold Final Shareholders Meeting on June 15
----------------------------------------------------------
Mile Rock Distressed Receivables Offshore Fund Ltd. will hold
its final shareholders meeting on June 15, 2007, at 10:00 a.m.,
at:

          Third Floor, Harbour Centre
          P.O. Box 1348
          Grand Cayman KY1-1108
          Cayman Islands

These matters will be taken during the meeting:

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

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

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


MILE ROCK MASTER: Sets Final Shareholders Meeting for June 15
-------------------------------------------------------------
Mile Rock Master Fund I Ltd. will hold its final shareholders
meeting on June 15, 2007, at 11:30 a.m., at:

         Third Floor, Harbour Centre
         P.O. Box 1348
         Grand Cayman KY1-1108
         Cayman Islands

These matters will be taken during the meeting:

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

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

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

The liquidator can be reached at:

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


NETLIST INT'L: Will Hold Final Shareholders Meeting on June 15
--------------------------------------------------------------
Netlist International will hold its final shareholders meeting
on June 15, 2007, at 10:00 a.m., at:

         Fourth Floor, One Capital Place
         P.O. Box 847
         George Town, Grand Cayman
         Cayman Islands

These matters will be taken during the meeting:

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

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

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

The liquidator can be reached at:

         Trident Directors (Cayman) Ltd.
         Attention: Kimbert Solomon
         P.O. Box 847
         George Town, Grand Cayman KY1-1103
         Cayman Islands
         Telephone: (345) 949 0880
         Fax: (345) 949 0881


PACTUAL CORPORATE: Sets Final Shareholders Meeting for June 15
--------------------------------------------------------------
Pactual Corporate Debt High Yield Fund Ltd. will hold its final
shareholders meeting on June 15, 2007, at 10:00 a.m., at:

         Queensgate House
         South Church Street, Grand Cayman
         Cayman Islands

These matters will be taken 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: Giorgio Subiotto
         Queensgate House
         South Church Street, Grand Cayman
         Cayman Islands
         Telephone: (345) 949 9876
         Fax: (345) 949 1986


RYMSLECT SPC: Will Hold Final Shareholders Meeting on June 15
-------------------------------------------------------------
Rymslect SPC Ltd. will hold its final shareholders meeting on
June 15, 2007, at 10:00 a.m., at:

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

These matters will be taken 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


RYMVEST SPC: Sets Final Shareholders Meeting for June 15
--------------------------------------------------------
Rymvest SPC, Ltd. will hold its final shareholders meeting on
June 15, 2007, at 10:00 a.m., at:

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

These matters will be taken 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




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


* CUBA: President Fidel Castro Nixes Free Trade Agreements
----------------------------------------------------------
Prensa Latina reports that Cuban President Fidel Castro rejected
the negotiation of Free Trade Agreements between United States
and Latin American countries.

According to the report, Mr. Castro asserted that biofuel
products from foods are highly expensive, saying most delegates
were opposed to the US government's plans.

Mr. Castro recalled, during the 6th Havana's Hemispheric
Meeting, that most participants were not sold out about the
FTA deals with Washington, Prensa Latina says.

                        *     *     *

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

Moody's assigned these ratings on Cuba:

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




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


ASHMORE ENERGY: Will Acquire 86.41% Interest in DelSur
------------------------------------------------------
Ashmore Energy International has agreed for the acquisition of
an indirect 86.41% interest in Distribuidora de Electricidad Del
Sur, S.A. -- DelSur -- from PPL Corporation.  The transaction is
expected to close within 30 days.

DelSur serves approximately 291,000 customers in the central and
southern regions of El Salvador and operates a distribution
network of over 6,000 kilometers.  The company sold
approximately 1,100 gigawatt-hours in 2006.  DelSur was rated
AAA (local scale) by Fitch Ratings.

AEI already has a significant presence in the Central American
energy market, owning power generation businesses totaling over
480 megawatts installed capacity in Guatemala, Nicaragua and
Dominican Republic, as well as Elektra Noreste in Panama, a
power distribution company that delivers electricity to
approximately 300,000 customers.

"This transaction reinforces AEI's position as one of the key
players in the Central American energy markets.  We are very
excited to enter the market of El Salvador by acquiring a well-
run and strategically located asset," Roberto Figueroa, Vice
President of AEI and Country Manager for Guatemala, Nicaragua,
Dominican Republic and Panama, commented on the transaction.
"AEI is committed to continue offering high quality services to
the communities served by DelSur and will rely on DelSur's
highly qualified workforce for that.  We believe that the
combination of DelSur's management team and AEI's expertise in
power distribution and knowledge of the region will further
strengthen the Company's ability to grow in Central America."

                          About PPL Corp.

Allentown, Pa.-based PPL Corp. distributes electricity to about
1.4 million customers through regulated subsidiary PPL Electric
Utilities Corp.  The company also generates electricity and
sells it in wholesale and retail markets in North America, and
it holds stakes in electricity distributors in the U.S., the
U.K., and Latin America serving 3.7 million more customers.

                       About Ashmore Energy

Ashmore Energy International Ltd. --
http://www.ashmoreenergy.com-- owns and operates a portfolio of
energy infrastructure assets in power generation, transmission,
and distribution of natural gas, gas liquids, and electric
power.  Ashmore Energy's portfolio, directly or indirectly,
consists of 19 companies in 14 countries, most of which are
located in Latin America.  The company's largest asset is
Brazilian electric distribution company, Elektro, which
represents approximately 43% of EBITDA, and 55.3% of fiscal 2006
consolidated cash flow to parent company Ashmore Energy.  The
company also operates a power plant in the Dominican Republic.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 3, 2007, Standard & Poor's Ratings Services assigned its
'B+' secured debt rating and '3' recovery rating to Ashmore
Energy International's US$105 million synthetic revolving credit
facility due in 2012.  At the same time, Standard & Poor's
affirmed its 'B+' corporate credit rating on Ashmore Energy; its
'B+' senior secured debt rating and '3' recovery rating on its
US$395 million revolving credit facility due 2012, which was
reduced from US$500 million; and its 'B+' senior secured debt
rating and '3' recovery rating on Ashmore Energy's US$1 billion
term loan due in 2014.  AEI Finance Holding LLC is a co-borrower
to Ashmore Energy's bank facility.  S&P said the outlook is
stable.

As reported in the Troubled Company Reporter-Latin America on
Feb. 27, 2007, Fitch Ratings assigned a BB Issuer Default rating
to Ashmore Energy International Ltd. and rated its US$500
million senior revolver credit facility at BB.

Also, Moody's Investors Service assigned a Ba3 rating to the
senior secured credit facilities.


BANCO INTERCONTINENTAL: Ex-Pres. Will Sue Liquidator Commission
---------------------------------------------------------------
Former Banco Intercontinental head Luis Alvarez Renta will file
a lawsuit against the bank's liquidator commission and its
coordinator, Zunilda Paniagua, for concealment and obstruction
of justice in his civil case before Florida's South District
Federal Court, Dominican Today reports, citing Mr. Renta's legal
representatives.

Ms. Paniagua testified against Mr. Renta in his civil case.

Mr. Renta's attorneys told Dominican Today that Ms. Paniagua's
testimony in the Banco Intercontinental fraud trial was
conflicting with her claims in the Miami case and could've
affected the results and conclusions of the North American trial
against their client.

Ms. Paniagua testified under oath in the National District First
Collegiate Court that she knew of several Banco Intercontinental
documents required for the trial's preparatory phase and though
these had been available, were never presented as evidence in
the case.  Instead, the documents were hidden to stop them from
proving Mr. Renta's innocence and that Ms. Paniagua's "testimony
was manipulated to facilitate a conviction," Dominican Today
states, citing Mr. Renta's attorneys.

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.




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


GEOKINETICS INC: Closes Public Offering of 4.5 Mil. Common Stock
----------------------------------------------------------------
Geokinetics Inc. declared the listing of its common stock on the
American Stock Exchange on May 11, 2007, and the closing of a
public offering of 4,500,000 shares of its common stock at an
offering price of US$28.00 per share on May 15, 2007.

Commenting on these two major events, Geokinetics President and
Chief Executive Officer David A. Johnson said, "We are making
considerable progress in our efforts to enhance our growth and
profitability as well as increase investor awareness.  The
listing of our common stock on the American Stock Exchange
represents a major milestone for the company and furthers our
plan to increase stockholder value.  The public offering is an
additional step in our growth strategy to reduce debt,
strengthen our balance sheet and position ourselves for
continued growth."

Additionally, Geokinetics has named Christopher D. Strong as the
newest member of its Board of Directors effective May 15, 2007,
bringing the total number of directors to seven.  Mr. Strong,
age 48, is currently the President and Chief Executive Officer
of Union Drilling, Inc., an operator of land-based drilling rigs
based in Fort Worth, TX, and has served in that capacity since
April 2004.  From June 2003 to April 2004, Mr. Strong served as
Union Drilling's President and Treasurer.  From May 1999 to June
2003, he served as the Union Drilling's Vice President and Chief
Financial Officer.  Mr. Strong has over 16 years experience in
the oil and natural gas industry.  From 1994 until he joined
Union, he served in various capacities at Hvide Marine, a marine
oilfield service company, most recently as Vice President-
Finance and Treasurer.  From 1990 through 1994, Mr. Strong was
Treasurer of Port Everglades, a seaport with one of the largest
non-refinery petroleum tank farms in the country.  He is a
graduate of Vassar College, and received an M.A. from the
University of Pennsylvania and an M.B.A. in finance from the
Wharton School in 1986.  Prior to his graduate studies, Mr.
Strong served as an officer in the US Navy.  Mr. Strong will
join the Audit Committee of Geokinetics' Board of Directors.

"We are extremely pleased to have Chris join our Board of
Directors.  His financial expertise and energy industry
experience will bring additional depth to our board as we
continue to work to build stockholder value," William R.
Ziegler, Geokinetics' Chairperson of the Board, commented.

Headquartered in Houston, Texas, Geokinetics Inc. --
http://www.geokineticsinc.com/-- is a global leader of seismic
acquisition and high-end seismic data processing and
interpretation services to the oil and gas industry.
Geokinetics provides seismic data acquisition services in North
America, South America, Africa, Asia, Australia and the Middle
East.  Geokinetics operates in some of the most challenging
locations in the world from the Arctic to mountainous jungles to
the transition zone environments.  The company has operations in
Brazil, Colombia, Ecuador, Peru and Venezuela.

                        *     *     *

Moody's Investors Service assigned on Dec. 6, 2006, a B3
corporate family rating and probability of default rating to
Geokinetics Inc., and a SGL-3 speculative liquidity rating.
Moody's also assigned a B3, LGD 4 (53%) rating to Geokinetics'
proposed offering of US$100 million second priority senior
secured floating rate notes due 2012.  The outlook is stable.
Proceeds from the notes will be used to retire an existing
US$100 million senior loan.

Standard & Poor's Ratings Services also assigned its 'B-'
corporate credit rating to Geokinetics Inc. At the same time,
Standard & Poor's assigned its 'CCC+' rating and '3' recovery
rating to Geokinetics' US$100 million in second lien floating
rate notes.


PETROECUADOR: Govt Will Militarize State Oil Installations
----------------------------------------------------------
Ecuadorian state-run oil firm Petroecuador told Xinhua News that
the government will militarize the state oil installations to
prevent theft of copper cables, intentional pipe destruction and
oil robbery.

According to Xinhua News, statistics indicated that attacks and
robberies against Petroecuador's oil installations caused the
company material losses of over US$40 million from January to
May 2007.

Ecuadorian officials told Xinhua News that the government, under
an inter-institutional accord, will allocate US$12 million
yearly for the militarization of state oil installations,
including oil plants.

The report says that the militarization plan will mainly focus
on oil installations in the Amazon region.  The Orellana and
Guadalupe Llori provinces rejected the plan as it threatens the
right of farmers and the indigenous population.

However, Ecuadorian President Rafael Correa said the measure was
a sufficient response to the problem, Xinhua News notes.
According to the president, Petroecuador is robbed every day and
some companies even buy the copper stolen from its oil
installations.

The Defense Ministry, Energy Ministry and Petroecuador will
endorse the militarization plan, Xinhua News states, citing the
officials.

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




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


BRITISH AIRWAYS: Admits to Breaking Competition Rules
-----------------------------------------------------
British Airways has admitted in its full-year results that it
had breached competition law, Yorkshire Post reports.

According to Yorkshire Post, the U.K. Office of Fair Trading and
the U.S. Department of Justice have been probing on alleged
price fixing on long-haul fuel surcharges since June 2006.  If
an airline is found guilty of running a price-fixing or market-
sharing cartel, it can be fined by as much as 10% of its
worldwide sales.

Bridgid Nzekwu at Channel 4 News relates that British Airways
was charging an extra GBP70 on transatlantic return flights in
April 2006 to cover an increase in fuel costs.

The Jamaica Gleaner notes that British Airways allegedly
contacted Virgin Atlantic about plans to raise surcharges.  The
two airlines launched fuel surcharges in May 2004 against the
rising price of oil on the international market.

According to Channel 4's Ms. Nzekwu, Virgin Atlantic had raised
its surcharge to GBP70.  Meanwhile, the United Airlines was
charging GBP74 and American Airlines increased its surcharge to
GBP74.

British Airways told Yorkshire Post that it had allocated GBP350
million to cover potential claims resulting from the discovery
in 2006 that senior staff had discussed long-haul fuel
surcharges with rivals.

Yorkshire Post says that the GBP350-million charge was taken in
yearly results, which disclosed that British Airways had GBP611-
million profits in 2007, compared with GBP616 million in the
previous year.

The Gleaner notes that British Airway could face overall fines
of up to nearly GBP900 million.

British Airways Chief Executive Officer Willie Walsh commented
to The Gleaner, "The policies which we have in place at BA
[British Airways], which are designed to ensure we don't breach
competition law, have been broken.  That is deeply regrettable.
We have a stringent regime.  It is well documented that we train
all our people and it is completely unacceptable that the policy
was breached."

Mr. Walsh admitted that it had been a challenging year for both
the airline and its passengers.  He stated, "We know at times it
has been a frustrating year for our customers, caused by
disruption and overly-restrictive UK Government security
measures on hand baggage."

British Airways' commercial director Martin George and
communications head Iain Burns resigned from their posts in
October 2006.  Mr. George admitted that within his department
there might have been improper talks in violation of company
policy in relation to long-haul fuel surcharges.

British Airways said in a statement: "BA has a long-standing,
clear and comprehensive competition compliance policy.  This
policy requires all staff to comply with the law at all times.
It has become apparent that there have been breaches of this
policy in relation to discussions about these surcharges with
competitors.  As a result it is now appropriate for the company
to make a provision of GBP350 million in its full-year accounts,
which represents the company's best estimate of the amounts that
could be required to settle all known claims in relation to
these matters."

The security disruption in August 2006 cut GBP130 million from
the 2006 profits, while the threatened cabin crew dispute cost
GBP80 million, Yorkshire Post says, citing Collins Stewart
analysts.

The Office of Fair Trading won't confirm how far their probe has
gotten or which other airlines are involved, though several
firms have admitted assisting with the inquiries into an alleged
cartel, Ms. Nzekwu at Channel 4 stated.

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

                        *     *     *

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

* Issuer: British Airways, Plc

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

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

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


BRITISH AIRWAYS: Rumors on APA's Possible Takeover Bid Linger
-------------------------------------------------------------
Rumors about Airline Partners Australia making a possible
takeover offer for British Airways plc spread after its bid to
acquire Australia's Qantas Airways failed, e-Travel Blackboard
reports.

According to Bloomberg News, citing Goldman Sachs analyst Hugo
Scott-Gall, British Airways is an attractive takeover target for
private equity groups as premium travel remains strong.

Mr. Scott-Gall also pointed out that air passenger duty imposed
by U.K. Chancellor Gordon Brown is unlikely to affect BA, Emmet
Oliver writes for Bloomberg.

                     About British Airways

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

                         *     *     *

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

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

* Issuer: British Airways, Plc

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

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

As reported in the TCR-Europe on March 27, 2007, Standard &
Poor's Ratings Services said that its 'BB+' long-term corporate
credit rating on British Airways PLC remains on CreditWatch,
with positive implications, following a vote on March 22 by EU
ministers approving a proposed "open skies" aviation treaty with
the U.S.


BRITISH AIRWAYS: Orders Eight New A320 Planes From Airbus
---------------------------------------------------------
British Airways plc has ordered eight new Airbus A320 family
aircraft for delivery in 2008-2010.

This is the first step towards a single shorthaul fleet across
British Airways' network.

The airline will also upgrade the Gatwick shorthaul fleet by
replacing the oldest 14 Boeing 737s with Airbus A319 aircraft.

"We've made considerable progress at Gatwick, particularly on
costs," British Airways Chief Executive Willie Walsh said.
"Gatwick is an important part of our shorthaul strategy and
replacing the older Boeing 737 fleet with Airbus aircraft
will give us flexibility across both airports.  This is the
first step towards a single shorthaul fleet."

British Airways will place a major order for replacement and
growth wide-bodied aircraft later this year for delivery in the
next decade.

                      About British Airways

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

                        *     *     *

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

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

* Issuer: British Airways, Plc

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

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

As reported in the TCR-Europe on March 27, 2007, Standard &
Poor's Ratings Services said that its 'BB+' long-term corporate
credit rating on British Airways PLC remains on CreditWatch,
with positive implications, following a vote on March 22 by EU
ministers approving a proposed "open skies" aviation treaty with
the U.S.


BRITISH AIRWAYS: Earns GBP304 Mln in 12 Months Ended March 31
-------------------------------------------------------------
British Airways plc released its financial results for the
twelve months ended March 31, 2007.

British Airways reported GBP304 million in net profit for the
twelve months ended March 31, 2007, compared with GBP467 million
in net profit for the same period in 2006.

At March 31, 2007, the company's balance sheet showed GBP11.4
billion in total assets, GBP9 billion in total liabilities and
GBP2.4 billion in total equity.

The company's balance sheet at March 31, 2007, however, showed
strained liquidity with GBP3.4 billion in total current assets
available to pay GBP3.6 billion in total liabilities coming due
within the next 12 months.

                            Turnover

Group turnover for the year was GBP8.5 billion (2006: GBP8.2
billion), about 3.4% higher on a flying program up 0.7%,
measured in Available-Ton-Kilometers.  For the quarter, Group
turnover was significantly affected by the threat of a strike
and was down 5.9% to GBP2 billion, on a flying program 1.5%
lower in ATKs.

Operating cash flow for the year was GBP756 million (2006:
GBP1.3 billion).  Including current interest bearing deposits,
the cash position at March 31, 2007, was GBP2.4 billion, down
GBP85 million compared with March 31, 2006.

Net debt was GBP991 million, a reduction of GBP650 million since
the start of the financial year.  The second installment of
GBP560 million from the company's GBP800 million cash injection
was paid into the New Airways Pensions Scheme on April 2, 2007.
This reduced the cash balances immediately after the balance
sheet date to around GBP1.8 billion.

Traffic volumes, measured in Revenue-Passenger-Kilometer, were
up 2.9% for the year and down 1.3% for the quarter.  Seat factor
was flat for the year at 76.1% on capacity 2.9% higher in
Available-Seat-Kilometers and down two percentage points in the
quarter to 71.4%.  Yield measured in pence per RPK was up 2.1%
for the year and down 3.4% for the quarter.  Total costs,
excluding one off items, were up 5.5%, driven mainly by a 22%
boost in fuel costs to GBP1.93 billion.  Non-fuel costs
increased 1.1%.

Cargo volumes for the year, measured in Cargo-Ton-Kilometers
dropped 4.7% compared with the prior year, with yields up 1.7%.
For the quarter, cargo volumes were down 12.4% compared to last
year.  Cargo performance during the second half was impacted by
operational and security related issues.

The results include a GBP396 million credit as a result of a
change to the New Airways Pension Scheme.

                   Competition Investigations

The investigations by the US Department of Justice, the European
Commission and the U.K. Office of Fair Trading and others into
anti-competitive activity on long haul passenger and cargo fuel
surcharges are continuing.  However, British Airways has now
responded to the subpoenas and other statutory requests for
information from these authorities.

British Airways has a long-standing, clear and comprehensive
competition compliance policy.  This policy requires all staff
to comply with the law at all times.  It has become apparent
that there have been breaches of this policy in relation to
discussions about these surcharges with competitors.  As a
result, it is now appropriate for the company to make a
provision, under IAS 37, of GBP350 million in its full year
accounts.  The provision represents the best estimate of the
amount to settle all competition authority and civil claims at
the Balance Sheet date, but recognizes that the final amount is
subject to uncertainty.

"These are strong results despite a challenging year," British
Airways Chief Executive Willie Walsh said.  "We know at times it
has been a frustrating year for our customers, caused by
disruption and overly restrictive U.K. government security
measures on hand baggage.  We have taken steps to ensure the
fundamentals of our business are strong, laying the foundations
to deliver our 10 percent operating margin target by March 2008.
We have addressed the GBP2.1-billion pension deficit and
disposed of the loss-making regional business, BA Connect.  Our
total cost control has been good, with non-fuel costs up just
1.1%."

"We are on the threshold of a new era for our customers.
Terminal 5 is only 313 days away and tickets for flights from T5
are now available for sale.  Our new Club World cabin is now on
96 services to New York's JFK airport and we will be
investing in a fantastic new First cabin.  We have made progress
on Gatwick, particularly on costs, which has given us the
confidence to renew our commitment to Gatwick and upgrade its
fleet.  This is a step towards a single shorthaul fleet,"
Mr. Walsh commented.

"Earlier this year we ordered four new widebodied aircraft for
delivery in 2009, and we anticipate making a further major order
for 34 replacement and additional growth aircraft in the coming
months.  {Fri}day we have announced an order for eight Airbus
A320 family aircraft for the shorthaul fleet," Mr. Walsh noted.

"The 'open skies' air treaty agreed recently between the EU and
the US has given us some new and exciting opportunities.  We
have filed an application with the US DoT for permission to
operate services between any point in the US and any point in
the EU to enable us to grow the most profitable part of our
business," Mr. Walsh stated.

                             Outlook

"We are pleased with the progress that Willie and his team have
made on many fronts this year despite all the challenges,"
British Airways Chairperson Martin Broughton said.  "In terms of
current performance, we have seen some weakness in non-premium
segments notably on the North Atlantic.  To some degree,
complete visibility is hampered by the ongoing baggage
restrictions which impact all cabins but particularly premium.
Our revenue guidance of 5-6 percent increase is unchanged but we
now expect to be at the lower of end of this range."

"Cost control remains a key focus and full year costs, excluding
fuel, are still expected to be some GBP50 million higher than
the year just reported," Mr. Broughton commented.

"Our goal to achieve a 10% operating margin by March 2008
remains on track, although year over year improvements are
likely to be delivered predominantly in the second half as we
cycle against record results in the period to August 10 last
year," Mr. Broughton noted.

The Board has recommended that no final dividend be paid.

                     About British Airways

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

                        *     *     *

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

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

* Issuer: British Airways, Plc

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

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

As reported in the TCR-Europe on March 27, 2007, Standard &
Poor's Ratings Services said that its 'BB+' long-term corporate
credit rating on British Airways PLC remains on CreditWatch,
with positive implications, following a vote on March 22 by EU
ministers approving a proposed "open skies" aviation treaty with
the U.S.




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


AIR JAMAICA: Will Cut Back Services on London-Kingston Route
------------------------------------------------------------
Air Jamaica will reduce its services on the London to Kingston
route, the Jamaica Gleaner reports.

According to The Gleaner, the cutback plan has worried sections
of the Jamaican community and travel agents who serve Air
Jamaica in the United Kingdom.

Reports say that members of the Jamaican community were informed
of Air Jamaica's plan during a meeting at the Jamaican High
Commission in London on May 17.

A source who attended the meeting told The Gleaner that the
airline is now at a delicate stage with its plans, which
includes the possible sale of its air route to British Airways
or Virgin Airlines.

The Gleaner notes that Virgin Airlines recently started flying
from the United States into Montego Bay, and is believed to be
the leading bidder for the purchase of Air Jamaica's Kingston to
London route.

Radio Jamaica relates that it is understood that Air Jamaica's
decision to decrease its service is due to several factors
including:

          -- rising fuel bill,
          -- competition on the Kingston to London route, and
          -- huge financial losses,
          -- the possibility of further competition from other
             airlines.

The Gleaner says that the Jamaican community members who
attended the meeting were displeased that such plans could be
implemented without prior consultation with the group in the
U.K.  Travel agents based in London who serve Air Jamaica could
suffer great financial loss from the planned reduction of Air
Jamaica's operations and they are also troubled by the pending
development.

Newlook Travel Agency, one of the main travel agents serving Air
Jamaica, told The Gleaner that they have been made to understand
that Air Jamaica planned to make some changes to its London
operations, which will result in a reduction of some services.

Newlook Travel is waiting for a formal notification of Air
Jamaica's position, The Gleaner states.

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

                        *     *     *

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




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


CLEAR CHANNEL: Shareholders Will Vote on Merger Offer Tomorrow
--------------------------------------------------------------
Shareholders of Clear Channel Communications Inc. are set to
vote tomorrow in a Special Shareholders' Meeting regarding a
revised merger proposal from private equity group co-led by Bain
Capital Partners, LLC and Thomas H. Lee Partners, L.P., various
sources say.

According to the reports, the offer has been gaining
shareholders support as major shareholders Highfields Capital
Management and Fidelity Investments, claiming last year that a
$37.60 per share offer was inadequate, are likely to support the
new buyout proposal of $39.20 per share.

The revised merger offer contemplates:

   (i) an increase in the merger consideration to be paid to all
       shareholders from US$39.00 to US$39.20 per share and

  (ii) the opportunity for each unaffiliated shareholder to
       elect between cash and stock in the surviving corporation
       in the merger (up to an aggregate cap equivalent to 30%
       of the outstanding shares immediately following the
       merger (or approximately 6% before the merger)).

Shareholders of record as of March 23, 2007 will remain entitled
to vote at the Special Meeting to be held on May 22, 2007, at
1:00 p.m.

Shareholders with questions about the merger or how to vote
their shares should call the company's proxy solicitor,
Innisfree M&A Incorporated, toll-free at (877) 456-3427.

Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a global media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand.

                          *     *     *

As reported in the Troubled Company Reporter on April 23, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
and senior unsecured debt ratings on Clear Channel
Communications Inc. to 'B+' from 'BB+'.  The ratings remain on
CreditWatch with negative implications, where they were placed
on Oct. 26, 2006, following the company's announcement that it
was exploring strategic alternatives to enhance shareholder
value.


CLEAR CHANNEL: Inks Second Amendment to Merger Agreement
--------------------------------------------------------
Clear Channel Communications Inc. has entered into a second
amendment to its merger agreement with a private equity group
co-led by Thomas H. Lee Partners L.P. and Bain Capital Partners
LLC.

Under the terms of the merger agreement, as amended, Clear
Channel shareholders will receive US$39.20 in cash for each
share they own plus additional per share consideration, if the
closing of the merger occurs after Dec. 31, 2007.  This is an
increase from the cash consideration of US$39 per share.

As an alternative to receiving the US$39.20 per share cash
consideration, Clear Channel's unaffiliated shareholders will be
offered the opportunity on a purely voluntary basis to exchange
some or all of their shares of Clear Channel common stock on a
one-for-one basis for shares of Class A common stock in the new
corporation formed by the private equity group to acquire Clear
Channel, plus the additional per share consideration.

The board of directors of Clear Channel, with the interested
directors recused from the vote, has unanimously approved the
second amendment to the merger agreement and recommends that the
shareholders approve the amended merger agreement and the
merger.  The board of Clear Channel makes no recommendation with
respect to the voluntary stock election or the Class A common
stock of the new corporation.

The total number of Clear Channel shares that may elect to
receive shares in the new corporation is approximately 30.6
million.  These shares would have a total value of US$1.2
billion and represent approximately 30% of the outstanding
capital stock of the new corporation immediately after the
closing of the merger.

The terms of the merger agreement, as amended, provide that no
shareholder will be allocated a number of shares representing
more than 9.9% of the outstanding capital stock of the new
corporation immediately after the closing of the merger.

If Clear Channel shareholders elect to receive more than the
allocated number of shares of the Class A common stock of the
new corporation, then the shares will be allocated to
shareholders who elect to receive them on a pro-rata basis.
Those Clear Channel shareholders electing to receive shares of
the new corporation will receive US$39.20 per share for any such
Clear Channel shares that are not so exchanged.  The election
process will occur at the time of the shareholder vote on the
merger, and will be described fully in an updated proxy
statement and prospectus that will be mailed to Clear Channel
shareholders.

The merger agreement, as amended, includes provisions limiting
the fees payable to the private equity group in the transaction,
and requiring that the board of directors of the new corporation
at all times include at least two independent directors.

The shares of the new corporation to be issued to Clear Channel
shareholders who elect to receive them in exchange for their
existing shares will be registered with the Securities and
Exchange Commission, but will not be listed on any exchange.

The special meeting of Clear Channel shareholders scheduled for
May 22, 2007, will not be held.  Clear Channel will set the new
meeting and record date for a special meeting of shareholders
after filing the updated proxy statement and prospectus with the
Securities and Exchange Commission.  The annual meeting of Clear
Channel shareholders on May 22, 2007, will be held as scheduled.

Shareholders with questions about the merger or how to vote
their shares should contact Clear Channel's proxy solicitor:

         Innisfree M&A Incorporated
         20th floor
         No. 501 Madison Avenue
         New York, NY 10022
         Tel: (877) 456-3427 (toll-free)

                  About Bain Capital Partners

Bain Capital Partners LLC -- http://www.baincapital.com/-- is a
global private investment firm that manages several pools of
capital including private equity, high-yield assets, mezzanine
capital and public equity with more than US$40 billion in assets
under management. Since its inception in 1984, Bain Capital has
made private equity investments and add-on acquisitions in over
230 companies around the world, including investments in a broad
range of companies such as Burger King, HCA, Warner Chilcott,
Toys "R" Us, AMC Entertainment, Sensata Technologies, Burlington
Coat Factory and ProSiebenSat1 Media. Headquartered in Boston,
Bain Capital has offices in New York, London, Munich, Tokyo,
Hong Kong and Shanghai.

                  About Thomas H. Lee Partners

Thomas H. Lee Partners L.P. is a private equity investment firm.
Since its founding in 1974, THL Partners has become the
preeminent growth buyout firm, investing approximately US$12
billion of equity capital in more than 100 businesses with an
aggregate purchase price of more than US$100 billion, completing
over 200 add-on acquisitions for portfolio companies, and
generating superior returns for its investors and partners.  The
firm currently manages approximately US$20 billion of committed
capital.  Notable transactions sponsored by the firm include
Dunkin Brands, Univision, Nielsen, Michael Foods, Houghton
Mifflin Company, Fisher Scientific, Experian, TransWestern,
Snapple Beverage and ProSiebenSat1 Media.

                       About Clear Channel

Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a global media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand.

                          *     *     *

As reported in the Troubled Company Reporter on April 23, 2007,
Standard & Poor's Ratings Services lowered its corporate credit
and senior unsecured debt ratings on Clear Channel
Communications Inc. to 'B+' from 'BB+'.  The ratings remain on
CreditWatch with negative implications, where they were placed
on Oct. 26, 2006, following the company's announcement that it
was exploring strategic alternatives to enhance shareholder
value.


GENERAL MOTORS: GMAC May Work With Chrysler Financial, CEO Says
---------------------------------------------------------------
General Motors Corp.'s former financial arm, GMAC LLC (fka
General Motors Acceptance Corp), and Chrysler Financial Services
LLC could collaborate in some areas as both begin to operate
under the same owner, Cerberus Capital Management LP, which
recently paid US$7 billion to acquire an 80% stake in the
DaimlerChrysler AG unit, Reuters reports, quoting GM CEO Rick
Wagoner.

Cerberus will take control of Financial Services, a business
unit of DaimlerChrysler Financial Services, when that deal
closes in the third quarter, Reuters relates.  It also bought a
51% stake in GMAC in a deal that closed late last year.  On a
combined basis, Cerberus would have the largest share of the
auto loan market, ahead of Ford Motor Credit.

When asked about the possibility of a merger between GMAC and
Chrysler Financial, Mr. Wagoner said there was scope for future
cooperation between the two auto finance companies, Reuters
notes.  But he added that no such conversations had taken place
yet and that GM would have a say in how such collaboration would
play out through its remaining stake in GMAC.

"It's too early to speculate on what's the right way to
cooperate... There are a lot of issues," Mr. Wagoner said,
adding that there were "potential synergies" between GMAC and
Chrysler Financial and "a lot of different ways to think about
it."

"To be honest, GMAC... has been pretty busy getting the
residential mortgage business back on track and trying to keep
the rest of the business going," Mr. Wagoner concluded.

The TCR-Europe reported on March 7, 2007, that analysts have
predicted Chrysler is set to follow General Motors' example.
General Motors Corp. last year sold a 51% stake in its General
Motors Acceptance Corp. finance unit to a consortium of
investors led by Cerberus FIM Investors LLC and including wholly
owned subsidiaries of Citigroup Inc., Aozora Bank Ltd., and The
PNC Financial Services Group Inc.  The sale carried a US$7.4
billion purchase price, a US$2.7 billion cash dividend from
GMAC, and other transaction related cash flows including the
monetization of certain retained assets.  GM and the Cerberus-
led consortium invested US$1.9 billion of cash in preferred
equity in GMAC -- US$1.4 billion by GM and US$500 million by the
consortium.

                      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.

                         About GMAC LLC

GMAC LLC -- http://www.gmacfs.com/-- is a global financial
services company that operates auto finance, real estate
finance, commercial finance and insurance businesses.  The
company was established in 1919 and currently employs about
31,000 people worldwide.  GMAC has branches in 19 European
countries, including the United Kingdom, Germany, France, Italy,
Greece, Croatia and the Slovak Republic.  Its Latin American
operations are located in Argentina, Brazil, Chile, Colombia,
Ecuador, Mexico and Venezuela.  It also has divisions in
Australia, China, India, New Zealand and Thailand.  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.

                      About General Motors

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- is the
world's largest automaker and has been the global industry sales
leader for 76 years.  GM currently employs about 280,000 people
around the world.  GM manufactures its cars and trucks in 33
countries.  In 2006, nearly 9.1 million GM cars and trucks were
sold globally under these brands: Buick, Cadillac, Chevrolet,
GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and
Vauxhall.

                        *     *     *

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

In November 2006, Moody's Investors Service assigned a Ba3,
LGD1, 9% rating to the US$1.5 billion secured term loan of
General Motors Corp.


GRUPO POSADAS: Fitch Upgrades Rating on US$225-Mil. Notes to BB
---------------------------------------------------------------
Fitch Ratings has upgraded the foreign currency and local
currency Issuer Default Ratings of Grupo Posadas, S.A.B. de C.V.
as well as the issue rating on Posadas' US$225 million senior
notes due 2011 to 'BB' from 'BB-'.  Fitch has also upgraded the
national scale rating of Posadas to 'A+(mex)' from 'A(mex)'
including MXN250 million 'Certificados Bursatiles' issuance due
2009.  The Rating Outlook is Stable.

The rating action reflects continued improvement in the
company's financial profile and credit protection measures as a
result of gradual debt repayment and adequate operating
performance.  Over the past few years, Posadas has steadily
increased room capacity and maintained relatively stable
occupancy and REVPAR (revenue per available room) levels,
resulting in gradual increases in revenues, EBITDAR and cash
flow generation.  Despite various challenges, including the
crisis following Sept. 11, 2001, periods of weak economic growth
in Mexico and the U.S., and more recently, the strike of
Hurricane Wilma in the Yucatan peninsula during 2005, the
company has demonstrated ability to perform profitably, grow
revenues and earn positive free cash flow, which has allowed it
to repay debt and gradually improve credit protection measures.
Over the next several quarters, the company should reach and
maintain a ratio of total adjusted debt to operating EBITDAR of
approximately 3.0 times or below, consistent with the new rating
category.

The ratings reflect the company's solid business position,
strong brand name and multiple hotel formats.  Posadas' presence
in all major urban and coastal locations in Mexico, consistent
product offering and quality brand image have resulted in
occupancy levels that are above the industry average in Mexico.
The use of multiple hotel formats allows the company to target
domestic and international business travelers as well as
tourists.  Operations are primarily located in Mexico, which
limits geographic diversification.  The business strategy is
focused on managing and leasing hotel properties as opposed to
owning, allowing the company to grow with relatively low capital
investments and related borrowing.  Revenues from the vacation
club have increased steadily in recent years and are expected to
account for a growing percentage of revenues in the near to
medium term.  Posadas faces a comfortable debt maturity schedule
and has a track record of positive free cash flow generation.

During 2006, revenues were flat from the prior year, affected
primarily by the closing of five Posadas hotels in the Yucatan
peninsula that were damaged by Hurricane Wilma in October 2005.
Four of these hotels reopened during the first quarter of 2006
but one remains to open.  Notwithstanding, EBITDA grew during
the year to US$126 million from US$117 million in 2005. During
the first three months of 2007, revenues grew by 7% driven
primarily by increases in the average daily rate for urban and
costal hotels both owned and managed.  This was partially offset
by a decline in the average number of rooms in coastal hotels
due to sale of a hotel and the conversion of another to the
Vacation Club.  EBITDA registered a decline of 9% during the
quarter which was primarily attributable to the extraordinary
income registered during first quarter 2006 related to:

         (i) recovery under business interruptions due to
             Hurricane Wilma, and

        (ii) proceeds from the sale of two hotels.

At March 31, 2007, on-balance sheet debt reached US$382 million
of which 81% was dollar-denominated and the remainder was in
pesos.  The debt was comprised of US$225 million senior notes
due 2011, a US$80 million equivalent peso/dollar dual-currency
credit facility due 2010, US$50 million of secured bank debt and
US$27 million of other debt.  In addition, the company had
US$130 million of off-balance sheet debt related to hotel
leases.  The company has comfortable liquidity with a balance of
cash and marketable securities of US$57 million at
March 31, 2007.  The ratio of total adjusted debt to EBITDAR
reached 3.6 times during 2006, an improvement from 3.8x from
2005.  Adjusted interest coverage measured by the ratio of
EBITDAR to financial expense plus rent expense, was 2.6x.  In
2007 and 2008, Posadas is expected EBITDA growth to be driven by
higher revenues from the incorporation of new managed hotels and
from the Fiesta Americana Vacation Club.  With debt levels
expected to remain stable due to relatively low capital
investment requirements, this should translate into a gradual
improvement in credit protection measures.

Capital expenditures reached US$31 million in 2006, related to
maintenance, conversion of hotels to the Vacation Club format
and technology updates.  During the year, the company opened
seven new hotels (five in Mexico one in Santiago, Chile and one
in northern Brazil).  Over the next three years, Posadas plans
to open approximately 40 new hotels, which will require a cash
outlay by the company of approximately US$13 million or 4% of
the total estimated investment of US$335 million, as the vast
majority of new openings will be under management and lease
agreements.

Grupo Posadas is the largest hotel operator in Mexico, with 96
hotels and 18,041 rooms across Mexico (82% of total rooms),
Brazil (12%), United States (4%), Argentina (1%) and Chile (1%).
Approximately 75% of rooms are in urban locations, with the
remaining 25% in coastal destinations.  The company manages
different hotel formats (under a combination of owned, leased
and managed properties) that include Fiesta Americana, Fiesta
Inn and One Hotels in Mexico, and Caesar Park and Caesar
Business in Brazil, Argentina and Chile.  The company owns a
minority equity stake (30%) in Grupo Mexicana de Aviacion S.A.
de C.V. (Mexicana), one of Mexico's two largest commercial
airlines.  The company believes its investment in Mexicana
brings strategic advantages and synergies in information,
technology, commercialization and marketing and strengthens
their leadership in the Mexican tourism sector.  For the year
ended Dec. 31, 2006, Posadas had US$484 million of revenues and
US$126 million of EBITDA.


MEGA BRANDS: Loses US$23.9 Million in First Quarter 2007
--------------------------------------------------------
MEGA Brands Inc. reported its financial results for the first
quarter ended March 31, 2007.

The net loss was US$23.9 million, or US$0.73 diluted loss per
share, in the first quarter 2007, compared to net earnings of
US$0.6 million, or US$0.02 diluted earnings per share, for the
corresponding period last year.

"The fundamentals of our business remain strong, with a 15%
increase in consolidated net sales, solid 27% growth in
international markets and positive early consumer reaction to
our Dora and Diego products in preschool as well as our Spider-
Man 3 and Pirates of the Caribbean 3 lines in boys five-plus,"
MEGA Brands President and Chief Executive Officer Marc Bertrand
said.  "We invested in marketing initiatives during the quarter
in anticipation of numerous new product launches in the coming
months to position MEGA Brands for growth over the balance of
2007 with a strong platform of exciting brands."

MEGA Brands has decided to voluntarily remove from retail
shelves any Magnetix products that do not have a pre-printed
magnet ingestion warning on the package.  This voluntary action
is being taken in North America and in all international
markets.  Consequently, the corporation has recorded charges
totaling US$35.2 million (US$0.69 diluted earnings per share) in
the first quarter ended March 31, 2007.

"The high cost associated with our decision stems from the fact
that the action we are taking is global in scale and involves
the removal from retail of millions of dollars of safe product,
in favour of redesigned Magnetix products," Mr. Bertrand noted.
"With the execution of this pro-active measure, we are
demonstrating our commitment to safety in the most decisive
manner possible and our actions are supported by all major
retailers."

             Voluntary Product Recall & Other Charges

The charges related to the expanded MAGNETIX product recall and
other charges include:

   -- Estimated charges totaling US$30.5 million impacting gross
      margin which consist of returned goods, associated
      charges, freight, handling costs and inventory write-offs.

   -- Estimated voluntary product recall and replacement
      expenses of US$4.7 million consisting of merchandising and
      handling expenses to sort goods at retail and costs
      related to the replacement program for consumers pursuant
      to the expanded recall campaign for MAGNETIX products.

                  First Quarter 2007 Performance

Net sales in the first quarter 2007 increased 14.7% to
US$90.1 million compared to US$78.6 million in the corresponding
period last year.  Higher net sales are mainly related to strong
demand from retailers for our Toys product lines.

Net sales of our Toys product lines in the first quarter 2007
increased 27.4% to US$54.1 million compared to US$42.5 million
in the first quarter 2006.  This increase was mainly driven by
the launch of construction toys based on Dora the Explorer and
Go Diego Go! Character brands in the preschool category and on
theme toys based on two major theatrical releases, Disney's
"Pirates of the Caribbean: At World's End" and Marvel's "Spider-
Man 3" in the boys 5-plus category.  Sales of MAGNETIX and Games
& Puzzles declined slightly compared to the first quarter of
last year.

Net sales of Stationery and Activities product lines in the
first quarter 2007 were stable at US$36.0 million compared to
US$36.1 million in the corresponding period last year.  Higher
Stationery sales and an additional month of Board Dudes'
contribution were offset by lower sales in Activities.

Net sales in North America in the first quarter 2007 increased
10.8% to US$66.2 million compared to US$59.7 million in the
first quarter 2006.  International net sales in the first
quarter 2007 increased 26.9% to US$23.9 million, compared to
US$18.8 million in the corresponding period of last year.
Growth in both geographic segments was driven by construction
toy sales in the preschool and boys 5-plus categories.
International net sales accounted for 26.5% of consolidated net
sales in the first quarter 2007, compared to 24.0% in the first
quarter 2006.

Cost of sales increased to US$80.8 million in the first quarter
2007, compared to US$44.4 million in the corresponding period in
2006.  For the purpose of financial statement presentation,
expanded MAGNETIX product recall and other charges of US$30.5
million are included in cost of sales.

Gross profit in the first quarter 2007 decreased to US$9.4
million, compared to US$34.2 million in the first quarter 2006.
Excluding estimated expanded MAGNETIX product recall and other
charges of US$30.5 million, gross profit rose 16.5% and gross
margin improved to 44.2% in the first quarter 2007, compared to
43.5% in the first quarter last year, as a result of higher
margins on boys 5-plus products.  Plastic resin prices in the
first quarter 2007 were in line with the corresponding period
last year and magnet costs were higher due to commodity prices.

Marketing and advertising expenses increased to US$6.3 million
in the first quarter 2007, compared to US$4.2 million in the
first quarter 2006.  This increased investment in our brands
reflects the timing of new product launches in 2007 compared to
the first quarter 2006.

Research and development expenses increased to US$5.3 million in
the first quarter 2007 compared to US$3.2 million in the
corresponding period last year.  This increase is mainly related
to the launch of new construction toys based on "Pirates of the
Caribbean: At World's End", "Spider-Man 3" and Dora and Diego in
the first quarter of 2007.

Other selling, distribution and administrative expenses were
US$28.1 million in the first quarter 2007, compared to US$23.3
million in the first quarter 2006.  This increase mainly
reflects higher distribution expenses resulting from sales
growth in international markets.

The company's loss from operations was US$35.3 million for the
first quarter 2007, compared to earnings from operations of
US$4.1 million in the corresponding 2006 period.  In North
America, the loss from operations for the first quarter 2007 was
US$36.1 million, compared to earnings from operations of US$4.9
million last year.  International earnings from operations were
US$0.8 million compared to a loss from operations of US$0.8
million in the first quarter 2006.

Interest expenses in the first quarter 2007 were US$6.1 million
compared to US$5.1 million in the same 2006 period, reflecting
mainly an increase in average long-term debt and to a lesser
extent higher interest rates.

Reflecting MAGNETIX product recall and other charges in both
periods, income tax recovery was US$17.6 million compared to
US$1.6 million in the first quarter 2006.  The tax rate used to
establish the income tax expense for the quarterly results is
the applicable estimated effective rate of each entity of the
group.  The effective tax rate reflects the corporation's
structure for tax purposes as well as the financing structure
put in place following the acquisition of MEGA Brands America.

Excluding the impact of MAGNETIX product recall and other
charges totaling US$22.5 million after tax, or US$0.69 diluted
earnings per share, the net loss in the first quarter 2007 was
US$1.4 million, or US$0.04 diluted loss per share.  This
compares to net earnings of US$1.1 million, or US$0.03 diluted
earnings per share, excluding the impact of MAGNETIX product
recall and other charges in the corresponding period last year.

                        Recent Developments

On April 19, 2007, the corporation announced an expanded
voluntary recall and replacement program for MAGNETIX products
jointly with the U.S. Consumer Product Safety Commission.
Approximately 5,700 consumer calls were received between
April 19 and May 14, 2007, bringing the total to approximately
20,000 since the initial recall and replacement program was
announced on March 31, 2006.  This action was taken in response
to additional injuries to children reported to the CPSC
following the initial March 31, 2006 recall announcement.

On April 24, 2007, the corporation learned that a lawsuit had
been filed in the U.S. District Court of Indiana by the family
of a child who is alleged to have sustained injuries related to
magnet ingestion.  The lawsuit is being handled by the
corporation's insurers.  Including this latest case, a total of
four product liability lawsuits are outstanding against the
corporation for magnet related injuries.  Insurers have
confirmed coverage in all but one of these lawsuits.  The
corporation is also aware of at least eleven other incidents in
which children are alleged to have required surgery following
the ingestion of multiple magnets.  Of these incidents, at least
four involved the ingestion of non-magnetized spheres and/or
entire pieces.  The corporation is not able to assess with any
certainty the outcome of the above lawsuits and claims or
impact, if any.  As such, no amounts have been reserved in our
financial statements.

In 2006, the corporation announced that it had settled four
lawsuits and ten claims related to injuries to children
resulting from the ingestion of magnets.  The aggregate amount
paid to settle the lawsuits and claims was US$13.5 million and
was recorded as a product liability settlement expense in the
2006 consolidated statement of earnings.  The corporation
expects to recover substantially the full amount from its
insurers and through other recourses, although there can be no
assurance that a favorable outcome will be achieved.
Discussions with the corporation's insurers in this regard are
underway and the corporation received, in April 2007, a first
payment of US$1 million from its primary insurer.  This amount
will be recorded in the consolidated statement of earnings for
the three-month period ending June 30, 2007.

                         About Mega Brands

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 24, 2007, Standard & Poor's Ratings Services placed its
'BB-' long-term corporate credit and bank loan ratings on MEGA
Brands Inc. on CreditWatch with negative implications.  The bank
loan's '2' recovery rating was also placed on CreditWatch.

As reported in the Troubled Company Reporter-Latin America on
April 23, 2007, Moody's placed the Ba3 corporate family rating
and other long-term ratings of MEGA Brands, Inc. on review for
possible downgrade after the company announced weaker than
expected results for the fourth quarter of 2006 and for the full
year.  The speculative grade liquidity rating was affirmed at
SGL-3.

Ratings under review for possible downgrade:

  MEGA Brands Inc.

     -- Ba3 Corporate Family Rating

  MEGA Brands Inc.

     -- Ba2 rating on the 5-year revolving credit facility;
        LGD 2; 24%

  MEGA Blocks US

     -- Ba2 rating on the 5-year revolving credit facility;
        LGD 2; 24%

  MEGA Brands Inc.

     -- Ba2 rating on the US$40 million, 5-year term loan A
     facility; LGD 2; 24%

  MEGA Brands Finco

     -- Ba2 rating on the US$260 million 7-year term loan B
        facility; LGD 2; 24%

  MEGA Brands Inc.

     -- Probability of Default rating at B1


VISTEON CORP: Taps Mike Widgren as VP & Chief Accounting Officer
----------------------------------------------------------------
Visteon Corporation has named Michael J. Widgren as vice
president, corporate controller and chief accounting officer
effective May 16.

"Michael Widgren's deep technical skills and knowledge of the
auto industry make him ideal for this role," said William
Quigley, Visteon's senior vice president and chief financial
officer.  "He has the experience and capability to support
Visteon during this important period of transformation."

Mr. Widgren joined Visteon in 2005 as assistant controller.
Prior to joining Visteon, he served as chief accounting officer
for Federal-Mogul Corp., where he held several financial
management positions during his seven-year tenure.  Before that,
Mr. Widgren worked at Coopers & Lybrand, LLP.

Mr. Widgren earned a bachelor's degree in accounting and a
master's degree in business administration from Michigan State
University.  He is a certified public accountant in the state of
Michigan and a member the Michigan Association of CPAs.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 10, 2007, Fitch Ratings took these actions regarding the
ratings of Visteon Corp.:

     -- Issuer Default Rating (IDR) affirmed 'CCC';
     -- Senior Secured Bank Facility affirmed 'B/RR1';
     -- Senior unsecured downgraded to 'CC/RR6' from 'CCC-/RR5'.




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


BANCO LATINOAMERICANO: Inks Cooperation Pact with China Dev't
-------------------------------------------------------------
Banco Latinoamericano de Exportaciones, S.A., or Bladex, has
signed a Cooperation Agreement with the China Development Bank
geared around developing common objectives and opportunities
with a focus on trade and infrastructure projects in Latin
America.  The two banks will work together to identify sound
banking opportunities within each bank's areas of expertise,
which will contribute to sustained social and economic
development, including those related to infrastructure,
utilities, the environment, and the support of small and medium-
sized business programs.

CDB Assistant Governor Zhao Jian Ping stated, "As a development
financial institution, CDB is looking forward to develop
financial cooperation with local government bodies, private
companies and financial institutions in Latin America.  CDB is
pleased to be part of the economic and social development of
Latin America, in addition to working with a first-class
institution such as Bladex."

Bladex Chief Executive Officer Jaime Rivera said, "Bladex is
committed to fostering trade and enhancing business flows
between China and Latin America as a means of fulfilling its
commitment to the well-being of our Region while adding
significant value to our company.  To do so working in
association with an institution as important and prestigious as
China Development Bank is an honor and a special privilege."

Headquartered in Panama City, Panama, Banco Latinoamericano de
Exportaciones, SA aka Bladex -- http://www.bladex.com-- is a
supranational bank originally established by the Central Banks
of Latin American and Caribbean countries to promote trade
finance in the Region.  The bank's shareholders include central
banks and state- owned entities in 23 countries in the Region,
as well as Latin American and international commercial banks,
along with institutional and retail investors.  Through
Dec. 31, 2005, Bladex had disbursed accumulated credits of over
US$135 billion.

                        *    *    *

As reported on April 7, 2006, Moody's affirmed these ratings for
Bladex:

   -- Bank Financial Strength Rating: D-minus, change to
      positive outlook from stable;

   -- Long Term Foreign Currency Deposit Rating: Baa3, with
      stable outlook;

   -- Short Term Foreign Currency Deposit Rating: Prime-3;

   -- Foreign Currency Senior Unsecured Rating: Baa3, with
      stable outlook; and

   -- Foreign Currency Issuer Rating: Baa3, with stable outlook.




=======
P E R U
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* PERU: Paying Ahead of Schedule Debt with Paris Club
-----------------------------------------------------
Peru will accelerate repayment of its debt, which will mature
between 2007 and 2015, with the Paris Club -- a group of
creditor nations including France, Canada, Germany and Italy.

The South American nation owes Paris Club US$5.75 billion,
Bloomberg says, citing Peru's Finance Ministry.

The news caused Peru's currency, sol, to break 3.16-per-dollar
level for the first time in eight years, Bloomberg relates.

"Peru is reducing its debt levels and that is helping fuel
optimism in an already attractive market," Gonzalo Navarro, a
currency trader in Lima at Banco de Credito del Peru, told
Bloomberg in an interview.  "The currency is gaining in part as
offshore funds flow into the market to buy sol assets."

                        *     *     *

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


BIO-RAD LABORATORIES: Inks Agreement to Acquire Diamed
------------------------------------------------------
Bio-Rad Laboratories, Inc., has signed a definitive agreement to
acquire approximately 77.7% of the outstanding shares of DiaMed
Holding AG.  Under the terms of the agreement, Bio-Rad will pay
approximately CHF477 million in cash to acquire these shares.

DiaMed holds approximately 9.6% of its outstanding shares as
treasury shares.  After the closing of this transaction, Bio-Rad
will conduct a tender offer to acquire the remaining 12.7%
outstanding shares.  The transaction is subject to certain
closing conditions, including regulatory approvals, and is
expected to close later this year.

"DiaMed has an outstanding reputation for quality products and
customer care and we believe this portfolio of products will fit
in well with Bio-Rad's existing diagnostics business," said John
Goetz, Bio-Rad Vice President and Group Manager Clinical
Diagnostics.

                        About DiaMed

Diamed -- http://www.diamed.ch/-- develops and manufactures
test systems aimed at providing laboratories with ease of use,
safety, and reliability.  The company is situated in Cressier
sur Morat, Switzerland, near Fribourg, between Bern and
Lausanne.  DiaMed has local manufacturing facilities in Brazil,
Tunisia and France.

                       About Bio-Rad

Headquartered in Hercules, California, Bio-Rad Laboratories,
Inc. (AMEX: BIO) (AMEX: BIOb) -- http://www.bio-rad.com/-- is a
multinational manufacturer and distributor of life science
research products and clinical diagnostics.  It serves more than
85,000 research and industry customers worldwide through its
global network of operations.  The company employs over 5,000
people globally and had revenues of nearly US$1.3 billion in
2006.  Aside from the United State, the company maintains
operations in Bulgaria, Canada, Denmark, Greece, India,
Philippines, Taiwan, and The Netherlands, Brazil, El Salvador,
Mexico and Puerto Rico.


The Troubled Company Reporter - Asia Pacific reported that in
connection with Moody's Investors Service's implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology, the rating agency confirmed its Ba2 Corporate
Family Rating for Bio-Rad Laboratories Inc.  Additionally,
Moody's revised its probability-of-default ratings and assigned
loss-given-default ratings on these loans and bond debt
obligations:

                           Projected

                        Old POD  New POD  LGD      Loss-Given
   Debt Issue           Rating   Rating   Rating   Default
   ----------           -------  -------  ------   ----------
   6.125% Senior
   Unsecured
   Subordinated Notes      Ba3      Ba3     LGD4       67%

   7.5% Senior
   Unsecured Subor.
   Notes                   Ba3      Ba3     LGD4       67%


DELTA AIR: Lehman Bros Puts Overweight Rating on Firm's Shares
--------------------------------------------------------------
Lehman Brothers analyst Gary Chase has assigned an "overweight"
rating on Delta Air Lines' shares, Newratings.com reports.

According to Newratings.com, the target price for Delta Air's
shares was set at US$26.50.

Mr. Chase said in a research note published on May 17 that Delta
Air's extended period of bankruptcy resulted to "the much-needed
combination of cost cutting and capacity reduction."

"A cost advantage and new network discipline are likely to"
allow Delta Air to maintain modest earnings, Newratings.com
states, citing Mr. Chase.

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.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 4, 2007, Standard & Poor's Ratings Services 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.


FEDERATED DEPARTMENT: Earns US$36 Million in Quarter Ended May 5
----------------------------------------------------------------
Federated Department Stores Inc. reported net income of
US$36 million for the first quarter ended May 5, 2007, compared
with a net loss of US$52 million for the same period ended
April 29, 2006.

Federated Department's operating income totaled US$208 million,
or 3.5% of sales, for the quarter ended May 5, 2007, compared
with operating income of US$20 million, or 0.3% of sales, for
the same period last year.  Federated Department's first quarter
2007 operating income includes US$36 million in May Company
integration costs, compared with US$129 million in integration
costs and related inventory valuation adjustments in the first
quarter 2006.

Excluding these items, operating income was US$244 million, or
4.1% of sales, in the first quarter 2007, and US$149 million, or
2.5% of sales, in the first quarter 2006.

"Sales in the quarter were soft, particularly in April.  For the
quarter as a whole, we were pleased with sales in the legacy
Macy's and Bloomingdale's stores," said Terry J. Lundgren,
Federated Department's chairperson, president and chief
executive officer.  "However, sales in the new Macy's locations
were disappointing in the quarter.  In spite of weak sales, we
achieved strong gross margin results and reduction in expense as
a percent to sales.  We are on track to deliver at least US$450
million in annual expense savings as a result of the May Company
acquisition.  While April has given us some concern about the
consumer and the economic environment, we remain optimistic that
our trends will improve particularly in the back half of the
year as we reach the first anniversary of the Macy's brand
conversion."

Sales in the first quarter totaled US$5.921 billion, a decrease
of 0.2% compared to sales of US$5.930 billion in the same period
last year.  This is below the company's guidance for first
quarter sales to be in the range of US$6 billion to US$6.1
billion.   On a same-store basis, Federated Department's first
quarter sales rose 0.6%.

In the first quarter 2007, the company opened six new stores --
Macy's in Bolingbrook, Ill., Boston and Hyannis, Mass.,
Collierville, Tenn., and Austin, Tex., as well as a
Bloomingdale's in Costa Mesa, Calif.  A Macy's store in Salt
Lake City was closed.

The recurring gross margin rate for the first quarter 2007 was
39.8%, compared with 38.8% in the same quarter a year earlier.

First quarter 2007 selling, general and administrative expenses
as a percent of sales improved by 0.6 of a percentage point
compared with last year.

Net cash used by continuing operating activities was US$370
million in the first quarter 2007, compared with US$114 million
in the first quarter last year.  The difference reflects the
fact that the company no longer owns proprietary credit
receivables.  In addition, inventory levels in the first quarter
2006 were impacted by the liquidation of merchandise in the
former May Company stores.

Net cash used by continuing investing activities in the first
quarter 2007 was US$31 million, compared with US$84 million a
year ago.  Net cash used by continuing financing activities was
US$309 million in the first quarter 2007, compared with
US$178 million in cash provided by continuing financing
activities in the first quarter last year.  The company issued
US$1.6 billion in long-term debt in the first quarter.

The company repurchased 45 million outstanding shares of common
stock on Feb. 27, 2007, for an initial payment of approximately
US$2 billion through accelerated share repurchase agreements.
Credit Suisse has completed the variable term accelerated share
repurchase agreement, involving 22.5 million shares.  The second
part of the program, representing 22.5 million shares, is
ongoing.  At the end of the quarter, the company had remaining
authorization to repurchase up to approximately US$2.2 billion
of its common stock.

At May 5, 2007, the company's balance sheet showed US$28.631
billion in total assets, US$18.182 billion in total liabilities,
and US$10.449 billion in total stockholders' equity.

                    About Federated Department

Federated Department Stores Inc. (NYSE: FD) --
http://www.fds.com/-- with corporate offices in Cincinnati and
New York, is one of the nation's premier retailers, with fiscal
2006 sales of US$27 billion.  Federated operates more than 850
department stores in 45 states, the District of Columbia, Guam
and Puerto Rico under the names of Macy's and Bloomingdale's.
The company also operates macys.com, bloomingdales.com and
Bloomingdale's By Mail.   Contingent on shareholder approval,
Federated's name will change to Macy's Inc. and trade on the New
York Stock Exchange under ticker symbol "M", effective June 1,
2007.

                          *     *     *

As reported in the Troubled Company Reporter on March 1, 2007,
Moody's Investors Service downgraded Federated Department Stores
Inc.'s long term senior unsecured debt rating to Baa2 from Baa1,
and affirmed the company's Prime 2 rating for commercial paper,
following the company's announcement that the Board had
authorized a US$4 billion additional share buyback program.


MARGO CARIBE: Hasn't Filed Reports for Quarter Ended March 31
-------------------------------------------------------------
Margo Caribe, Inc., said in a regulatory filing that it was not
able to timely file its quarterly report on Form 10-QSB for the
fiscal quarter ended March 31, 2007, as a result of delays in
the preparation of its unaudited consolidated financial
statements to be included in the First Quarter 10-QSB.  The
company said it will file its delayed quarterly reports on Form
10-QSB for the first three quarters of 2006 and the delayed
annual report on Form 10-KSB for the year ended Dec. 31, 2006,
as soon as it can.

Headquartered in Vega Alta, Puerto Rico, Margo Caribe, Inc.
-- http://www.MargoCaribe.com-- and its subsidiaries primarily
engage in the production, distribution, and sale of various
tropical plants to the interior and exterior landscapers,
wholesalers, and retailers in Puerto Rico and the Caribbean.
The company also manufactures and distributes a line of planting
media and aggregates; distributes lawn and garden products,
including plastic and terracotta pottery, planting media, and
mulch; and provides landscaping design and installation
services.  In addition, Margo Caribe distributes fertilizers,
pesticides, and various outdoor products.  The company
manufactures potting soils, professional growing mixes, river
rock, gravel, and related aggregates.

                     Material Weakness

Deloitte & Touche noted material weaknesses to the Margo
Caribe's internal controls after auditing the company's
financial reports for the year ended Dec. 31, 2005.  The
material weaknesses noted by Deloitte were the following:

   1) Margo Caribe did not maintain a sufficient complement of
      personnel to maintain an appropriate accounting and
      financial reporting structure commensurate with its
      activities;

   2) the company's limited number of personnel does not allow
      for an appropriate level of segregation of duties;

   3) the company does not have an appropriate fraud detection
      program to address the risk that the financial statements
      may be materially misstated as a result of fraud; and

   4) the company did not maintain adequate controls and
      procedures to assure the identification and reporting of
      certain transactions with related parties.


MICRON TECHNOLOGY: Prices US$1.135 Bil. Senior Notes' Offering
--------------------------------------------------------------
Micron Technology Inc. priced its US$1.135 billion aggregate
principal amount of unsecured 1.875% Convertible Senior Notes
due June 1, 2014.

In connection with the offering, Micron Technology also said
that it has granted the underwriters an over-allotment option to
purchase up to US$165 million aggregate principal amount of
additional notes.

Morgan Stanley & Co. Incorporated is acting as sole book-running
manager for the offering and Credit Suisse Securities (USA) LLC
and Lehman Brothers Inc. are co-managers for the offering.

Interest on the notes will be paid semiannually on June 1 and
Dec. 1 of each year at a rate of 1.875% per year.  Upon the
occurrence of certain events, the notes will be convertible by
the holders based on an initial conversion rate of 70.2679
shares of common stock per US$1,000 principal amount of notes,
which is equivalent to an initial conversion price of
approximately US$14.23 per share.

This initial conversion price represents a premium of 23.75%
relative to the last reported sale price on May 17, 2007, of
Micron Technology's common stock of US$11.50.  Upon conversion,
Micron Technology will have the right to elect to deliver, in
lieu of shares of the company's common stock, cash or a
combination of cash and shares of its common stock to satisfy
its conversion obligation.

Holders of the notes may require Micron Technology to repurchase
the notes for cash equal to 100% of the principal amount to be
repurchased plus accrued and unpaid interest upon the occurrence
of certain designated events.

In connection with this offering, Micron Technology entered into
capped call transactions with counterparties affiliated with
some of the underwriters of the offering.  The capped call
transactions are expected to reduce the potential dilution upon
conversion of the notes.  The capped call transactions are in
three equal tranches with cap prices that are 50%, 75% and 100%
higher than today's last reported sale price of Micron
Technology's common stock of US$11.50.

The net proceeds to Micron Technology from this offering will be
approximately US$1,112 million, exclusive of any proceeds
attributable to the underwriters' possible exercise of their
over-allotment option.  Micron Technology intends to use a
portion of the net proceeds from this offering to pay the cost
of the capped call transactions.  The company estimates the cost
of the capped call transactions to be approximately US$131.9
million, exclusive of the cost of additional capped call
transactions with respect to the underwriters' possible exercise
of their over-allotment option.

The remaining proceeds from the offering will be used for
general corporate purposes, including working capital and
capital expenditures.  The offering is expected to close on
May 23, 2007, subject to customary closing conditions.

In connection with establishing their initial hedge of these
capped call transactions, Micron Technology expects that the
counterparties will enter into various over-the-counter cash-
settled derivative transactions with respect to the company's
common stock concurrently with, or shortly after, the pricing of
the notes and may unwind or enter into various over-the-counter
derivatives and/or purchase Micron Technolgy's common stock in
secondary market transactions after the pricing of the notes.
These activities could have the effect of increasing or
preventing a decline in the price of Micron Technology's common
stock concurrently with or following the pricing of the notes.
In addition, the counterparties may modify or unwind their hedge
positions by entering into or unwinding various derivative
transactions and/or purchasing or selling Micron Technology's
common stock in secondary market transactions prior to maturity
of the notes (and are likely to do so during any conversion
period related to conversion of the notes).

The securities will be issued pursuant to an effective
registration statement filed with the U.S. Securities and
Exchange Commission.

A prospectus relating to the offering may be obtained by
contacting:

    Morgan Stanley & Co. Incorporated
    Attn: Prospectus Dep't
    180 Varick Street
    New York, NY 10004
    Tel: (212) 761-4000.

Micron Technology, Inc., is one of the world's leading providers
of advanced semiconductor solutions. Through its worldwide
operations, Micron manufactures and markets DRAMs, NAND Flash
memory, CMOS image sensors, other semiconductor components and
memory modules for use in leading-edge computing, consumer,
networking and mobile products. Micron's common stock is traded
on the New York Stock Exchange (NYSE) under the MU symbol.

Micron Technology Inc. -- http://www.micron.com/-- (NYSE:MU)
provides advanced semiconductor solutions.  Through its
worldwide operations, Micron manufactures and markets DRAMs,
NAND Flash memory, CMOS image sensors, other semiconductor
components and memory modules for use in leading-edge computing,
consumer, networking and mobile products.  The company is
headquartered in Boise, Idaho, and has manufacturing facilities
in Italy, Scotland, Japan, Puerto Rico and Singapore.




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


DIGICEL LTD: Cell Phones Stolen at Rose Hall Unit
-------------------------------------------------
Cell phones and cash have been stolen from Digicel's Rose Hall
branch, Stabroek News reports.

According to Stabroek News, thieves broke into the branch
sometime after 2:00 a.m. on May 16 by smashing a glass window at
the side of the building and removing the iron grill.  The
security guards from the nearby Republic Bank heard noises
around 2:20 a.m. and called the police who arrived on the scene
at 2:30 a.m.

Digicel's operations manager at the branch Marlon McWilfred told
Stabroek News that the robbers disconnected the alarm system,
looted the store and escaped with the booty before the police's
arrival.  He said the phones had been removed from the glass-
case to a safe place in the store but the thieves found them.
The quantity of phones stolen and the cost were yet to be
determined.

The "night watchman" was allegedly asleep when the robbery
occurred, according to the report.  He told the police he didn't
hear anything and could not say what happened.

The branch continued doing business at 8:30 a.m. on May 16
despite the incident, Stabroek News states, citing Mr.
McWilfred.

Digicel Ltd. is a wireless services provider in the Caribbean
region founded in 2000, and controlled by Denis O'Brien.  The
company started 0operations in Jamaica in April 2001 and now
offers GSM mobile services in Caribbean countries including
Jamaica, St. Lucia, St. Vincent, Aruba, Grenada, Barbados,
Bermuda, Cayman, and Curacao among others.  Digicel finished
FY2005 with 1.722 million total subscribers -- 97% pre-paid --
estimated market share of 67% and revenues and EBITDA of US$478
million and US$155 million, respectively.

                        *     *     *

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

Digicel Group Ltd.

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

Digicel Ltd.

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

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

Digicel International Finance Ltd.

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

Fitch said the outlook on all ratings was stable.


DIGICEL LTD: Unauthorized to Build Cell Tower in Claxton Bay
------------------------------------------------------------
The Town and Country Planning Division at Macaulay, Claxton Bay,
told Newsday that Digicel doesn't have permission to construct a
cell tower in the area.

As reported in the Troubled Company Reporter-Latin America on
July 11, 2006, Digicel, in response to the emphasis given by the
Town and Country Planning Division of Trinidad and Tobado to the
construction of cell towers in the island, gave its assurance in
a statement that "it has brought high-quality, reliable service
to districts and communities that have previously been deprived
of it."  According to Digicel's statement, it had made every
effort to comply with the building standards set out by the Town
and Country Planning with respect to the construction of cell
towers since 2004.

Newsday relates that Macaulay residents held demonstrations the
construction of two cell towers near their houses.

The residents told Newsday they are already protesting a cell
tower project by the Telecommunications Services of Trinidad and
Tobago Limited and now, Digicel also wants a tower.  The TSTT
cell tower was set up overnight.  If Digicel successfully builds
a new cell tower, the villagers of Lalloo Trace, Macaulay, would
be living in the middle of two towers.

All government agencies have failed the residents by ignoring
their pleas for an action against the construction of the tower,
and possibly having TSTT's tower torn down if it was illegally
built, Newsday states, citing Charmaine Mungal-Deen, one of the
villagers.

"To add insult to injury the Digicel construction workers have
begun extending their excavation onto our private property," Ms.
Mungal-Deen told Newsday.

Digicel Ltd. is a wireless services provider in the Caribbean
region founded in 2000, and controlled by Denis O'Brien.  The
company started 0operations in Jamaica in April 2001 and now
offers GSM mobile services in Caribbean countries including
Jamaica, St. Lucia, St. Vincent, Aruba, Grenada, Barbados,
Bermuda, Cayman, and Curacao among others.  Digicel finished
FY2005 with 1.722 million total subscribers -- 97% pre-paid --
estimated market share of 67% and revenues and EBITDA of US$478
million and US$155 million, respectively.

                        *     *     *

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

Digicel Group Ltd.

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

Digicel Ltd.

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

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

Digicel International Finance Ltd.

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

Fitch said the outlook on all ratings was stable.


MIRANT CORP: Fitch Holds Ratings on Watch Neg. on Possible Sale
---------------------------------------------------------------
The ratings of Mirant Corp., with an Issuer Default Rating of
'B+' by Fitch, and its subsidiaries remain on Rating Watch
Negative following the company's announced plans to pursue
alternative strategic options including a possible purchase of
Mirant by a third party.  Fitch is concerned that an acquisition
of Mirant could be done through a highly levered entity or
through incurrence of additional debt leverage at Mirant or its
subsidiaries.

Mirant was initially placed on Ratings Watch Negative (on
July 11, 2006) upon its announcement in July 2006 that it
planned to sell its Philippine and Caribbean assets, and Fitch's
concern that Mirant would use a substantial portion of the
proceeds for shareholder-friendly activities including share
buybacks.  Mirant has since entered into definitive agreements
to sell the Philippine and Caribbean assets for US$3.4 billion
and US$1.1 billion, respectively.  The transactions are expected
to close in mid-2007.  The resolution of the Ratings Watch
Negative depends on further clarification of Mirant's strategic
and financial direction.

The ratings of Mirant and its U.S. subsidiaries take into
consideration current strong cash flow generated from a merchant
fleet with diverse fuel and geographic characteristics.  The
company's efficient coal assets, especially those in PJM
Interconnection are benefiting from the current high natural gas
price scenario.  However, as over one-half of domestic EBITDA is
currently from coal-fired assets, in the medium term, Fitch
anticipates increasing pressure on margins due to the
expectation of additional environmental regulations for
greenhouse gases.  Additionally, while the company has hedges in
place for 80% of its output for 2007, hedge positions in
subsequent years are substantially less, thus exposing the
company to commodity price risk and volatility in earnings and
cash flow.

These ratings remain on Watch Negative:

  Mirant Corp

    -- Issuer Default Rating 'B+'.

  Mirant Mid-Atlantic LLC

     -- Issuer Default Rating 'B+';
     -- Pass-through certificates 'BB+/RR1'.

  Mirant North America, Inc.

     -- Issuer Default Rating 'B+';
     -- Senior secured bank debt 'BB/RR1';
     -- Senior unsecured notes 'BB-/RR1'.

  Mirant Americas Generation, LLC

     -- Issuer Default Rating 'B+';
     -- Senior unsecured notes 'B/RR5'.

Headquartered in Atlanta, Georgia, Mirant Corporation (NYSE:
MIR) -- http://www.mirant.com/-- is an energy company that
produces and sells electricity in North America, the Caribbean,
and the Philippines.  Mirant's investments in the Caribbean
include three integrated utilities and assets in Jamaica, Grand
Bahama, Trinidad and Tobago and Curacao.  Mirant owns or leases
more than 18,000 megawatts of electric generating capacity
globally.

Mirant Corporation filed for chapter 11 protection on
July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the
terms of a confirmed Second Amended Plan on Jan. 3, 2006.
Thomas E. Lauria, Esq., at White & Case LLP, represented the
Debtors in their successful restructuring.  When the Debtors
filed for protection from their creditors, they listed
US$20,574,000,000 in assets and US$11,401,000,000 in debts.  The
Debtors emerged from bankruptcy on Jan. 3, 2006.  Mirant NY-Gen
LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant New York
Inc., and Hudson Valley Gas Corporation, were not included and
have yet to submit their plans of reorganization.




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


CITGO PETROLEUM: Felix Rodriguez to Leave Post as Pres. & CEO
-------------------------------------------------------------
Ana Campoy at Dow Jones Newswires relates that Citgo Petroleum
Corp. Chief Executive and President Felix Rodriguez told company
employees Friday that he will step down from his post.  Chairman
Alejandro Granado will succeed Mr. Rodriguez.

According to Joe Carroll at Bloomberg News, Mr. Rodrigue will
leave the North American arm and will go to its European unit to
learn more about its operations.

"It is a normal transfer," Bernardo Alvarez, Venezuela's
ambassador to the U.S., said during an interview with Bloomberg.
"He will go to Germany and learn the operations there."

Published reports did not say when Mr. Rodriguez will step down.
In a statement, the chief executive told Dow Jones that he will
stay long enough to ensure a smooth transition.

Mr. Granado has held various jobs in the company, including
managing director of domestic and international refining, and
technology manager at Citgo's Lemont, Ill., refinery, Dow Jones
says.

Dow Jones says in the past seven years, Citgo has had three
different CEOs, including Mr. Rodriguez, who became chief
executive in February 2005.

Standard and Poor's Ratings Services assigned a 'BB' rating on
Citgo Petroleum Corp. in Feb. 14, 2006.

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


CMS ENERGY: Unit Declares Quarterly Dividends on Preferred Stock
----------------------------------------------------------------
The Board of Directors of Consumers Energy, the principal
subsidiary of CMS Energy, has declared regular quarterly
dividends on both series of the company's preferred stock.

The following dividends are payable July 1, 2007, to
shareholders of record June 6, 2007:

          -- US$1.04 per share on the US$4.16 stock
             (NYSE: CMS_pa), and

          -- US$1.125 per share on the US$4.50 stock
             (NYSE: CMS_pb).

Also, a dividend of US$0.96875 per security on CMS Energy's
Quarterly Income Preferred Securities (NYSE: CMS_pz) is payable
July 16, 2007, to holders of record on July 1, 2007.  CMS Energy
will pay the trustee the interest on related debentures to cover
the dividend.

Michigan-based CMS Energy Corp. is an electric and natural gas
utility, natural gas pipeline systems, and independent power
generation operator.  The company has offices in Venezuela.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 15, 2007, Moody's Investors Service affirmed the ratings of
CMS Energy (Ba1 Corporate Family Rating) and Consumers Energy
(Baa2 senior secured) and revised the rating outlook of both to
positive from stable.  Moody's also affirmed CMS Energy's SGL-2
rating.


DAIMLERCHRYSLER AG: GMAC May Work With Chrysler, Wagoner Says
-------------------------------------------------------------
General Motors Corp.'s former financial arm, GMAC LLC (fka
General Motors Acceptance Corp), and Chrysler Financial Services
LLC could collaborate in some areas as both begin to operate
under the same owner, Cerberus Capital Management LP, which
recently paid US$7 billion to acquire an 80% stake in the
DaimlerChrysler AG unit, Reuters reports, quoting GM CEO Rick
Wagoner.

Cerberus will take control of Financial Services, a business
unit of DaimlerChrysler Financial Services, when that deal
closes in the third quarter, Reuters relates.  It also bought a
51% stake in GMAC in a deal that closed late last year.  On a
combined basis, Cerberus would have the largest share of the
auto loan market, ahead of Ford Motor Credit.

When asked about the possibility of a merger between GMAC and
Chrysler Financial, Mr. Wagoner said there was scope for future
cooperation between the two auto finance companies, Reuters
notes.  But he added that no such conversations had taken place
yet and that GM would have a say in how such collaboration would
play out through its remaining stake in GMAC.

"It's too early to speculate on what's the right way to
cooperate... There are a lot of issues," Mr. Wagoner said,
adding that there were "potential synergies" between GMAC and
Chrysler Financial and "a lot of different ways to think about
it."

"To be honest, GMAC... has been pretty busy getting the
residential mortgage business back on track and trying to keep
the rest of the business going," Mr. Wagoner concluded.

As reported in the Troubled Company Reporter on March 7, 2007,
analysts have predicted Chrysler is set to follow General
Motors' example.  General Motors Corp. last year sold a 51%
stake in its General Motors Acceptance Corp. finance unit to a
consortium of investors led by Cerberus FIM Investors LLC and
including wholly owned subsidiaries of Citigroup Inc., Aozora
Bank Ltd., and The PNC Financial Services Group Inc.  The sale
carried a US$7.4 billion purchase price, a US$2.7 billion cash
dividend from GMAC, and other transaction related cash flows
including the monetization of certain retained assets.  GM and
the Cerberus-led consortium invested US$1.9 billion of cash in
preferred equity in GMAC -- US$1.4 billion by GM and US$500
million by the consortium.

                         About GMAC LLC

GMAC LLC -- http://www.gmacfs.com/-- is a global financial
services company that operates auto finance, real estate
finance, commercial finance and insurance businesses.  The
company was established in 1919 and currently employs about
31,000 people worldwide.  GMAC has branches in 19 European
countries, including the United Kingdom, Germany, France, Italy,
Greece, Croatia and the Slovak Republic.  Its Latin American
operations are located in Argentina, Brazil, Chile, Colombia,
Ecuador, Mexico and Venezuela.  It also has divisions in
Australia, China, India, New Zealand and Thailand.  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.

                      About General Motors

General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- is the
world's largest automaker and has been the global industry sales
leader for 76 years.  GM currently employs about 280,000 people
around the world.  GM manufactures its cars and trucks in 33
countries.  In 2006, nearly 9.1 million GM cars and trucks were
sold globally under these brands: Buick, Cadillac, Chevrolet,
GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and
Vauxhall.

                      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: Workers Get US$1.2BB for Chrysler Pension Fund
---------------------------------------------------------------
Chrysler Group's workers stand to receive an additional
US$1.2 billion as a result of the unit's pending sale after
former parent DaimlerChrysler AG and new owner Cerberus
Capital Management LP have pledged to contribute to the
pension plan, United Auto Workers President Ron Gettelfinger
told union members during an online discussion, according to
published reports.

"Cerberus has committed to contributing an additional
US$200 million to the pension fund and Daimler is providing a
conditional guarantee of US$1 billion for up to five years,"
Mr. Gettelfinger said.

The US$200 million is part of the US$5 billion that Cerberus
will invest in Chrysler, the International Herald Tribune
claims, quoting executives from the private-equity firm.
Chrysler spokesman Mike Aberlich said he was not familiar with
the US$1 billion guarantee mentioned by Mr. Gettelfinger.

Mr. Gettelfinger and UAW Vice President General Holiefield
will take charge in negotiating a new contract with Chrysler
to replace a four-year deal on wages and benefits expiring in
September 2007, Reuters relates.  Both of them also revealed
during the online chat that Chrysler's pension plan is
US$2 billion over-funded and that its benefits are secure.

Both union leaders explained that Chrysler's long-term
healthcare liability for retirees is in the billions of dollars,
but is part of a bigger health care crisis in America, MSNBC
states.  They also reassured union members that Cerberus has
promised there will be no additional jobs cuts other than those
disclosed early this year.

As reported in the Troubled Company Reporter on May 16, 2007,
Cerberus Capital founder Stephen Feinberg met with leaders of
Chrysler's two main unions and offered assurances it plans no
immediate job cuts, beyond the 13,000 previously proposed by the
company, in an effort to ease labor worries about Cerberus'
planned acquisition of an 80.1% stake in Chrysler.  In addition,
Mr. Feinberg has committed to not cutting additional hourly jobs
in Canada until at least September 2008, when the current CAW
contract with Chrysler expires.  He also promised not to
eliminate United Auto Worker positions beyond those already
announced in February 2007.

Meanwhile, DaimlerChrysler's supervisory board has formally
approved Chrysler's sale to Cerberus, saying it has "approved
the concept for the Chrysler Group and the realignment of
DaimlerChrysler AG in the form submitted by the board of
management," in a statement issued by the German automaker, The
Associated Press reports.

                      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.


ELECTRICIDAD DE CARACAS: PDVSA Increases Stake in Firm to 93.61%
----------------------------------------------------------------
Electricidad de Caracas said in a filing with financial
regulators that Venezuelan state-owned oil firm Petroleos de
Venezuela SA aka PDVSA has increased its stake in the firm to
93.61%.

As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, EDC sold a stake of just under 93% to Petroleos de
Venezuela through a tender offer that started on April 9 and
lasted for a month.

Petroleos de Venezuela had said earlier in May that it bought
92.88% of EDC.  The firm acquired the additional shares in the
Caracas exchange and obtaining ADRs in New York, Business News
Americas relates.

               About Petroleos de Venezuela

Petroleos de Venezuela SA -- http://www.pdv.com/-- is
Venezuela's state oil company in charge of the development of
the petroleum, petrochemical and coal industry, as well as
planning, coordinating, supervising and controlling the
operational activities of its divisions, both in Venezuela and
abroad.  The company has a commercial office in China.

                 About Electricidad de Caracas

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

                        *     *     *

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


PETROLEOS DE VENEZUELA: Increases Stake in EDC to 93.61%
--------------------------------------------------------
Venezuelan state-owned oil firm Petroleos de Venezuela SA has
increased its stake in Electricidad de Caracas to 93.61%, EDC
said in a filing with financial regulators.

As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, EDC sold a stake of just under 93% to Petroleos de
Venezuela through a tender offer that started on April 9 and
lasted for a month.

Petroleos de Venezuela had said earlier in May that it bought
92.88% of EDC.  The firm acquired the additional shares in the
Caracas exchange and obtaining ADRs in New York, Business News
Americas relates.

                 About Electricidad de Caracas

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

               About Petroleos de Venezuela

Petroleos de Venezuela SA -- http://www.pdv.com/-- is
Venezuela's state oil company in charge of the development of
the petroleum, petrochemical and coal industry, as well as
planning, coordinating, supervising and controlling the
operational activities of its divisions, both in Venezuela and
abroad.  The company has a commercial office in China.

                        *     *     *

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

As reported in the Troubled Company Reporter-Latin America on
March 28, 2007, Fitch Ratings assigned a 'BB-' rating on
Petroleos de Venezuela S.A.'s aka PDVSA proposed senior note
issuance of up to US$5 billion.  The Rating Outlook is Stable.

As reported in the Troubled Company Reporter-Latin America on
March 28, 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A. or PDVSA's proposed US$2 billion notes due 2017,
US$2 billion notes due 2027, and US$1 billion notes due 2037.


PETROLEOS DE VENEZUELA: Nationalizing 18 Oil Rig Operations
-----------------------------------------------------------
Petroleos de Venezuela S.A. will take over operations of 18 oil
rigs that are in the hands of international companies, in line
with the government's nationalization of the country's various
sectors.

The Venezuelan government intends to establish a Latin American
oil and gas drilling corporation that will provide an
alternative to rig operators, seismic providers and service
firms, Joe Carroll at Bloomberg News says, citing Ambassador
Bernardo Alvarez.

The ambassador added that the state oil firm would need 42 oil
rigs to support exploration work within the next several years.

"Now there is a lack of engineering and you can't find rigs,"
Ambassador Alvarez was quoted by Bloomberg as saying after a
speech to a University of Chicago petroleum conference.  "So we
will create a Latin American company of oil services.  It should
be private.  It doesn't have to be public."

The government has recently taken control of four heavy-crude
operation in Venezuela's Orinoco oil belt.  The nationalization
is part of President Hugo Chavez's effort to increase government
oil revenues by controlling the energy assets.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 28, 2007, Fitch Ratings assigned a 'BB-' rating on
Petroleos de Venezuela S.A.'s aka PDVSA proposed senior note
issuance of up to US$5 billion.  The Rating Outlook is Stable.

As reported in the Troubled Company Reporter-Latin America on
March 28, 2007, Standard & Poor's Ratings Services assigned its
'BB-' senior unsecured long-term credit rating to Petroleos de
Venezuela S.A. or PDVSA's proposed US$2 billion notes due 2017,
US$2 billion notes due 2027, and US$1 billion notes due 2037.


* VENEZUELA: Citizens Hold Strike Against RCTV's Closure
--------------------------------------------------------
Several Venezuelans have held demonstrations against President
Hugo Chavez's plan to shut down private television station Radio
Caracas Television network, BBC News reports.

As reported in the Troubled Company Reporter-Latin America on
April 25, 2007, Venezuelan President Hugo Chavez said during his
Sunday radio and television show, Alo Presidente!, that the
government wouldn't be persuaded to change its decision not to
renew the broadcasting license of 53-year old RCTV.  The
government declared on Dec. 28, 2006, that RCTV's license
wouldn't be renewed on grounds of its alleged role in the coup
attempts against President Chavez's administration.  RCTV's
license would expire on May 27.

According to BBC, President Chavez also blamed RCTV for
spreading immorality through its soap operas.

BBC News relates that President Chavez will replace opposition-
allied RCTV with a government-funded television station.

RCTV managing director Marcel Garnier has urged the strikers to
defend freedom and "free independent media," BBC News notes.  He
said before a crowd of protesters in Caracas that President
Chavez was trying to topple Venezuela "over the precipice of
totalitarianism where not even his own supporters can express

                        *     *     *

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: Seeks to Form LatAm Oil & Gas Drilling Corporation
---------------------------------------------------------------
Venezuela aims to set up a Latin American oil and gas drilling
corporation, Joe Carroll at Bloomberg News reports.

Bernardo Alvarez, Venezuela's ambassador to the US told
Bloomberg News' Mr. Carroll that the planned company would give
Venezuelan state-run oil firm Petroleos de Venezuela SA and
other Central and South American oil firms an alternative to
North American rig operators, seismic providers and service
firms.  According to him, the driller probably would be
privately held.

Venezuela must have 42 rigs during the next several years to
carry on planned exploration work, Bloomberg News' Mr. Carroll
notes, citing Mr. Alvarez.

"Now there is a lack of engineering and you can't find rigs.  So
we will create a Latin American company of oil services.  It
should be private.  It doesn't have to be public," Mr. Alvarez
commented to Bloomberg News' Mr. Carroll.

                        *     *     *

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

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


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