TCRLA_Public/070914.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Friday, September 14, 2007, Vol. 8, Issue 183

                          Headlines

A R G E N T I N A

AGROSERVICIOS LOS CERRILLOS: Claims Verification Ends Today
ALITALIA SPA: Chairman Says Stake Sale To Close by December 2007
ANTU APLICACIONES: Claims Verification Deadline Is Today
ARVINMERITOR INC: Appoints Joe Plomin as VP for CVS Truck Unit
CENTRO TAXI: Trustee Filing Individual Reports on Oct. 1

COMPANIA EXPORTADORA: Claims Verification Deadline Is Nov. 28
FIAT SPA: Creates Joint Venture with Severstal's Car Division
GNC SA: Proofs of Claim Verification Deadline Is Nov. 7
OBRA SOCIAL: Concludes Reorganization Proceeding
OFFICE PLUS: Proofs of Claim Verification Deadline Is Oct. 18

REDSAL SA: Proofs of Claim Verification Is Until Nov. 7
SOFT DRINKS: Proofs of Claim Verification Is Until Nov. 9
ULTIMATE SYSTEM: Proofs of Claim Verification Ends on Nov. 6
VIUDA DE C: Trustee Filing General Report in Court Today
W.R. GRACE: Andrew Bonham to Lead Construction Products Biz Unit


B A H A M A S

HARRAH'S ENTERTAINMENT: Subsidiary Acquires Macau Orient Golf
JETBLUE AIRWAYS: Brings In Russ Chew as President
ZANZOTTERA Y BLANCO: Proofs of Claim Verification Ends Today


B E R M U D A

BERMUDA COMMERCIAL: Moody's Extends Review on Ratings
NORTH AMERICAN: Holding Final General Meeting Today


B O L I V I A

* BOLIVIA: Launches Transredes Stake Sale with Ashmore Energy


B R A Z I L

ALLIANCE ONE: Starts Exchange Offer for Senior Notes Due 2012
ASPEN TECHNOLOGY: Reports Selected Preliminary Financial Results
FIDELITY NATIONAL: Closes EFD Stock Acquisition for US$1.8 Mil.
IWT TESORO: Wants to Employ Rattet Pasternak as Counsel
IWT TESORO: Taps Donlin Recano as Claims & Noticing Agent

IWT TESORO: Wants Until October 21 to File Schedules & Statement
LAZARD LTD: Opens Zurich Office; Rolf Bachmann to Lead Swiss Biz
RHODIA SA: To Delist Shares in New York Stock Exchange
TRW AUTOMOTIVE: Brings Integrated Safety to Vehicle Markets
VERINT SYSTEMS: Victor DeMarines Joins Board of Directors

* BRAZIL: Reports 5.4% Economic Growth for Second Quarter
* BRAZIL: Regulator Rejects Petrobras' Appeal on BRL1.3-Bln Fine
* BRAZIL: Ecuador Deciding on Oilfield Conflict with Nation


C A Y M A N   I S L A N D S

ALPHAGEN ABSOLUS: Final Shareholders Meeting Is on Monday
AMB BLACKPINE: Holding Final Shareholders Meeting on Monday
AVENIR ASIAN: Final Shareholders Meeting Set for Today
BANK OF INDIA: To Raise INR1 Billion from Perpetual Bond Sale
RHICON 4XIM: Holding Final Shareholders Meeting on Monday

WESTROCK LTD: Final Shareholders Meeting Is on Monday


C H I L E

EASTMAN KODAK: S&P Affirms B+ Corporate Credit Rating


C O L O M B I A

POLYONE: Posts US$5.4 Mil. Net Loss in 2nd Quarter to June 30


C O S T A   R I C A

ANIXTER INT'L: Promotes Two Officers to Executive Positions
US AIRWAYS: To Hire 350 New Pilots; Move 140 Others to Mainline


D O M I N I C A N   R E P U B L I C

ASHMORE ENERGY: Launches Transredes Stake Sale with Bolivia
GENERAL CABLE: Inks US$735-Mln Purchase Deal w/ Freeport-McMoran


E C U A D O R

FREEPORT-MCMORAN: Selling Wire & Cable Biz for US$735 Million
PETROECUADOR: Resumes Biding Process for Marginal Oilfields

* ECUADOR: Deciding on Oilfield Ownership Dispute with Brazil
* ECUADOR: Will Launch Oil Contract Renegotiation


G U A T E M A L A

AFFILIATED COMPUTER: Extends Contract with Hawaii Medicaid


M E X I C O

ALASKA AIRLINES: To Acquire Hawaiian Vacations' Assets
BALLY TOTAL: AGT Crunch, et al. Balk at Modified Plan
BALLY TOTAL: Files Supplement to Modified First Amended Plan
BALLY TOTAL: Asks Court to Deny Prepayment of Premium Claims
BLOCKBUSTER INC: Names Tom Casey as VP & Chief Financial Officer

INT'L RECTIFIER: S&P Holds BB Corporate Rating on CreditWatch


N I C A R A G U A

XEROX CORPORATION: To Acquire Advectis for US$32 Million


P A N A M A

CHIQUITA BRANDS: Eyes Higher Operating Expenses in Third Quarter


P U E R T O   R I C O

ALLIED WASTE: Inks Exclusive Contract with PSSI Stadium
FOOT LOCKER: S&P Holds BB+ Corporate Rating on CreditWatch


T R I N I D A D   &   T O B A G O

HILTON HOTELS: Launches Cash Tender Offers for US$1.8-Bil. Debt


V E N E Z U E L A

CMS ENERGY: Earns US$33 Million in Second Quarter Ended June 30
HARVEST NATURAL: Signs Conversion Deal w/ Corporacion Venezolana
NORTHWEST AIRLINES: Court Rejects US$4.2MM Bonuses for Attorneys
PETROLEOS DE VENEZUELA: Former Officials Criticize Firm
PETROLEOS DE VENEZUELA: Exxon Files for Arbitration with ICSID

PETROLEOS DE VENEZUELA: Nat'l Assembly OKs Joint Venture Pacts
SUN MICROSYSTEMS: To Buy Cluster File's IP & Business Assets

                         - - - - -


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A R G E N T I N A
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AGROSERVICIOS LOS CERRILLOS: Claims Verification Ends Today
-----------------------------------------------------------
Juan Carlos Bonfigli, the court-appointed trustee for
Agroservicios Los Cerrillos S.A.'s reorganization proceeding,
verifies creditors' proofs of claim on Sept. 14, 2007.

Mr. Bonfigli will present the validated claims in court as
individual reports on Oct. 30, 2007.  The National Commercial
Court of First Instance in Casilda, Santa Fe, will determine if
the verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Agroservicios Los Cerrillos 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 Agroservicios Los
Cerrillos' accounting and banking records will be submitted in
court on Dec. 14, 2007.

The informative assembly will be held on June 27, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The debtor can be reached at:

         Agroservicios Los Cerrillos S.A.
         1 de Mayo 1299, Arequito
         Santa Fe, Argentina

The trustee can be reached at:

         Juan Carlos Bonfigli
         Buenos Aires 2048, Casilda
         Santa Fe, Argentina


ALITALIA SPA: Chairman Says Stake Sale To Close by December 2007
----------------------------------------------------------------
Maurizio Prato, chairman of Alitalia S.p.A., expects to complete
the sale of the Italian government's stake in the troubled
carrier by December 2007, various reports say.

Mr. Prato told Il Sole 24 Ore that advisor Citigroup has
initiated contacts with parties that had participated in the
failed auction for Italy's stake in Alitalia and with Asian
firms.

The chairman expects the first rounds of meeting to be complete
by end of September or early October, Il Sole relates.  Mr.
Prato said he will conduct a first selection among potential
buyers by the end of October before starting an evaluation
phase.

Jean Cyril Spinetta, Air France-KLM chief executive, has said he
would "listen attentively" if approached by Alitalia, adding the
Italian carrier's new restructuring plan was "suitable," Agence-
France Presse relates.

Alitalia's 2008-2010 business plans includes possible capital
increase, job cuts and downscaling operations Milan's Malpensa
airport.

                       About Alitalia

Headquartered in Rome, Italy, Alitalia S.p.A. --
http://www.alitalia.it/-- provides air travel services for
passengers and air transport of cargo on national, international
and inter-continental routes.  The Italian government owns 49.9%
of Alitalia.  The company has operations in Argentina.

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, and EUR168 million in 2005.


ANTU APLICACIONES: Claims Verification Deadline Is Today
--------------------------------------------------------
Hugo Oscar D. Ubaldo, the court-appointed trustee for Antu
Aplicaciones Industriales Integradas S.A.'s bankruptcy
proceeding, verifies creditors' proofs of claim on
Sept. 14, 2007.

Mr. Ubaldo will present the validated claims in court as
individual reports on Oct. 26, 2007.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Antu Aplicaciones 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 Antu Aplicaciones'
accounting and banking records will be submitted in court on
Dec. 7, 2007.

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

The trustee can be reached at:

         Hugo Oscar D. Ubaldo
         Tucuman 1577
         Buenos Aires, Argentina


ARVINMERITOR INC: Appoints Joe Plomin as VP for CVS Truck Unit
--------------------------------------------------------------
ArvinMeritor, Inc. has named Joe Plomin as vice president of the
Truck business unit within Commercial Vehicle Systems (CVS),
effective immediately.  The newly formed truck unit is now one
of four CVS business units -- the others are Aftermarket,
Specialty, and Trailers.

In his new role, Mr. Plomin will be responsible for the overall
development of product marketing and strategic planning, program
management, sales and service, pricing, delivery, and customer
relations for the Truck unit - which encompasses axle, brake and
driveline sales to global truck manufacturers.

"With his significant background in marketing, sales and
strategic planning, Joe will accelerate the various activities
we have initiated to improve all aspects of our performance,"
said Carsten Reinhardt, president, CVS.  "We are delighted that
Joe has decided to join our team."

Before joining ArvinMeritor, Mr. Plomin most recently served as
senior vice president, Sales, Marketing and Product Line
Management for Remy International in Anderson, Ind.  He has more
than 20 years of experience in heavy duty and automotive
component development, marketing and sales.

Mr. Joe Plomin holds a bachelor's of arts degree in Economics
from Knox College in Galesburg, Illinois, United States.

                    About ArvinMeritor Inc.

Headquartered in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM)
-- http://www.arvinmeritor.com/-- is a premier US$8.8 billion
global supplier of a broad range of integrated systems, modules
and components to the motor vehicle industry.  The company
serves light vehicle, commercial truck, trailer and specialty
original equipment manufacturers and certain aftermarkets.
ArvinMeritor employs approximately 29,000 people at more than
120 manufacturing facilities in 25 countries.
These countries are: China, India, Japan, Singapore, Thailand,
Australia, Venezuela, Brazil, Argentina, Belgium, Czech
Republic, France, Germany, Hungary, Italy, Netherlands, Spain,
Sweden, Switzerland, United Kingdom, among others.  ArvinMeritor
common stock is traded on the New York Stock Exchange under the
ticker symbol ARM.

                        *     *     *

Moody's Investor Services rated B3 ArvinMeritor Inc.'s long term
corporate family and probability of default on January 2007.
Moody's said the outlook is stable.


CENTRO TAXI: Trustee Filing Individual Reports on Oct. 1
--------------------------------------------------------
The court-appointed trustee for Centro Taxi S.R.L.'s
reorganization proceeding, will file the validated proofs of
claim as individual reports in the National Commercial Court of
First Instance in San Miguel de Tucuman, Tucuman, on
Oct. 1, 2007.

The court will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Centro Taxi 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 Centro Taxi's
accounting and banking records will be submitted in court on
Jan. 14, 2008.


COMPANIA EXPORTADORA: Claims Verification Deadline Is Nov. 28
-------------------------------------------------------------
Roberto Hosselet, the court-appointed trustee for Compania
Exportadora Argentina SA's reorganization proceeding, verifies
creditors' proofs of claim until Nov. 28, 2007.

Mr. Hosselet will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 2 in Buenos Aires, with the assistance of Clerk
No. 4, 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 Compania Exportadora 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 Compania
Exportadora's accounting and banking records will be submitted
in court.

La Nacion didn't state the reports submission deadlines.

The informative assembly will be held on Sept. 16, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The debtor can be reached at:

         Compania Exportadora Argentina SA
         Avenida Alicia Moreau de Justo 740
         Buenos Aires, Argentina

The trustee can be reached at:

         Roberto Hosselet
         Avenida Luis Maria Campos 1160
         Buenos Aires, Argentina


FIAT SPA: Creates Joint Venture with Severstal's Car Division
-------------------------------------------------------------
Fiat Group Automobiles and Severstal Auto, a unit of OAO
Severstal, signed a letter of intent to establish a commercial
and industrial venture in Russia on Sept. 11, 2007.

Fiat and Severstal will have a 50% interest in the joint
venture.

The agreement aims the establishment of a business that will
include sales and marketing of all Fiat branded vehicles in the
Russian Federation, together with manufacturing facility,
wherein the new Fiat Linea will begin production in the first
quarter of 2008.

All vehicles produced in Russia will conform to Fiat Group
quality standards.

Fiat Group Automobiles will also lead the definition of the
product range.  The Russian production site will form part of
FGA's global manufacturing footprint and the joint venture will
be a part of Fiat Group Automobiles marketing and product
strategy.

While the details of joint venture are being finalized, the
signing of the Letter of Intent for Russian operations reflects
a growing commitment of the two organizations to work together
and leverage their respective strengths.

"This agreement gives both Fiat and Severstal Auto the
opportunity to strengthen their presence in the Russian market
while allowing the joint venture to benefit from Fiat's
marketing strategies and production standards.  Severstal Auto's
knowledge of the Russian market will integrate and reinforce
Fiat's investment and commitment to this region," Sergio
Marchionne, Fiat Group's CEO disclosed.

"It's a significant step in strategic cooperation between Fiat
and Severstal Auto, which shows our strong commitment to exploit
the potential of the growing Russian market and to develop both
production and distribution of Fiat vehicles in Russia," Vadim
Shvetsov, Severstal Auto's CEO commented.

                        About Severstal

Headquartered in Cherepovets, Russia, OAO Severstal --
http://www.severstal.com/-- is the country's largest steel
producer, with steel production of 17.1 million tons in 2005.
The Company owns Severstal North America, the fifth largest
integrated steel maker in the U.S. with 2005 production of 2.7
million tons, and Lucchini, Italy's second largest steel group
with 2005 production of 3.5 million tons.  Severstal is one of
the world's lowest cost and most profitable steel producers,
with 2005 EBITDA per ton of around EUR150 per ton.

                         About Fiat SpA

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

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

                           *    *    *

As reported on Aug. 24, 2007, Moody's Investors Service upgraded
to Ba1 from Ba2 Fiat SpA's Corporate Family Rating, and the
group's other long-term senior unsecured ratings.

At the same time, the positive outlook on all long-term ratings
was maintained.  The short term Not Prime rating remains
unchanged.

Standard & Poor's give Long-Term Foreign and Local Issuer Credit
Ratings of BB+ for Fiat.  Its Short-term Foreign and Local
Issuer Credit Ratings are at B with Positive Outlook.

Dominion Bond Rating Service gives Fiat a Long-term Issuer
Rating of BB with Positive Outlook.


GNC SA: Proofs of Claim Verification Deadline Is Nov. 7
-------------------------------------------------------
Rodolfo Fernando Daniel Torella, the court-appointed trustee for
Redsal SA's reorganization proceeding, verifies creditors'
proofs of claim until Nov. 7, 2007.

Mr. Torella will present the validated claims in court as
individual reports on Feb. 8, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Redsal 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 Redsal's accounting
and banking records will be submitted in court on
March 26, 2008.

The informative assembly will be held on June 23, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The trustee can be reached at:

         Rodolfo Fernando Daniel Torella
         Arcos 3726
         Buenos Aires, Argentina


OBRA SOCIAL: Concludes Reorganization Proceeding
------------------------------------------------
Obra Social Para La Actividad Docente's reorganization
proceeding has ended.  Data published by Infobae on its Web site
indicated that the process was concluded after a court in Buenos
Aires approved the debt agreement signed between the company and
its creditors.


OFFICE PLUS: Proofs of Claim Verification Deadline Is Oct. 18
-------------------------------------------------------------
Jorge Blazquez, the court-appointed trustee for Office Plus SA's
bankruptcy proceeding, verifies creditors' proofs of claim until
Oct. 18, 2007.

Mr. Blazquez will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 9 in Buenos Aires, with the assistance of Clerk
No. 18, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Office Plus 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 Office Plus'
accounting and banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

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

The debtor can be reached at:

         Office Plus SA
         Avenida Leandro N. Alem 896
         Buenos Aires, Argentina

The trustee can be reached at:

         Jorge Blazquez
         Fray Justo Santa Maria de Oro 2381
         Buenos Aires, Argentina


REDSAL SA: Proofs of Claim Verification Is Until Nov. 7
-------------------------------------------------------
Susana Vacchelli, the court-appointed trustee for Redsal SA's
bankruptcy proceeding, verifies creditors' proofs of claim until
Nov. 7, 2007.

Ms. Vacchelli will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 24 in Buenos Aires, with the assistance of Clerk
No. 48, 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 Redsal 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 Redsal's accounting
and banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

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

The debtor can be reached at:

         Redsal SA
         Callao 661
         Buenos Aires, Argentina

The trustee can be reached at:

         Susana Vacchelli
         Montevideo 571
         Buenos Aires, Argentina


SOFT DRINKS: Proofs of Claim Verification Is Until Nov. 9
---------------------------------------------------------
Adriana del Carmen Gallo, the court-appointed trustee for Soft
Drinks S.A.'s bankruptcy proceeding, verifies creditors' proofs
of claim until Nov. 9, 2007.

Ms. Gallo will present the validated claims in court as
individual reports on Dec. 21, 2007.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Soft Drinks 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 Soft Drinks'
accounting and banking records will be submitted in court on
March 5, 2008.

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

The trustee can be reached at:

         Adriana del Carmen Gallo
         Roque Saenz Pena 651
         Buenos Aires, Argentina


ULTIMATE SYSTEM: Proofs of Claim Verification Ends on Nov. 6
------------------------------------------------------------
Raul Horacio Trejo, the court-appointed trustee for Ultimate
System S.A.'s bankruptcy proceeding, verifies creditors' proofs
of claim until Nov. 6, 2007.

Mr. Trejo will present the validated claims in court as
individual reports on Feb. 11, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Ultimate System and its creditors.

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

A general report that contains an audit of Ultimate System's
accounting and banking records will be submitted in court on
March 10, 2008.

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

The debtor can be reached at:

         Ultimate System S.A.
         Varela 1136
         Buenos Aires, Argentina

The trustee can be reached at:

         Raul Horacio Trejo
         Avenida Corrientes 818
         Buenos Aires, Argentina


VIUDA DE C: Trustee Filing General Report in Court Today
--------------------------------------------------------
Enrique Jose Luna, the court-appointed trustee for Viuda de C.
Barbiero e Hijos S.A.'s reorganization proceeding, will file in
the National Commercial Court of First Instance in Rosario del
Tala, Entre Rios, a general report that contains an audit of the
company's accounting and banking records on Sept. 14, 2007.

Mr. Luna verified creditors' proofs of claim until June 5, 2007.

Mr. Luna also presented the validated claims in court as
individual reports on July 13, 2007.

The informative assembly will be held on Oct. 26, 2007.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The debtor can be reached at:

          Viuda de C. Barbiero e Hijos S.A.
          Misael J. Parodi 194, Rosario del Tala
          Entre Rios, Argentina

The trustee can be reached at:

          Enrique Jose Luna
          Urquiza 341, Rosario del Tala
          Entre Rios, Argentina


W.R. GRACE: Andrew Bonham to Lead Construction Products Biz Unit
----------------------------------------------------------------
W.R. Grace & Co. has elected Andrew Bonham as its Vice President
and named President of its Construction Products business unit.

Mr. Bonham joined Grace in 2005 as vice president and general
manager of Grace Construction Products European operations,
headquartered in Brussels, Belgium.  Prior to joining Grace, Mr.
Bonham was president of Invensys Controls-America.  He also held
positions of increasing responsibility at General Electric and
Honeywell before joining Invensys Controls.  He graduated from
Virginia Polytechnic Institute with a degree in Mechanical
Engineering and earned an MBA at Averett University.

"Andrew has done a terrific job at Grace leading its
construction business in Europe, the Middle East and India,"
said Fred Festa, Grace President & CEO.  "He is a proven leader,
highly energetic and possesses a strong commitment to his
customers.  I am confident that he will continue to grow our
construction business around the world and reinforce our
reputation as the leading innovator in specialty construction
products."

Grace Construction Products is an approximately US$1 billion
global business with facilities, sales and technical services
support in more than 25 countries.  Its principal products
include specialty admixtures for the cement and concrete
industry, and waterproofing, residential building materials, and
fire protection products for the construction industry.  It is
headquartered in Cambridge, Massachusetts.

                      About W.R. Grace

Headquartered in Columbia, Md., W.R. Grace & Co. (NYSE:GRA)
-- http://www.grace.com/-- supplies catalysts and silica
products, especially construction chemicals and building
materials, and container products globally, including
Argentina, Australia and Ireland.

The Company and its debtor-affiliates filed for chapter 11
protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139).
James H.M. Sprayregen, Esq., at Kirkland & Ellis, and Laura
Davis Jones, Esq., at Pachulski, Stang, Ziehl, Young, Jones &
Weintraub, P.C., represent the Debtors in their restructuring
efforts.  The Debtors hired Blackstone Group, L.P., for
financial advice.  PricewaterhouseCoopers LLP is the Debtors'
accountant.

Stroock & Stroock & Lavan LLP represents the Official Committee
of Unsecured Creditors.  The Creditors Committee tapped Capstone
Corporate Recovery LLC for financial advice.  David T. Austern,
the legal representative of future asbestos personal injury
claimants, is represented by Orrick Herrington & Sutcliffe LLP
and Phillips Goldman & Spence, PA.  Anderson Kill & Olick, P.C.,
represent the Official Committee of Asbestos Personal Injury
Claimants.  The Asbestos Committee of Property Damage Claimants
tapped Martin W. Dies, III, Esq., at Dies & Hile L.L.P., and C.
Alan Runyan, Esq., at Speights & Runyan,to represent it.
Lexecon, LLP, provided asbestos claims consulting services to
the Official Committee of Equity Security Holders.

The Debtors' filed their Chapter 11 Plan and Disclosure
Statement on Nov. 13, 2004.  On Jan. 13, 2005, they filed an
Amended Plan and Disclosure Statement.  The hearing to consider
the adequacy of the Debtors' Disclosure Statement began on
Jan. 21, 2005.  The Debtors' exclusive period to file a chapter
11 plan expired on July 23, 2007.

At Dec. 31, 2006, the W.R. Grace's balance sheet showed total
assets of US$3,620,400,000 and total debts of US$4,189,100,000.




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HARRAH'S ENTERTAINMENT: Subsidiary Acquires Macau Orient Golf
-------------------------------------------------------------
Harrah's Entertainment Inc.'s subsidiary, Harrah's Operating
Company, Inc., has acquired Macau Orient Golf.  Located on Cotai
and directly adjacent to the Lotus Bridge, one of the two border
crossings into Macau from China, Macau Orient Golf is the
seventh course in the Harrah's collection of award-winning golf
courses.

"This investment reaffirms our commitment to Asia and to the
Macau market," said Gary Loveman, chairman, president and CEO of
Harrah's Entertainment.  "We are delighted to have a compelling
amenity to offer our best customers in one of the most exciting
and dynamic markets in the world."

"Golf courses are a proven attraction for our customers," said
Michael Chen, president of the Asia-Pacific Region for Harrah's
Entertainment.  "We are eager to improve the golf course to make
it one of the most authentic links-style courses in the Pearl
River Delta enhancing the quality of attractions available for
visitors to Macau."

Headquartered in Las Vegas, Nevada, Harrah's Entertainment, Inc.
(NYSE: HET) -- http://www.harrahs.com/-- is a gaming
corporation that owns and operates casinos, hotels, and five
golf courses under several brands on four continents.  The
company's properties operate primarily under the Harrah's,
Caesars and Horseshoe brand names; Harrah's also owns the London
Clubs International family of casinos.  In January, it signed a
joint venture agreement with Baha Mar Resorts Ltd. to operate a
resort in Bahamas.

                        *     *     *

As reported in the Troubled Company Reporter on Feb. 16, 2007,
Fitch Ratings may downgrade Harrah's Entertainment Inc.'s Issuer
Default Rating into the 'B' category from its current 'BB+'
rating based on the planned capital structure for its leveraged
buyout by Apollo Management and Texas Pacific Group, which was
outlined in its preliminary proxy statement.


JETBLUE AIRWAYS: Brings In Russ Chew as President
-------------------------------------------------
JetBlue Airways has appointed Chief Operating Officer Russ Chew
as President.  Mr. Chew, with his additional responsibilities,
will work directly with Chief Executive Officer Dave Barger to
execute the Company's vision and strategic plan.

"Since Russ joined our team, we have established the right
foundation for continuous improvement," said Mr. Barger.  "Russ
will help lead our efforts to develop JetBlue's long-term
business strategy that values our culture and takes full
advantage of our financial opportunities."

"I am honored to take on this additional responsibility," Mr.
Chew said.  "JetBlue has incredible talent and vision, and
bringing that vision to life for our customers and crewmembers,
especially in today's competitive and operational environment,
will depend on our ability to set the right course for our
future.  JetBlue crewmembers have demonstrated their unique
ability to tackle challenges, especially when given the right
tools and resources, while staying true to our company's values.
I am committed to serving our crewmembers so they may continue
to serve our customers with signature JetBlue service."

Mr. Chew joined JetBlue after four years with the Federal
Aviation Administration as Chief Operating Officer, following a
17-year career with American Airlines in their Operations and
Planning units.

Based in Forest Hills, New York, JetBlue Airways Corp.
(Nasdaq:JBLU) -- http://www.jetblue.com/-- provides passenger
air transportation services primarily in the United States.  As
of Feb. 14, 2006, the company operated approximately 369 daily
flights serving 34 destinations in 15 states, Bermuda, Puerto
Rico, the Dominican Republic, and the Bahamas.  The Company also
provides in-flight entertainment systems for commercial
aircraft, including live in-seat satellite television, digital
satellite radio, wireless aircraft data link service, and cabin
surveillance systems and Internet services, through its wholly
owned subsidiary, LiveTV, LLC.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 15, 2007, Fitch Ratings affirmed the debt ratings of
JetBlue Airways Corp. as:

-- Issuer Default Rating at 'B'

-- Senior unsecured convertible notes at 'CCC' with a recovery
    rating of 'RR6'

The senior unsecured rating applies to US$425 million of
outstanding convertible notes.


ZANZOTTERA Y BLANCO: Proofs of Claim Verification Ends Today
------------------------------------------------------------
Humberto Carlos Villarraza, the court-appointed trustee for
Zanzottera y Blanco S.H.'s bankruptcy proceeding, verifies
creditors' proofs of claim until Sept. 14, 2007.

Mr. Villarraza will present the validated claims in court as
individual reports on Oct. 29, 2007.  The National Commercial
Court of First Instance in San Nicolas, 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 Zanzottera y Blanco 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 Zanzottera y Blanco's
accounting and banking records will be submitted in court on
Dec. 10, 2007.

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

The debtor can be reached at:

        Zanzottera y Blanco S.H.
        J. Kennedy 150, Arrecifes
        Buenos Aires, Argentina

The trustee can be reached at:

        Humberto Carlos Villarraza
        Garibaldi 78, San Nicolas
        Buenos Aires, Argentina




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


BERMUDA COMMERCIAL: Moody's Extends Review on Ratings
-----------------------------------------------------
Moody's Investors Service has extended the review for possible
downgrade of Bermuda Commercial Bank Limited's ratings.  Bermuda
Commercial's current ratings are D+ for financial strength and
Baa3 and Prime-3, respectively, for long- and short-term
deposits.

Moody's said that despite the publication of Bermuda
Commercial's fiscal 2006 financial statements and the improved
profitability for that fiscal year, the decision to extend the
review was taken because of continuing uncertainty over Bermuda
Commercial's ownership and future business strategy, and whether
the franchise had suffered permanent damage.

Moody's had first placed the ratings on review for downgrade on
Sept. 15, 2006, following the announcement that Bermuda
Commercial's affiliate, First Curacao International Bank was
under investigation for money laundering and other illegal
activities.  Moody's extended the review in January 2007.  At
that time Moody's noted that First Curacao had been intervened
by the Central Bank of the Netherlands Antilles, but cited on-
going uncertainties about the bank, including the fact that
Bermuda Commercial had made it known that it was looking to be
acquired as the reasons for extending the review.

In August 2007, Bermuda Commercial published the delayed audited
financial statements for the fiscal year ended September 2006.
Moody's observed the doubling of Bermuda Commercial's net income
to US$10.1 million due largely to rising interest rates, as well
as the erosion in the bank's deposit base because of the
uncertainties facing the institution.  Deposits had fallen to
US$400 million from US$803 million a year earlier, but the
rating agency noted that the declining deposit trend has since
been reversed, with deposits having climbed to US$519 million
according to unaudited interim results as of March 2007.  While
the bank is small with assets of US$464 million and
shareholders' equity of US$57 million at September 2006, its
Tier 1 and Total Capital ratios were robust at 54.07% and
54.09%, respectively.  Moody's also believes that the likelihood
of negative factors emerging about Bermuda Commercial's
management or its involvement in improper activities with First
Curacao has diminished further with the passage of time.

Moody's reiterated its view that any potential acquirer would
have to be of sufficient financial strength and strong
reputation to be acceptable to the Bermuda Monetary Authority
and the Bermuda Ministry of Finance.  The rating agency added
that negative rating pressure could emerge if no acceptable
acquirer was found and the long-term health of Bermuda
Commercial's franchise was negatively affected by this outcome.
On the other hand, the acquisition of Bermuda Commercial by a
qualified institution could lead to an upgrade of Bermuda
Commercial's ratings, the rating agency added.

Negative pressure on the bank's ratings could also emerge
according to Moody's if core profitability were to decline such
that it weakened the bank's financial flexibility and capital
growth, or if a more risky business strategy were to be adopted,
whether or not Bermuda Commercial is acquired.

The ratings that remain under review for possible downgrade are:

Bermuda Commercial Bank Limited

  -- Financial Strength at D+
  -- Short-term deposits at Prime-3
  -- Long-term deposits at Baa3
  -- Issuer at Baa3

Bermuda Commercial Bank Limited, headquartered in Hamilton,
Bermuda reported assets of US$464 million in its latest audited
financial statements for the fiscal year-ended Sept. 30, 2006.


NORTH AMERICAN: Holding Final General Meeting Today
---------------------------------------------------
North American Manufacturers Insurance Company Limited's final
general meeting is scheduled on Sept. 14, 2007, at 10:30 a.m.,
at:

       Sofia House, 1st Floor
       48 Church Street, Hamilton
       Bermuda

These matters will be taken up during the meeting:

   -- receiving an account showing the manner in which the
      winding-up of the company has been conducted and its
      property disposed of and hearing any explanation that
      may be given by the liquidator;

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

   -- passing of a resolution dissolving the company.




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


* BOLIVIA: Launches Transredes Stake Sale with Ashmore Energy
-------------------------------------------------------------
A Bolivian hydrocarbons and energy ministry spokesperson told
Business News Americas that the ministry has launched
negotiations with Ashmore Energy International on the sale of
the firm's stake in gas transporter Transredes.

As reported in the Troubled Company Reporter-Latin America on
Sept. 7, 2007, Bolivian hydrocarbons minister Carlos Villegas
said that Ashmore Energy planned to continue negotiations with
Bolivian President Evo Morales on the sale of its 14% stake in
Transredes.

BNamericas relates that Ashmore Energy and Anglo-Dutch oil major
Shell each own a 25% share in Transredes.  Bolivia's state
hydrocarbons firm Yacimientos Petroliferos Fiscales Bolivianos
and other shareholders control 34% and 16% respectively.

According to BNamericas, the government wants to give
Yacimientos Petroliferos a majority stake in Transredes as part
of President Morales' nationalization decree.

The spokesperson told BNamericas that Ashmore Energy officials
arrived in La Paz to start the talks.

The Bolivian government's planned acquisition of Transredes
shares wouldn't affect Transredes' financial and operative
obligations, BNamericas says, citing a regional ratings agency
Pacific Credit Rating analyst.  The rating agency hasn't changed
its BAA rating on Transredes bond issues.

BNamericas explains that the BAA rating indicates:

          -- Transredes' position as Bolivia's main hydrocarbons
             transporter,

          -- its low revenue volatility,

          -- favorable gas demand growth perspectives, and

          -- Bolivia's current gas reserves.

                    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.

                        *     *     *

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
  Default Rating     B-       Dec. 14, 2005




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


ALLIANCE ONE: Starts Exchange Offer for Senior Notes Due 2012
-------------------------------------------------------------
Alliance One International, Inc. has commenced an exchange offer
for all of its outstanding 8-1/2% Senior Notes due 2012. The
company is offering to exchange up to US$150,000,000 aggregate
principal amount of its 8-1/2% Senior Notes due 2012 which have
been registered under the Securities Act of 1933, as amended,
for a like principal amount of its original unregistered 8-1/2%
Senior Notes due 2012.  The terms of the exchange securities are
identical in all material respects to the terms of the original
securities for which they are being exchanged, except that the
registration rights and the transfer restrictions, applicable to
the original securities are not applicable to the exchange
securities.

Alliance One will accept for exchange any and all original
securities validly tendered on or prior to 5:00 p.m., New York
City time, on the date the exchange offer expires, which will be
Oct. 1, 2007, unless the exchange offer is extended by the
company.

The exchange offer is made only pursuant to Alliance One's
prospectus, dated Aug. 30, 2007, which will be filed with the
Securities and Exchange Commission as part of Alliance One's
Registration Statement on Form S-4.  The Registration Statement
was declared effective by the U.S. Securities and Exchange
Commission on Aug. 29, 2007.

Copies of the prospectus and transmittal materials governing the
exchange offer may be obtained from the Exchange Agent, Deutsche
Bank Trust Company Americas, at the following address:

             Deutsche Bank Trust Company Americas
             DB Services Tennessee, Inc.
             Reorganization Unit
             P.O. Box 305050
             Nashville, Tennessee  37211
             Phone (800) 735-7777
             Fax: (615) 835-3701
             e-mail: SPU-Reorg.Operations@db.com.

Based in Morrisville, North Carolina, Alliance One
International, Inc. (NYSE:AOI) -- http://www.aointl.com/-- is a
leaf tobacco merchant.  The company has worldwide operations,
including those in Indonesia, Argentina, Brazil, Bulgaria,
Canada, China, France, India, Philippines, Malaysia, and
Singapore.

                        *     *     *

As reported in the Troubled Company Reporter on Sept. 27, 2006,
Moody's Investors Service's confirmed its B2 Corporate Family
Rating for Alliance One International, Inc., and upgraded its B2
rating on the company's US$300 million senior secured revolver
to B1.  In addition, Moody's assigned an LGD3 rating to notes,
suggesting noteholders will experience a 37% loss in the event
of a default.


ASPEN TECHNOLOGY: Reports Selected Preliminary Financial Results
----------------------------------------------------------------
Aspen Technology Inc. has disclosed preliminary financial
results for its fiscal fourth quarter 2007 and fiscal year ended
June 30, 2007.

The company reported record license bookings during the fiscal
fourth quarter 2007, with license bookings defined as the total
net present value of all license contracts signed in the
quarter.  License bookings were US$67 million during the fiscal
fourth quarter, an increase of approximately 49% compared to
US$45 million in the fourth quarter of fiscal 2006.  The company
reported record fiscal 2007 license bookings of US$200 million,
an increase of approximately 23% from US$162 million in fiscal
2006.

The company ended the fourth quarter with US$132 million in
cash, up US$31 million from US$101 million at the end of the
prior quarter.  The increase in cash was driven primarily by
strong license bookings, which generated installments receivable
that were sold for cash during the quarter, and continued focus
on managing costs and expenses.  In addition, the company
received US$5 million of proceeds from exercises of stock
options, while it used US$2 million of cash for capital
expenditures during the fourth quarter.

Mark Fusco, Chief Executive Officer of Aspen Technology, said
"We were very pleased with the company's operating performance
in the fourth quarter, which was highlighted by robust growth in
license bookings that exceeded our expectations and the growth
of the market.  The fourth quarter capped off the most
successful annual operating performance in the history of
AspenTech, and our business was solid across each key metric
during the fourth quarter - vertical, major geography, product,
aspenONE and transactions of all sizes." Mr. Fusco added, "With
solid market demand, a differentiated value proposition and
industry leading domain expertise, we are optimistic about the
company's fundamental outlook as we begin fiscal 2008."

The company also announced that it is continuing work on the
restatement of previously issued financial statements.  The
restatement needs to be completed before the company can issue
final, complete results for its fiscal fourth quarter and year
ended June 30, 2007.

On June 11, 2007, the company has announced identified errors in
its accounting for sales of installments receivable.  The
company has reviewed thousands of installments receivable
transactions, dating back to fiscal 2003, as part of a process
to determine period-end balances for two new balance sheet
accounts, a collateral asset for secured borrowings and a
secured borrowing liability.  Based on the significant amount of
work that has been completed over the course of the past three
months, the company has updated its estimate of the balances of
these two new related balance sheet items, as follows:

  -- approximately US$230 million as of June 30, 2005
  -- approximately US$200 million as of June 30, 2006
  -- approximately US$200 million as of June 30, 2007

Brad Miller, Chief Financial Officer of AspenTech, said "The
company's finance team and outside financial advisors have been
working diligently to complete the restatement and fiscal 2007
year-end financial statements.  We are committed to addressing
these matters as expeditiously and thoroughly as possible.
While we are completing this effort, AspenTech remains focused
on customer success and sales of our solutions into end markets
that continue to show strong demand."

                   About Aspen Technology

Based in Cambridge, Massachusetts, Aspen Technology Inc.
(Nasdaq: AZPN) -- http://www.aspentech.com/-- provides software
and professional services that help process companies improve
efficiency and profitability by enabling them to model, manage
and control their operations.  The company has locations in
Brazil, Malaysia and France.

                        *     *     *

Aspen Technology carries Moody's B2 long-term corporate family
rating and Caa1 equity linked rating.  Moody's said the outlook
is stable.

The company carries Standard & Poor's B long-term foreign and
local issuer credit ratings, with negative outlook.


FIDELITY NATIONAL: Closes EFD Stock Acquisition for US$1.8 Mil.
---------------------------------------------------------------
Fidelity National Information Services, Inc., has completed the
acquisition of EFD/eFunds Corporation.  Under the terms of the
merger agreement, Fidelity National acquired all of the
outstanding shares of EFD common stock for approximately US$1.8
billion in cash, or US$36.50 per share.

William P. Foley, II, executive chairman of FIS, stated, "eFunds
is an excellent fit for our company, and further strengthens our
competitive positions in electronic processing and risk
management services.  Fidelity and EFD customers will benefit
from a more comprehensive product offering and strong industry
expertise."

"eFunds' products and services complement our existing
businesses, and provide FIS with greater scale, product
capability and expanded geographic reach," added Lee A. Kennedy,
president and chief executive officer for Fidelity National.
"We look forward to working with the EFD team to deliver high
quality and innovative solutions to our customers."

Fidelity National expects to realize approximately US$65 million
in annual cost savings.  The transaction is expected to be
neutral to 2007 cash earnings per diluted share and accretive to
2008 cash earnings per diluted share, including synergies.

Within approximately one week, letters of transmittal and
additional instructions regarding the process for exchanging
shares for cash consideration of US$36.50 per share will be
mailed to EFD shareholders of record as of today's closing date.

Headquartered in Jacksonville, Florida, Fidelity National
Information Services, Inc. --
http://www.fidelityinfoservices.com/-- provides core processing
for financial institutions; card issuer and transaction
processing services; mortgage loan processing and mortgage
related information products; and outsourcing services to
financial institutions, retailers, mortgage lenders and real
estate professionals.  FIS has processing and technology
relationships with 35 of the top 50 global banks, including nine
of the top ten.  Nearly 50% of all US residential mortgages are
processed using FIS software.  FIS maintains a strong global
presence, serving over 7,800 financial institutions in more than
60 countries worldwide, including Brazil.

                        *     *     *

As reported in the Troubled Company Reporter on June 29, 2007,
Fitch Ratings has placed these Fidelity National Information
Services' ratings on Rating Watch Negative including the
company's issuer default rating 'BB+'; US$3 billion senior
unsecured credit facilities 'BB+', consisting of a US$2.1
billion term loan and a US$900 million revolving credit
facility; and senior unsecured notes 'BB+'.

At the same time, Standard & Poor's Ratings Services placed its
'BB+' corporate credit and senior unsecured ratings for Fidelity
National Information Services on CreditWatch with negative
implications.

Also, Moody's Investors Service placed the Ba1 corporate family
rating for Fidelity National Information Services on review for
possible downgrade following FIS's plan to acquire EFD/eFunds
Corporation.


IWT TESORO: Wants to Employ Rattet Pasternak as Counsel
-------------------------------------------------------
I.W.T. Tesoro Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York for
permission to hire Rattet, Pasternak & Gordon-Oliver, L.L.P. as
their counsel.

Rattet Pasternak will:

   a. advice the Debtors with respect to their powers and duties
      as debtors-in-possession and the continued management of
      their property and affairs;

   b. negotiate with creditors of the Debtors and work out a
      plan of reorganization and take the necessary legal steps
      in order to effectuate a plan including negotiations with
      the creditors and other parties in interest;

   c. prepare the necessary answers, orders, reports and other
      legal papers required of a Debtor who seeks protection
      under Chapter 11;

   d. appear before the Court to protect the interest of the
      Debtors and to represent the Debtors in all matters
      pending before the Court;

   e. attend meetings and negotiate with representatives of
      creditors and other parties in interest;

   f. advise the Debtors in connection with any potential
      refinancing of secured debt and any potential sale of the
      business;

   g. represent the Debtors in connection with obtaining post-
      petition financing;

   h. take any necessary action to obtain approval of a
      disclosure statement and confirmation of a plan of
      reorganization;

   i. perform all other legal services for the Debtors which may
      be necessary for the preservation of the Debtors' estate
      and to promote the best interests of the Debtors, their
      creditors and its estate.

The Debtors will pay Rattet Pasternak on an hourly basis
according to these rates:

           Designation              Hourly Rate
           -----------              -----------
           Partners               US$415 - US$550
           Counsel                     US$140
           Associates             US$250 - US$385
           Paraprofessionals           US$120

To the best of the Debtors' knowledge, the firm is a
disinterested person and does not hold or represent any interest
adverse to the Debtors' estates.

The firm can be reached at:

             Rattet, Pasternak & Gordon-Oliver, L.L.P.
             550 Mamaroneck Avenue
             Harrison, NY 10528
             Tel: (914) 381-7400
             Fax: (914) 381-7406

I.W.T. Tesoro Corporation, fka Ponca Acquisition Company, --
http://www.iwttesoro.com/-- is headquartered in New York City.
The company and its subsidiaries are wholesale distributors of
building materials, specifically hard floor and wall coverings.
Their products consist of ceramic, porcelain and natural stone
floor, wall and decorative tile.  They import a majority of
these products from suppliers and manufacturers in Europe, South
America (Brazil), and the Near and Far East.  Their markets
include the United States and Canada.  They also offer private
label programs for branded retail sales customers, buying
groups, large homebuilders and home center store chains.

The Debtor and its debtor-affiliates, International Wholesale
Tile, Inc. and American Gres, Inc., filed for Chapter 11
bankruptcy protection on Sept. 6, 2007 (Bankr. S.D. NY Lead Case
No. 07-12841).  As of June 30, 2007, the Debtors had total
assets of US$39,798,579 and total debts of US$47,940,983.


IWT TESORO: Taps Donlin Recano as Claims & Noticing Agent
---------------------------------------------------------
I.W.T. Tesoro Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York for
permission to employ Donlin, Recano & Company, Inc. as their
claims, notice, and balloting agent.

The Debtors relate to the Court that they have over a thousand
creditors and other potential parties-in-interest.  The Debtors
believe that the Clerk's Office is not equipped to distribute
notices, process all of the proofs of claim filed, and assist in
the balloting process for the Debtors' large case, thus the need
to hire Donlin Recano.  Specifically, Donlin Recano will:

   a. notify all potential creditors of the filing of the
      Debtors' bankruptcy petitions and of the setting of the
      first meeting of creditors, pursuant to Bankruptcy Code
      Section 341(a);

   b. maintain an official copy of the Debtors' schedules of
      assets and liabilities and statement of financial affairs
      listing the Debtors' known creditors and the amounts the
      Debtors owe;

   c. notify all potential creditors of the existence and amount
      of their respective claims, as evidenced by the Debtors'
      books and records and as set forth in their schedules;

   d. furnish a notice of the last day for the filing of proofs
      of claim and a form for the filing of a proof of claim,
      after the notice and the form are approved by the Court;

   e. file with the Clerk an affidavit or certificate of service
      which includes a copy of the notice, a list of persons to
      whom it was mailed (in alphabetical order), and the date
      the notice was mailed, within 10 days of service;

   f. docket all claims received, maintain the official cliams
      registers for each of the Debtors on behalf of the Clerk,
      and provide the Clerk with certified duplicate unofficial
      claims registers on a monthly basis, unless otherwise
      directed;

   g. specify, in the applicable claims register, these
      information for each claim docketed:

        i. the claim number assigned;

       ii. the date received;

      iii. the name and address of the claimant and agent, if
           applicable, who filed the claim;

       iv. the filed amount of the claim, if liquidated; and

        v. the classification of the claim according to the
           proof of claim;

   h. relocate, by messenger, all of the actual proofs of claim
      filed to Donlin Recano, not less than weekly;

   i. record all transfers of claims and provide any notices of
      the transfers required by Bankruptcy Rule 3001;

   j. make changes in the claims register pursuant to Court
      Order;

   k. upon completion of the docketing process for all claims
      received to date by the Clerk's Office, turn over to the
      Clerk copies of the claims registers for the Clerk's
      review;

   l. maintain the claims register for public examination
      without charge during regular business hours;

   m. maintain the official mailing list for each Debtor of all
      entities that have filed a proof of claim, which list will
      be available upon request by a party-in-interest or the
      Clerk;

   n. assist with, among other things, solicitation,
      calculation, and tabulation of votes and distribution, as
      required in furtherance of confirmation of the plan;

   o. provide and maintain a Web site where parties can view
      claims filed, status of claims, and pleadings or other
      documents filed with the Court by the Debtors;

   p. in 30 days prior to the close of the cases, an order
      dismissing Donlin Recano would be submitted terminating
      its services upon completion of its duties and
      responsibilities and upon the closing of the case; and

   q. at the close of the case, box and transport all original
      documents in proper format, as provided by the Clerk's
      office, to the Federal Records Center.

In addition, the Debtors may utilize other services of Donlin
Recano like disbursing and related administrative services upon
request.

Donlin Recano's schedule of services charges are:

     Type of Service                    Hourly Rate
     ---------------                    -----------
     Date Input

          Clerical                         US$35
          Admin. Proj. Specialist          US$65

     Consulting
          Bankruptcy Consultant       US$130 - US$195
          IT Programming Consultant   US$115 - US$135
          Attorneys/Sr. Consultant    US$200 - US$250

The Debtors tell the court that they have agreed to pay Donlin
Recano a total retainer of US$5,000, which was paid in full
prior to the filing of the case.  The Debtors requested the
Court that the fees and expenses of Donlin Recano for its
services be treated as an administrative expense of the Debtors
Chapter 11 estates and be paid by the Debtors in the ordinary
course of business, without the need to file any fee
applications or seek Court approval.

The Debtors assure the Court that Donlin Recano neither holds
nor represents any interest adverse to the Debtors' respective
estates.

The firm can be reached at:

             Donlin Recano & Company, Inc.
             419 Park Avenue South
             New York, NY 10016
             Tel: (212) 481-1411
             Fax: (212) 481-1416
             http://www.donlinrecano.com/

I.W.T. Tesoro Corporation, fka Ponca Acquisition Company, --
http://www.iwttesoro.com/-- is headquartered in New York City.
The company and its subsidiaries distribute building materials,
specifically hard floor and wall coverings.  They are
wholesalers and do not sell directly to any end user.  Their
products consist of ceramic, porcelain and natural stone floor,
wall and decorative tile.  They import a majority of these
products from suppliers and manufacturers in Europe, South
America (Brazil), and the Near and Far East.  Their markets
include the United States and Canada.  They also offer private
label programs for branded retail sales customers, buying
groups, large homebuilders and home center store chains.

The Debtor and its debtor-affiliates, International Wholesale
Tile, Inc. and American Gres, Inc., filed for Chapter 11
bankruptcy protection on Sept. 6, 2007 (Bankr. S.D. NY Lead Case
No.  07-12841).  Dawn K. Arnold, Esq. and Jonathan S. Pasternak,
Esq. at Rattet, Pasternak & Gordon-Oliver, L.L.P. represent the
Debtors in their restructuring efforts.  As of June 30, 2007,
the Debtors had total assets of US$39,798,579 and total debts of
US$47,940,983.


IWT TESORO: Wants Until October 21 to File Schedules & Statement
----------------------------------------------------------------
I.W.T. Tesoro Corporation and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York for to
extend their deadline to file their schedule of assets and
liabilities and statement financial affairs through
Oct. 21, 2007.

The Debtors relate to the Court that due to the size of the of
their creditor body, the Debtors anticipate they will not be
able to complete their schedule of assets and liabilities within
the statutory time frame of 15 days from the bankruptcy filing.

The Debtors further relate to the Court that they are currently
reviewing their books and records, which are needed to complete
the schedules.

                    About I.W.T. Tesoro

I.W.T. Tesoro Corporation, fka Ponca Acquisition Company, --
http://www.iwttesoro.com/-- is headquartered in New York City.
The company and its subsidiaries distribute building materials,
specifically hard floor and wall coverings.  They are
wholesalers and do not sell directly to any end user.  Their
products consist of ceramic, porcelain and natural stone floor,
wall and decorative tile.  They import a majority of these
products from suppliers and manufacturers in Europe, South
America (Brazil), and the Near and Far East.  Their markets
include the United States and Canada.  They also offer private
label programs for branded retail sales customers, buying
groups, large homebuilders and home center store chains.

The Debtor and its debtor-affiliates, International Wholesale
Tile, Inc. and American Gres, Inc., filed for Chapter 11
bankruptcy protection on Sept. 6, 2007 (Bankr. S.D. NY Lead Case
No. 07-12841).  Dawn K. Arnold, Esq. and Jonathan S. Pasternak,
Esq. at Rattet, Pasternak & Gordon-Oliver, L.L.P. represent the
Debtors in their restructuring efforts.  As of June 30, 2007,
the Debtors had total assets of US$39,798,579 and total debts of
US$47,940,983.


LAZARD LTD: Opens Zurich Office; Rolf Bachmann to Lead Swiss Biz
----------------------------------------------------------------
Lazard Ltd is opening an office in Zurich as part of the firm's
strategy to expand its global Financial Advisory business.
Lazard has hired former McKinsey & Co. Partner Rolf Bachmann as
a Managing Director to lead the firm's Swiss investment banking
business.

"The Zurich office will enable us to expand our financial
advisory services to the Swiss market, where Lazard already has
established corporate relationships," said Georges Ralli, Chief
Executive of Lazard European Investment Banking.  "The
combination of Rolf Bachmann's Swiss corporate advisory
experience and relationships with Lazard's network in Europe and
worldwide, puts us in an excellent position to do so."

Mr. Bachmann joins Lazard after fifteen years with McKinsey in
Zurich. A Partner since 1999, he led client service teams for
several key McKinsey clients.  Mr. Bachmann's specialty is
providing strategic advice to corporations related to mergers,
acquisitions and divestitures.  He studied economics and earned
a PhD in banking at Zurich University.

The opening of the Swiss office is the latest step in Lazard's
commitment to invest in its European Financial Advisory
business.  In early September, Lazard announced plans to hire
Ken Costa, formerly of UBS, to serve as Chairman of Lazard
International and to lead investment banking for the UK
alongside London CEO William Rucker.  The firm recently signed a
cooperation agreement with Raiffeisen Investment, the M&A
advisory business for Austria's largest banking group,
strengthening Lazard's footprint across Russia, Central and
Eastern Europe.

Lazard Ltd. (NYSE:LAZ) -- http://www.lazard.com/-- is a
preeminent financial advisory and asset management firms, that
operates from 32 cities across 16 countries in North America,
Europe, Asia, Australia and South America.  With origins dating
back to 1848, the firm provides advice on mergers and
acquisitions, restructuring and capital raising, well as asset
management services to corporations, partnerships, institutions,
governments, and individuals.  The company has locations in
Australia, Brazil, China, France, Germany, India, Japan, Korea
and Singapore.

The company reported total assets of US$2.6 billion, total
liabilities of US$2.8 billion, and minority interest at
US$55.7 million, resulting in a total stockholders' deficit of
US$206.8 million as of March 31, 2007.


RHODIA SA: To Delist Shares in New York Stock Exchange
------------------------------------------------------
Rhodia S.A. provided a written notice to the New York Stock
Exchange of its intent to delist and to file a Form 25 with the
U.S. Securities and Exchange Commission and the NYSE by
Sept. 18, 2007, to effect the delisting.

Delisting is expected to be effective 10 days after the filing.

The company also intends to file a Form 15F with the SEC to
deregister and terminate its reporting obligations under the
Exchange Act around Sept. 28, 2007.  The deregistration will be
effective 90 days after the filing, unless the Form 15F is
denied by the SEC.

Rhodia intends to maintain its existing American Depositary
Receipt facility as a Level I program.  As such, Rhodia ADSs
will be traded on the U.S. over-the-counter market tier known as
International OTCQX.  With regard to the conversion to a Level I
program, the depositary of Rhodia's ADR facility is being
changed to The Bank of New York.

Rhodia's shares will continue to trade on Euronext Paris.

Rhodia remains committed to developing its communication with
North American investors who represent a significant part of its
shareholder structure.  Rhodia will continue to apply high
standards of financial reporting and will maintain strict levels
of internal control throughout the Group.

                        About Rhodia

Headquartered in Paris, France, Rhodia S.A. (NYSE: RHA) --
http://www.rhodia.com/-- is a global specialty chemicals
company partnering with major players in the automotive,
electronics, pharmaceuticals, agrochemicals, consumer care,
tires, and paints and coatings markets.  Rhodia offers tailor-
made solutions combining original molecules and technologies to
respond to customers' needs.  The group generated sales of
EUR4.8 billion in 2006 and employs around 16,000 people
worldwide.

Rhodia is listed on Euronext Paris and the New York Stock
Exchange.  The company has operations in Brazil.

                        *     *     *

As reported on April 26, 2007, Fitch Ratings affirmed Rhodia
S.A.'s Issuer Default Rating at BB- and revised the Outlook to
Positive from Stable.  Fitch has assigned Rhodia SA's proposed
issue of up to EUR595.125 million bonds convertible and/or
exchangeable for new and/or existing shares an expected 'BB-'
rating.

As reported in the TCR-Europe on April 23, 2007, Moody's
Investors Service upgraded Rhodia S.A. corporate family rating
to Ba3 and assigned Probability-of-Default rating for the group
at Ba3; Moody's also upgraded senior secured notes at Rhodia
S.A. to B1 and assigned LGD assessment at LGD4 (69%).  The
proposed convertible notes are rated (P)B1, LGD4 (69%).

These ratings are affected:

   -- Corporate Family Ratings upgraded to Ba3;

   -- Probability-of-Default assigned at Ba3;

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

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

At the same time, Standard & Poor's Ratings Services raised its
long-term corporate credit rating on Rhodia to BB- from B+, and
its long- term debt rating on the group to B from B-.  Standard
& Poor's also assigned its B senior unsecured debt rating to
Rhodia's proposed new bond, which will be used for refinancing
purposes.


TRW AUTOMOTIVE: Brings Integrated Safety to Vehicle Markets
-----------------------------------------------------------
TRW Automotive Holdings Corp. is demonstrating its success in
integrated safety systems by working closely with vehicle
manufacturers to bring the benefits of integrated safety
technologies to end consumers across a range of vehicle
applications.

John C. Plant, president and chief executive officer, TRW
Automotive said:  "TRW's integrated safety concept recognizes
that the company can help to provide enhanced safety benefits
for drivers and passengers through combining active and passive
systems using environmental sensors.  Over the previous two
years, we've collaborated with vehicle manufacturers to help
develop integrated safety functions with an eye toward bringing
the advantages to wider vehicle markets such as mid-size to
smaller cars."

TRW is providing the platform for a range of integrated safety
functions on a major European mid-class vehicle model due to
start production in 2008.  The vehicle features TRW's Electronic
Stability Control braking system and Electrically Powered
Steering, in addition to video sensing to enable integrated
vehicle control systems such as Lane Departure Warning/Lane
Guidance and Steering Torque Control.

This vehicle is expected to include the first launch of TRW's
video camera technology integrated with Electric Power Steering
to enable haptic lane feedback and assist with lane keeping.  In
this system the video camera detects when the vehicle is
drifting toward the lane markings and the electric steering then
applies the proper torque to assist the driver in keeping the
vehicle in its lane.

"We believe this vehicle will be one of the most technologically
advanced in the world," said Alois Seewald, global director,
Research and Development for TRW.  "The combination of
electronically controlled braking and steering with
environmental sensors help give a clear picture of the driving
environment and road conditions as well as the driver's intended
path."

With this information the system functions can work together to
support the driver through warnings if a potentially dangerous
situation is sensed, 'coach' the driver to steer in the proper
direction to restore vehicle control, or brake wheels
individually and cut engine torque if necessary.  The systems
will also enable park assist for automated parallel parking.

TRW will also be providing its Active Control Retractor (ACR)
seatbelt technology to a major Korean vehicle manufacturer in
2008 which will work in combination with a radar-based Adaptive
Cruise Control system.  TRW was first to market when it launched
the ACR technology with Mercedes on S Class models in 2002.

Mr. Seewald continued: "This exciting vehicle launch is an
example of active and passive systems working in tandem.  The
ACR can use sensor information from driver assist systems radar
or vision systems to sense when a vehicle is approaching a
target too quickly.  If this occurs the ACR system removes the
seatbelt slack to help better position the occupant in relation
to the vehicle's airbag restraint system in case of a crash and
resets itself if it is avoided."

"Such new vehicles are a landmark in safety integration,"
summarized Mr. John C. Plant, president and chief executive
officer, TRW Automotive.  "The combination of active braking,
steering, suspension and driver assist systems helps to open a
world of possibilities for vehicle safety that is fast becoming
a reality in today's vehicle market."

                    About TRW Automotive

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

                        *     *     *

Fitch assigned a 'BB' on TRW Automotive Holdings Corp.'s LT
Issuer Default rating and 'BB-' on its Unsecured Debt rating.
Fitch said the outlook is stable.


VERINT SYSTEMS: Victor DeMarines Joins Board of Directors
---------------------------------------------------------
Verint Systems Inc. has elected Victor A. DeMarines as its new
non-executive Chairman of Verint's Board of Directors.  Mr.
DeMarines has served as an independent director and chairman of
Verint's Audit Committee since 2002.  Mr. DeMarines will also
serve as chairman of Verint's newly created Governance and
Nominating Committee.

Upon his election, Mr. DeMarines said, "As an independent
director, I am happy to take on this new role.  It has been a
pleasure watching Verint grow over the last five years and I
believe these changes to the board will help the company focus
on its long-term strategy."

Verint also announced that:

   -- Larry Myers has been elected as the new chairman of
      Verint's Audit Committee, replacing Mr. DeMarines.
      Mr. Myers has served an independent director of Verint
      since 2002.

   -- Howard Safir will continue to serve as the chairman of
      Verint's Compensation and Stock Option Committees.
      Mr. Safir has served as an independent director of Verint
      since 2002.

   -- Lauren Wright and Shefali Shah from Comverse have joined
      Verint's Board of Directors, increasing the Board to 11
      members, 5 of whom are Comverse-affiliated Verint
      directors.

                    About Verint Systems

Headquartered in Melville, New York, Verint Systems Inc.
(VRNT.PK) -- http://www.verint.com/-- is a provider of analytic
software-based solutions for security and business intelligence.
Verint software, which is used by over 1,000 organizations in
over 50 countries worldwide, generates actionable intelligence
through the collection, retention and analysis of voice, fax,
video, email, Internet and data transmissions from multiple
communications networks.

Verint has global offices in France, Brazil and and India.

                        *     *     *

As reported in the Troubled Company Reporter on April 24, 2007,
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Verint Systems Inc.  At the same time, we
assigned our 'B' bank loan rating, and '3' recovery rating to
the company's proposed US$675 million first-lien credit
facility, indicating that lenders can expect meaningful (50%-
80%) recovery of principal in the event of payment default,"
said Standard & Poor's credit analyst David Tsui.  S&P said the
outlook is developing.


* BRAZIL: Reports 5.4% Economic Growth for Second Quarter
---------------------------------------------------------
Brazil's economy has increased 5.4% in 2007 second quarter,
boosted by the industrial and service sectors, the Associated
Press reports, citing government figures released Wednesday.
The economy also appears on track to grow nearly 5% overall in
2007 and expanded 3.7% in 2006.

The second-quarter increase resulted from:

   a) The industrial sector with 6.8% increase from the same
      quarter a year ago.

   b) The service sector, which expanded 4.8%, and

   c) The agriculture sector, which rose to 0.2%.

According to economists' surveyed by Dow Jones Newswires, gross
domestic product growth for Latin America's largest economy in
the April-June period came up short of the 5.9% target.

In addition, the Brazilian Census Bureau disclosed that the
growth edged up 0.8% in the second quarter compared to the first
quarter in 2007, AP relates.

According to AP, GDP rose 4.8% for the 2007 fiscal year ending
in June.  Economists surveyed by Brazil's Central Bank has
forecasted that GDP, which measures the value of all goods and
services produced in South America's largest economy, will
increase 4.7% overall this year.

Central Bank President Henrique Meirelles asserterd that the
result shows that the Brazilian "economy remains on a trajectory
of sustained expansion."

Analysts has predicted Brazil's 2007 inflation to just shy of
4%, AP adds.

Report shows that Finance Minister Guido Mantega is confident in
Brazil's economic growth is strong and that inflation is under
control, claiming that the nation will maintain monetary policy
aimed at producing slow, sustainable growth.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign
and local currency sovereign Issuer Default Ratings to 'BB+'
from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'.  In
addition, Fitch affirmed Brazil's Short-term IDR at 'B'.  Fitch
said the rating outlook is stable.


* BRAZIL: Regulator Rejects Petrobras' Appeal on BRL1.3-Bln Fine
----------------------------------------------------------------
Brazilian hydrocarbons regulator Agencia Nacional do Petroleo's
general director Haroldo Lima told the press that the regulator
has rejected state-run oil firm Petroleo Brasileiro SA's appeal
against the BRL1.3-billion fine for its participation on the
Campos basin's Marlim oilfield.

According to Business News Americas, Mr. Lima said the fine
could be raise to BRL2 billion if the regulator takes into
consideration interest and monetary corrections.  The regulator
imposed the fine after Petroleo Brasileiro allegedly
miscalculated the amount to be paid for Marlim.  The company
missed the deadline to file an appeal against the fine.

BNamericas relates that the regulator will hold a meeting on
Sept. 17, 2007, to vote on a decision.

Petroleo Brasileiro Chief Financial Officer Almir Barbassa told
reporters that the firm hasn't been informed of the regulator's
decision to reject the appeal.

"There is no question Petrobras [Petroleo Brasileiro] will
appeal in courts if that is ANP's [the regulator] decision," Mr.
Barbassa commented to BNamericas.

                  About Petroleo Brasileiro

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

                        *     *     *

As reported on Nov. 24, 2006, Standard & Poor's Ratings Services
revised its outlook on its long-term ratings on the Federative
Republic of Brazil to positive from stable.  Standard & Poor's
also affirmed these ratings on the Republic of Brazil:

-- 'BB' for long-term foreign currency credit rating,
-- 'BB+' for long-term local currency credit rating, and
-- 'B' for short-term currency sovereign credit rating.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign
and local currency sovereign Issuer Default Ratings to 'BB+'
from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'.  In
addition, Fitch affirmed Brazil's Short-term IDR at 'B'.  Fitch
said the rating outlook is stable.


* BRAZIL: Ecuador Deciding on Oilfield Conflict with Nation
-----------------------------------------------------------
Ecuadorian oil minister Galo Chiriboga told Reuters that the
government will still decide on oilfield ownership dispute with
Brazil's state-run oil firm Petroleo Brasileiro.

Palo Azul was mistakenly granted to Petroleo Brasileiro as a
shared oilfield.  The main oil reserve was shared by both the
firm and Ecuadorian counterpart Petroecuador, which owned an
adjacent block.

Ecuadorian President Rafael Correa told Reuters that the
government will renegotiate its contract with Petroleo
Brasileiro over findings that the company lacked the rights to
run the 35,000 barrels-per-day Palo Azul oifield.

Minister Chiriboga commented to journalists, "It's impossible
for me to make a decision about these opinions, even about the
president's version.  There is an ongoing investigation about
this that will eventually reach the minister."

Minister Chiriboga told Reuters that he will reach a decision
over the ownership of the field after the investigation.

The government will continue with renegotiating a contract to
increase the state share of oil revenues, Reuters notes, citing
Minister Chiriboga.  The government will be launching contract
renegotiations with Spain's Repsol YPF and China's Andes
Petroleum.

                  About Petroleo Brasileiro

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

                        *     *     *

As reported on Nov. 24, 2006, Standard & Poor's Ratings Services
revised its outlook on its long-term ratings on the Federative
Republic of Brazil to positive from stable.  Standard & Poor's
also affirmed these ratings on the Republic of Brazil:

-- 'BB' for long-term foreign currency credit rating,
-- 'BB+' for long-term local currency credit rating, and
-- 'B' for short-term currency sovereign credit rating.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign
and local currency sovereign Issuer Default Ratings to 'BB+'
from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'.  In
addition, Fitch affirmed Brazil's Short-term IDR at 'B'.  Fitch
said the rating outlook is stable.




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


ALPHAGEN ABSOLUS: Final Shareholders Meeting Is on Monday
---------------------------------------------------------
The Alphagen Absolus Fund Ltd. will hold its final shareholders
meeting on Sept. 17, 2007, at 9:00 a.m., at:

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

These agendas will be taken during the meeting:

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

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

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

The liquidator can be reached at:

         Linburgh Martin
         Attention: Kim Charaman
         Close Brothers (Cayman) Limited
         Fourth Floor, Harbour Place
         P.O. Box 1034
         Grand Cayman KY1-1102
         Tel: (345) 949 8455
         Fax: (345) 949 8499


AMB BLACKPINE: Holding Final Shareholders Meeting on Monday
-----------------------------------------------------------
AMB Blackpine Ltd. will hold its final shareholders meeting on
Sept. 17, 2007, at 10:00 a.m., at:

         Pier 1, Bay 1
         San Francisco, CA
         94111 USA

These agendas will be taken during the meeting:

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

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

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

The liquidator can be reached at:

         Guy F. Jaquier
         Attention: Nick Robinson
         P.O. Box 265
         George Town, George Town
         Grand Cayman KY1-9001
         Cayman Islands
         Tel: (345) 914 4216
         Fax: (345) 814 8216


AVENIR ASIAN: Final Shareholders Meeting Set for Today
------------------------------------------------------
Avenir Asian Multi-Strategy Fund Ltd. will hold its final
shareholders meeting on Sept. 14, 2007, at 9:00 a.m., at the
office of the company.

These agendas will be taken during the meeting:

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

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

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

The liquidator can be reached at:

         Linburgh Martin
         Attention: Kim Charaman
         Close Brothers (Cayman) Limited
         Fourth Floor, Harbour Place
         P.O. Box 1034
         Grand Cayman KY1-1102
         Tel: (345) 949 8455


BANK OF INDIA: To Raise INR1 Billion from Perpetual Bond Sale
-------------------------------------------------------------
The Bank of India plans to raise INR1 billion through the sale
of perpetual bonds, Reuters reports, citing an unnamed "merchant
banker close to the deal" as source.

According to Reuters, the coupon is 10.45%, with a call option
after 10 years, which if not exercised rises the coupon to
10.95%.  The issue will close on Sept. 25, the banker told the
news agency.

Headquartered in Mumbai, India, Bank of India --
http://www.bankofindia.com-- 2628 branches in India spread over
all states/ union territories, including 93 specialized
branches.  The bank provides a range of financial products and
services, including numerous credit schemes, deposit schemes,
cash management services, credit/debit cards, deposit vaults and
corporate bonds.  It also extends finance to small and medium
enterprises and small-scale industries. It provides a variety of
loans, such as mortgage loans, educational loans, auto finance
loans, holiday loans, personal loans and home loans.  The bank
offers Internet banking services for both the retail and
corporate clients.

The bank operates in the Cayman Islands, China, the Channel
Islands, France, Hong Kong, Indonesia, Japan, Kenya, Singapore,
the United Kingdom, the United States, and Vietnam.

                        *     *     *

Standard & Poor's Ratings Services assigned on March 26, 2007,
its 'BB' issue rating to the bank's Hybrid Tier I notes to be
issued by India's Bank of India (BOI; BBB-/Stable/A-3), acting
through its Jersey branch.  These notes are being issued under
the bank's US$1 billion medium-term notes program.


RHICON 4XIM: Holding Final Shareholders Meeting on Monday
---------------------------------------------------------
The Rhicon 4xim Cmp Fund Ltd. will hold its final shareholders
meeting on Sept. 17, 2007, at 9:00 a.m., at:

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

These agendas will be taken during the meeting:

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

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

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

The liquidator can be reached at:

         Linburgh Martin
         Attention: Kim Charaman
         Close Brothers (Cayman) Limited
         Fourth Floor, Harbour Place
         P.O. Box 1034
         Grand Cayman KY1-1102
         Tel: (345) 949 8455
         Fax: (345) 949 8499


WESTROCK LTD: Final Shareholders Meeting Is on Monday
-----------------------------------------------------
Westrock Ltd. will hold its final shareholders meeting on
Sept. 17, 2007, at 10:00 a.m., at:

         Pier 1, Bay 1
         San Francisco, CA
         94111 USA

These agendas will be taken during the meeting:

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

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

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

The liquidator can be reached at:

         Guy F. Jaquier
         Attention: Nick Robinson
         P.O. Box 265
         George Town, George Town
         Grand Cayman KY1-9001
         Cayman Islands
         Tel: (345) 914 4216
         Fax: (345) 814 8216




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


EASTMAN KODAK: S&P Affirms B+ Corporate Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'B+'
corporate credit rating on Eastman Kodak Co. and removed the
ratings from CreditWatch, where they had been placed with
negative implications on Aug. 2, 2006.  The outlook is negative.

At the same time, we raised the ratings on the company's US$1
billion senior secured revolving credit facility to 'BB,' two
notches above the corporate credit rating, from 'B+', and
revised the recovery rating to '1,' reflecting the expectation
of very high (90%-100%) recovery in the event of a payment
default, from '2'.  The bank loan and recovery rating revision
follows an analysis of the collateral pledged to the remaining
US$1 billion revolving credit facility.

"We have affirmed the ratings," said S&P's credit analyst Tulip
Lim, "based on our comfort that still-meaningful cash balances
provided by the sale of the Health Group support intermediate-
term business reinvestment and liquidity."  The negative outlook
conveys S&P's continued concerns regarding the overall business,
the likelihood of success with respect to management's digital
business strategy, and uncertainty that substantial
restructuring involving cash payments will soon be over.

                     About Eastman Kodak

Headquartered in Rochester, New York, Eastman Kodak Co. (NYSE:
EK)-- http://www.kodak.com/-- develops, manufactures, and
markets digital and traditional imaging products, services, and
solutions to consumers, businesses, the graphic communications
market, the entertainment industry, professionals, healthcare
providers, and other customers.

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




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


POLYONE: Posts US$5.4 Mil. Net Loss in 2nd Quarter to June 30
-------------------------------------------------------------
PolyOne Corporation reported its unaudited results for the
second quarter ended June 30, 2007, and for the first half of
2007.

For the second quarter ended June 30, 2007, the company
registered a net loss of US$5.4 million compared with the
US$42.5-million net income in the same quarter last year.

Sales in the second quarter of 2007 reached US$688.8 million, up
5% from the first quarter of 2007 and flat compared with second-
quarter 2006 sales.  PolyOne reported a US$0.06 per share loss
in the quarter.  Second quarter 2007 earnings included special
items, of which US$0.15 per share were charges associated with
the divestment of the Oxy Vinyls, L.P.  (OxyVinyls) joint
venture, which was sold on July 6, 2007, and the premium costs
associated with the redemption of US$100 million of the
company's 10.625% Senior Notes due 2010.  Adjusting for the
above and other special items, the Company earned US$0.10 per
share.

For the second quarter of 2006, the company earned US$0.46 per
share.  The year-over-year decline in second quarter 2007
earnings is primarily attributable to:

   -- The July 6, 2007, strategic divestment of the OxyVinyls
      joint venture and the redemption of US$100 million of the
      company's 10.625% Senior Notes due in 2010, which in
      combination resulted in charges of US$22.3 million;

   -- Lower income from the Resin and Intermediates (R&I) joint
      ventures (US$17.0 million) and the Vinyl Business segment
      (US$6.7 million);

   -- Non-recurring benefits to second quarter 2006 results that
      included one-time insurance, legal settlements and
      adjustments to related reserves of US$8.4 million; and

   -- A reversal totaling US$14.1 million of a deferred tax
      allowance associated with domestic earnings when compared
      to the second quarter of 2006.

A marked downward shift in residential building and construction
demand drove OxyVinyls earnings down US$40.4 million, dropping
from US$41.3 million for the first six months of 2006 to US$0.9
million for same period in 2007.  As previously reported, on
July 6, 2007, the company divested its OxyVinyls equity interest
for US$261 million in cash.

With a portion of the net proceeds from the OxyVinyls
divestment, the company has called for redemption on
Aug. 9, 2007, of the entire outstanding balance of US$141.4
million of its 10.625% Senior Notes due 2010.  The cumulative
elimination of US$241.4 million of these Senior Notes in the
second and third quarters of 2007 will lower annual interest
expense by approximately US$25 million in 2008 compared with
2006, with the company realizing an anticipated US$5 million
interest expense reduction in the third quarter 2007 compared to
the second quarter.

"While the downturn in construction and residential housing
significantly affected our R&I joint ventures and Vinyl Business
in North America, we are encouraged by the operating performance
in our non-vinyl businesses," said Stephen D. Newlin, chairman,
president and chief executive officer.  "Second quarter
operating income for the four businesses that comprise the All
Other business segment improved 60%, led by increased gross
margins realized through specialization efforts.  Additionally,
in the second quarter, North American Color and Additives turned
profitable and our International Color and Engineered Materials
segment delivered double-digit sales and earnings growth."

For the second quarter of 2007, PolyOne reported operating
income of US$12.4 million and gross margin of 12.3%, down from
the same period in 2006, primarily due to weakness in the
chloro-vinyl businesses.  Gross margin in the Vinyl Business
segment declined due to continued softness in residential
construction demand.  Operating income in the aggregate for the
Company's non- vinyl operating segments increased 33%, or US$4.8
million, compared to the second quarter of 2006.  Reflecting
progress from the Company's specialization strategy, aggregate
gross margin as a percentage of sales for these businesses
improved 1.2 percentage points to 12.7% compared with the same
period a year ago.

Newlin added, "Although much work remains in our transformation,
our strategies are delivering results earlier than anticipated.
Moreover, with the divestment of our interest in the OxyVinyls
joint venture, we have significantly reduced our exposure to the
building and construction end markets, eliminated a major source
of earnings volatility and reduced our debt.  We now have
increased flexibility to explore new value-creating
opportunities for the company in support of our strategy."

                      Business Outlook

PolyOne anticipates that the overall North American economic
environment in the third quarter of 2007 will continue to be
challenging and reflect only modest improvement compared with
the second quarter of 2007.  North American construction and
automotive demand are projected to remain weak and below third
quarter 2006 levels.  Consequently, Vinyl Business sales are
expected to be flat sequentially, but decline up to 10% compared
with the third quarter of 2006.  Aggregate non-Vinyl business
sales, on the other hand, are anticipated to grow 6% to 9%
compared with the third quarter of 2006.  In particular, solid
demand is expected in most key international markets, driving
continued growth in sales and earnings.  Total gross margin is
projected to increase year-over-year reflecting early benefits
from the company's specialization strategy.

SunBelt earnings are anticipated to decline moderately compared
with the prior year, but overall chlor-alkali margins are
projected to remain relatively strong.  After the divestment on
July 6, 2007, OxyVinyls results will no longer be reported.

In the third quarter of 2006, the company realized US$6.8
million net benefit from legal settlements and adjustments to
related reserves.  The company does not anticipate realizing a
similar benefit this year. The Company anticipates that third
quarter "Corporate and eliminations," excluding non-operational
charges, should be consistent with the first half 2007 average.

The Company projects that interest expense for the third quarter
will decline approximately US$5 million sequentially as a result
of its planned redemption on Aug. 9, 2007, of the outstanding
balance of the 10.625% Senior Notes due 2010.

The completion of the OxyVinyls divestiture will result in a
US$31.5 million non-recurring tax benefit in the third quarter
from the reversal of deferred tax liabilities.  Partially
offsetting this benefit will be debt premium costs and the
write-off of unamortized debt issuance fees associated with the
redemption of the US$141.4 million outstanding balance of the
Senior Notes as well as other factors that should total
approximately US$10.5 million.

Consistent with the first and second quarters of this year, the
company will record tax expense related to domestic earnings in
the third quarter of 2007 in contrast with the same period in
2006.  Recording this tax expense will not affect cash flow due
to PolyOne's remaining domestic net operating loss carry-
forwards.  Cash taxes will continue to be associated principally
with non-U.S. earnings.

As of June 30, 2007, the company's balance sheet shows total
assets of US$1.76 million and US$1.16 million of total
liabilities, resulting in a shareholders' equity of
US$601 thousand.

                        About PolyOne

Headquartered in Avon Lake, Ohio, PolyOne Corp. --
http://www.polyone.com/-- is a global compounding and North
American distribution company with operations in thermoplastic
compounds, specialty polyvinyl chloride (PVC) vinyl resins,
specialty polymer formulations, color and additive systems, and
thermoplastic resin distribution, with equity investments in
manufacturers of PVC resin and its intermediates.  The company
has 53 manufacturing sites and 14 warehouses in North America,
Europe and Asia.  The company maintains operations in China,
Colombia, Thailand and Singapore.

                        *     *     *

As reported in the Troubled Company Reporter on July 13, 2007,
Fitch Ratings upgraded PolyOne Corporation's Issuer Default
Rating to 'BB-' from 'B', Senior unsecured debt and debentures
to 'BB-' from 'B+/RR3', and rating outlook to stable.




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ANIXTER INT'L: Promotes Two Officers to Executive Positions
-----------------------------------------------------------
Anixter International Inc. has promoted Robert Eck to the newly
created position of Executive Vice President -- Chief Operating
Officer and Dennis Letham to Executive Vice President -- Finance
and Chief Financial Officer position.

Mr. Eck has been with the company's operating subsidiary,
Anixter Inc., for 17 years in a variety of staff and commercial
positions.  His most recent position, held since 2004, was
Executive Vice President -- Enterprise Cabling and Security
Solutions.  In this role Eck has overseen annual sales growth
specific to this end market of approximately 16 percent,
including significant growth from our initiative to develop our
security products business.  Previous key positions include
Senior Vice President -- Physical Security Products and
Integrated Supply and Senior Vice President -- Integrated Supply
Solutions.

Mr. Letham has been with Anixter for the past 14 years and has
served as Senior Vice President -- Finance and Chief Financial
Officer for the past 12 years.  During this time he has overseen
the finance, accounting, tax, internal audit and legal
activities of the company.

Commenting on these appointments, Robert Grubbs, President and
Chief Executive Officer, said, "The creation of the Chief
Operating Officer position is a result of the Company's rapid
growth over the past few years.  We feel Bob Eck's strong track
record at Anixter has proven that he possesses the qualities and
experience necessary to support our continued success.  Over the
past year, Mr. Letham has taken on added responsibilities
outside of the finance and accounting areas, most notably in
human resources.  His promotion reflects the added duties he has
assumed."

Sam Zell, Chairman of the Board, said, "Over the past four years
sales at Anixter have more than doubled.  Included in this
growth has been a series of acquisitions in the North American
and European OEM Supply marketplace, which now generates in
excess of US$1 billion in annual sales for the company.  This
rapid growth and diversification of end markets has brought new
organizational challenges and complexity.  These executive
management changes reflect the Board's desire to ensure there is
sufficient depth and breadth to the management team in order for
the Company to continue to execute effectively on all of its
growth strategies."

                         About Anixter

Anixter International Inc. (NYSE: AXE) --
http://www.anixter.com/-- through its subsidiaries, distributes
communications and specialty wire and cable products, fasteners,
and small parts in the United States and internationally.  Its
communications products include voice, data, video, and security
products used to connect personal computers, peripheral
equipment, mainframe equipment, security equipment, and various
networks to each other.

The company has nearly US$725 million in inventory of more than
325,000 products, logistics network of 197 warehouses with more
than 5 million square feet of space.  It has operations in Latin
American countries including Mexico, Costa Rica, Brazil and
Chile.  Its Asia-Pacific operations are located in Indonesia,
Australia, China, Hong Kong, India, Malaysia, New Zealand, the
Philippines, Singapore, Taiwan, and Thailand.  It also operates
in Europe, particularly in Spain, France and the United Kingdom.

                        *     *     *

Anixter International Inc. carries Moody's Investors Service's
Ba2 corporate family rating.  Anixter Inc.'s US$200 million
guaranteed senior unsecured notes and its 3.25% LYON's notes
carry Moody's Ba1 and B1 ratings, respectively.  Moody's said
the rating outlook is stable.

Anixter International Inc. carries Fitch's 'BB+' Issuer Default,
senior unsecured notes and senior unsecured bank credit facility
Ratings.  Similarly, Anixter Inc. carries Fitch's 'BB+' issuer
default rating and 'BB-' senior unsecured debt rating.  Fitch's
action affects about US$700 million of public debt securities.
Fitch said the rating outlook is stable.


US AIRWAYS: To Hire 350 New Pilots; Move 140 Others to Mainline
---------------------------------------------------------------
US Airways Group Inc. will employ more than 350 new pilots and
shift 140 others now flying regional routes to its mainline
operations, the Associated Press reports.

AP relates that the carrier is expecting to fill the positions
for the next 12 to 16 months.  New workers will fly US Airway's
Embraer 190 aircraft, while existing pilots will be transferred
to the airlines's Boeing 737 and Airbus A320 fleets.

The changes, AP says, are created to fill spots vacated by
retired pilots from mainline routes.

                  About U.S. Airways Group

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC)
-- http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for US$240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11
petition on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J.
Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken,
Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represent
the Debtors in their restructuring efforts.  In the Company's
second bankruptcy filing, it lists US$8,805,972,000 in total
assets and US$8,702,437,000 in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date.

US Airways has operations in Japan, Australia, China, Costa
Rica, Philippines, and Spain, among others.

                        *     *     *

As reported in the Troubled Company Reporter on March 13, 2007,
Standard & Poor's Ratings Services assigned its 'B' rating to US
Airways Group Inc.'s US$1.6 billion secured credit facility due
2014, currently being syndicated.




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


ASHMORE ENERGY: Launches Transredes Stake Sale with Bolivia
-----------------------------------------------------------
Ashmore Energy International has launched negotiations with the
Bolivian hydrocarbons and energy ministry on the sale of the
firm's stake in gas transporter Transredes, Business News
Americas reports, citing a ministry spokesperson.

As reported in the Troubled Company Reporter-Latin America on
Sept. 7, 2007, Bolivian hydrocarbons minister Carlos Villegas
said that Ashmore Energy planned to continue negotiations with
Bolivian President Evo Morales on the sale of its 14% stake in
Transredes.

BNamericas relates that Ashmore Energy and Anglo-Dutch oil major
Shell each own a 25% share in Transredes.  Bolivia's state
hydrocarbons firm Yacimientos Petroliferos Fiscales Bolivianos
and other shareholders control 34% and 16% respectively.

According to BNamericas, the government wants to give
Yacimientos Petroliferos a majority stake in Transredes as part
of President Morales' nationalization decree.

The spokesperson told BNamericas that Ashmore Energy officials
arrived in La Paz to start the talks.

The Bolivian government's planned acquisition of Transredes
shares wouldn't affect Transredes' financial and operative
obligations, BNamericas says, citing a regional ratings agency
Pacific Credit Rating analyst.  The rating agency hasn't changed
its BAA rating on Transredes bond issues.

BNamericas explains that the BAA rating indicates:

          -- Transredes' position as Bolivia's main hydrocarbons
             transporter,

          -- its low revenue volatility,

          -- favorable gas demand growth perspectives, and

          -- Bolivia's current gas reserves.

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 was
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.


GENERAL CABLE: Inks US$735-Mln Purchase Deal w/ Freeport-McMoran
----------------------------------------------------------------
General Cable Corporation has agreed to acquire the global wire
and cable business of Freeport-McMoRan Copper & Gold Inc., which
operates as Phelps Dodge International Corporation (PDIC).  PDIC
was acquired by Freeport as part of the acquisition of Phelps
Dodge Corporation in March 2007.  The purchase price is
approximately US$735 million, subject to adjustment as provided
in the Stock Purchase Agreement.  In addition to utilizing its
available cash, the Company has secured commitments from Merrill
Lynch Capital Corporation to provide an increased secured
revolving line of credit and an additional secured interim loan
necessary to fund the purchase price.

On an annual basis, General Cable estimates that the acquisition
will contribute approximately US$1.4 billion in revenues at
current metal prices and is expected to be accretive to earnings
in the first full year by US$0.20 to US$0.30 cents per share
based upon 2006 results.  The combined companies expect to
derive additional benefits over time through cross-selling
opportunities, logistics and purchasing synergies, and the
implementation of best practices throughout the entire
organization.  PDIC's performance in the first half of 2007
continued to trend positively.

                  Key Strategic Rationale

The acquisition offers General Cable an opportunity to further
enhance its global scale and worldwide leadership in the wire
and cable industry with critical mass in many emerging markets.
PDIC brings a number of very positive characteristics,
including:

   -- Complementary geographic coverage focused on energy
      infrastructure, construction and industrial cables serving
      emerging and faster growing markets in Latin America,
      sub-Saharan Africa, Southeast Asia, as well as India and
      China.  Experienced management team doing business in 45
      countries around the world.

   -- Demonstrated expertise in aerial and buried high-voltage
      transmission systems.

   -- Addition of a well-recognized, highly respected brand in
      the wire and cable industry with more than 50 years of
      history.

   -- Shared business philosophies of safety, Lean
      manufacturing, and a "One Company" approach to internal
      operations and customers.

   -- Accretive in year one with significant upside potential.

"The acquisition of PDIC is truly a unique opportunity, greatly
accelerating our initiative to expand into many of the faster
growing emerging economies of the world," said Gregory B. Kenny,
President and Chief Executive Officer of General Cable.  "We are
effectively merging one company principally concentrated in
North America, Western Europe and Oceania with one focused in
Latin America, sub-Saharan Africa and Southeast Asia.  In
addition, PDIC shares many of the same philosophies that have
defined General Cable over the years which include an emphasis
on safety, Lean manufacturing, strong operating systems and a
"One Company" approach to internal operations and customers.
PDIC has an experienced and disciplined management team led by
Mathias Sandoval, President of Phelps Dodge International
Corporation," Mr. Kenny continued.

"Mr. Sandoval has spent 24 years with PDIC and has developed a
reputation for operating effectively in multiple cultures.  His
strong and sustaining global vision has underpinned superior
operating results and exceptional asset utilization.  We are
delighted that Mr. Sandoval has agreed to continue to lead the
PDIC organization post-acquisition, as well as assume additional
operating responsibility for certain existing General Cable
assets.  Mathias' skills will complement the General Cable
senior management team who have successfully expanded the
geographic footprint and served markets of the Company over the
last ten years.  We also believe there is an opportunity to
utilize capacity within the PDIC organization to support our
recent expansion into new markets, utilizing less capital than
previously contemplated," Mr. Kenny said.

PDIC has manufacturing and distribution facilities around the
world with leading market positions in South and Central
America, Africa and Southeast Asia.  PDIC has approximately
3,000 employees.  In addition to 10 majority-owned manufacturing
and numerous distribution facilities, PDIC also has equity
positions in wire and cable companies in China, Hong Kong, and
the Philippines.  For the year ended December 31, 2006, PDIC
reported revenues of approximately US$1.2 billion and operating
earnings of approximately US$77 million.  In the first six
months of 2007, PDIC's operating performance continued to
strengthen as did its revenue base.

PDIC has little geographic overlap with General Cable. Sales are
primarily focused on energy products for utility, industrial and
construction applications.  Additionally, PDIC has copper and
aluminum rod mills on three continents, a source of competitive
advantage in developing regions.

Just over half of PDIC's revenues are generated from
manufacturing assets located in South and Central America, where
leading market positions are held and where General Cable has a
minor presence. PDIC brings over US$200 million of revenues in
sub-Saharan Africa, where General Cable participates on a much
smaller scale.  PDIC is a leader in Southeast Asia and India
with positions that nicely complement General Cable's current
activities in India, China and Oceania.  As well, PDIC has
equity investments in two companies serving the Chinese energy
cable market as well as one in the Philippines.  PDIC also has
well developed global sales channels for its energy
infrastructure products made in Thailand and South America.

Based on reported 2006 sales of US$4.8 billion, the combined
companies would have approximately 44% of revenues in North
America, 27% in Europe and the Middle East, 15% in South and
Central America, and 14% in Africa/Asia Pacific.

                     Transaction Details

Under the terms of the transaction, which has been unanimously
approved by General Cable's Board of Directors, General Cable
will acquire 100% of the shares held by Freeport and its
subsidiaries in the various entities comprising Freeport's wire
and cable business.  The purchase price is subject to adjustment
to take into account the net effect of any dividends and other
distributions made from, and capital contributions made to, the
entities being acquired from March 31, 2007.  In addition, as
part of the transaction, General Cable will be assigned the
rights in the "Phelps Dodge International Corporation" and
"PDIC" brands well known in the wire and cable industry.
Subject to the satisfaction of customary closing conditions and
the receipt of clearances or waivers from competition and
regulatory authorities in relevant jurisdictions, the
transaction is expected to close during the fourth quarter of
2007.

Merrill Lynch & Co. acted as exclusive financial advisor and
provided a fairness opinion to General Cable in connection with
the transaction.  Blank Rome LLP and Norton Rose LLP served as
General Cable's external legal counsel.

                   Third Quarter Update

"The markets are behaving approximately as we anticipated with
telecommunications and housing related cable demand remaining
soft, offset by energy infrastructure requirements and the
continued benefits of our Lean manufacturing initiatives.  We
continue to expect revenues of approximately US$1.1 billion for
the third quarter and earnings of US$0.85 to US$0.90 per share,
consistent with our previous guidance," Mr. Kenny concluded.

                  About Freeport-McMoRan

Freeport-McMoRan Copper & Gold Inc. (NYSE: FCX)
-- http://www.fcx.com/-- is an international mining industry
leader based in North America with large, long-lived,
geographically diverse assets and significant proven and
probable reserves of copper, gold and molybdenum.  Freeport-
McMoRan has one of the most dynamic portfolios of operating,
expansion and growth projects in the copper mining industry.
The Grasberg mine in Indonesia, the world's largest copper and
gold mine in terms of reserves, is the company's key asset.
Freeport-McMoRan also operates significant mining operations in
North and South America and is developing the world-class Tenke
Fungurume project in the Democratic Republic of Congo.

The completion of Freeport-McMoran's acquisition further expands
the company's global operations.  The former Phelps Dodge Corp.
has mining operations in Chile, Peru, Colombia, Venezuela and
Ecuador, among others.

               About General Cable Corporation

Headquartered in Highland Heights, Kentucky, General Cable
Corporation (NYSE: BGC) -- http://www.generalcable.com/-- makes
aluminum, copper, and fiber-optic wire and cable products.  It
has three operating segments: industrial and specialty (wire and
cable products conduct electrical current for industrial and
commercial power and control applications); energy (cables used
for low-, medium- and high-voltage power distribution and power
transmission products); and communications (wire for low-voltage
signals for voice, data, video, and control applications).
Brand names include Carol and Brand Rex.  It also produces power
cables, automotive wire, mining cables, and custom-designed
cables for medical equipment and other products.  General Cable
has locations in China, Australia, France, Brazil, the Dominican
Republic and Spain.

                        *     *     *

As reported in the Troubled Company Reporter on March 13, 2007,
Moody's Investors Service assigned a rating of B1 to the
US$325 million senior unsecured notes of General Cable
Corporation consisting of US$125 million of floating rate notes
and US$200 million fixed rate notes.  Concurrently, Moody's
affirmed all other ratings for this issuer.  Moody's said the
rating outlook is stable.




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


FREEPORT-MCMORAN: Selling Wire & Cable Biz for US$735 Million
-------------------------------------------------------------
Freeport-McMoRan Copper & Gold Inc. has entered into an
agreement to sell its international wire and cable business,
operated under the name of Phelps Dodge International
Corporation (PDIC), to General Cable Corporation for US$735
million, including the acquisition of minority interests
recently acquired by FCX.  PDIC operates factories and
distribution centers in 19 countries throughout Latin America,
Asia and Africa and is engaged in the manufacturing and
distribution of engineered products, principally for the global
energy sector.

Richard C. Adkerson, Chief Executive Officer, said: "The PDIC
team has built a strong business serving customers with high
quality products in growing international markets.  We are
pleased to have reached agreement with General Cable to continue
this over 50-year tradition of excellence.  The transaction will
provide FCX with significant cash proceeds and is consistent
with our strategy to focus our resources on the exciting
opportunities that exist in our mining operations and
development projects in the Americas, Indonesia and Africa."

Under the terms of the transaction, General Cable will acquire
100 percent of the shares held by FCX and its subsidiaries in
the entities comprising the wire and cable business.  The
purchase price is subject to adjustment to take into account the
net effect of dividends from and capital contributions to the
entities being acquired since March 31, 2007.  The transaction
is subject to regulatory approvals and other customary closing
conditions and is expected to close in the fourth quarter of
2007.

FCX expects to use the net proceeds (estimated to approximate
US$620 million after taxes and other transaction related items)
to repay debt.  The sales price of the PDIC operations will be
evaluated in connection with our ongoing allocation of the
purchase price of Phelps Dodge to the assets acquired in that
transaction on March 19, 2007.  The sale of PDIC is not expected
to result in any material gain or loss.

BlackEagle Advisors LLC acted as financial advisor to FCX in
connection with this transaction.

                       About General Cable

Headquartered in Highland Heights, Kentucky, General Cable
Corporation (NYSE: BGC) -- http://www.generalcable.com/-- makes
aluminum, copper, and fiber-optic wire and cable products.  It
has three operating segments: industrial and specialty (wire and
cable products conduct electrical current for industrial and
commercial power and control applications); energy (cables used
for low-, medium- and high-voltage power distribution and power
transmission products); and communications (wire for low-voltage
signals for voice, data, video, and control applications).
Brand names include Carol and Brand Rex.  It also produces power
cables, automotive wire, mining cables, and custom-designed
cables for medical equipment and other products.  General Cable
has locations in China, Australia, France, Brazil, the Dominican
Republic and Spain.

                     About Freeport-McMoRan

Freeport-McMoRan Copper & Gold Inc. (NYSE: FCX)
-- http://www.fcx.com/-- is an international mining industry
leader based in North America with large, long-lived,
geographically diverse assets and significant proven and
probable reserves of copper, gold and molybdenum.  Freeport-
McMoRan has one of the most dynamic portfolios of operating,
expansion and growth projects in the copper mining industry.
The Grasberg mine in Indonesia, the world's largest copper and
gold mine in terms of reserves, is the company's key asset.
Freeport-McMoRan also operates significant mining operations in
North and South America and is developing the world-class Tenke
Fungurume project in the Democratic Republic of Congo.

The completion of Freeport-McMoran's acquisition further expands
the company's global operations.  The former Phelps Dodge Corp.
has mining operations in Chile, Peru, Colombia, Venezuela and
Ecuador, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 19, 2007, Standard & Poor's Rating Services revised its
outlooks on Freeport-McMoRan Copper & Gold Inc. and its recently
acquired Phelps Dodge Corp. to positive from stable and affirmed
all ratings, including the 'BB+' corporate credit ratings.


PETROECUADOR: Resumes Biding Process for Marginal Oilfields
-----------------------------------------------------------
The Ecuadorian energy and ministry said in a statement that the
government has continued the bidding process for state-run oil
firm Petroecuador's marginal oilfields.

According to the ministry's statement, the fields to be awarded
are:

          -- Armadillo,
          -- Pucuna,
          -- Puma,
          -- Tetete-Tapi-Frontera, and
          -- Singue.

Minister Galo Chiriboga told Business News Americas that
Petroecuador's special tenders committee will hold a meeting on
Sept. 17, 2007, to award the fields after legal issues were
resolved.

The announcement of winners for the oilfields was initially set
for November 2006.  However, it was postponed due to a lack of
quorum, BNamericas relates, citing a Petroecuador spokesperson.

Investment in the fields will total US$220 million to boost oil
production to 10,000 barrels per day next year, the ministry
said in a statement.

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


* ECUADOR: Deciding on Oilfield Ownership Dispute with Brazil
-------------------------------------------------------------
Ecuadorian oil minister Galo Chiriboga told Reuters that the
government will still decide on oilfield ownership dispute with
Brazilian state-run oil firm Petroleo Brasileiro.

Palo Azul was mistakenly granted to Petroleo Brasileiro as a
shared oilfield.  The main oil reserve was shared by both the
firm and Ecuadorian counterpart Petroecuador, which owned an
adjacent block.

Ecuadorian President Rafael Correa told Reuters that the
government will renegotiate its contract with Petroleo
Brasileiro over findings that the company lacked the rights to
run the 35,000 barrels-per-day Palo Azul oifield.

Minister Chiriboga commented to journalists, "It's impossible
for me to make a decision about these opinions, even about the
president's version.  There is an ongoing investigation about
this that will eventually reach the minister."

Minister Chiriboga told Reuters that he will reach a decision
over the ownership of the field after the investigation.

The government will continue with renegotiating a contract to
increase the state share of oil revenues, Reuters notes, citing
Minister Chiriboga.  The government will be launching contract
renegotiations with Spain's Repsol YPF and China's Andes
Petroleum.

                  About Petroleo Brasileiro

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

                        *     *     *

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

In addition, these ratings were downgraded:

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

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

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

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


* ECUADOR: Will Launch Oil Contract Renegotiation
-------------------------------------------------
The Ecuadorian energy and mines ministry said in a statement
that the government will launch a renegotiation of oil
agreements.

Business News Americas relates that President Rafael Correa
formed a "commission to audit oil contracts with a focus on
investigating contractual compliance including operational and
environmental performance."  At team of technicians from state-
owned oil firm Petroecuador's oil-contracting unit, lawyers from
the ministry and attorney general's office, the comptroller
general and financial analysts will be created for the
renegotiation.

Energy and mines ministry Galo Chiriboga told BNamericas that
the negotiations will start with:

          -- Andes Petroleum,
          -- Canada Grande,
          -- Petrooriental,
          -- Repsol YPF, and Perenco.

Minister Chiriboga explained to BNamericas that the companies
showed their willingness to start the contract renegotiation
process.

Minister Chiriboga commented to BNamericas, "The philosophy of
this renegotiation is to guarantee legal security for the state
as well the contracted companies within a negotiated framework
that will benefit the oil companies as well as the Ecuadorian
state."

According to the ministry's statement, the renegotiated
contracts will take effect for five years.

                        *     *     *

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

In addition, these ratings were downgraded:

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

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

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

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




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


AFFILIATED COMPUTER: Extends Contract with Hawaii Medicaid
----------------------------------------------------------
Affiliated Computer Services Inc. has extended contract with the
Hawaii Department of Human Services' Med-QUEST Division to
continue providing fiscal agent and pharmacy benefits management
(PBM) services to the state's Medicaid program.  The six-month
extensions of the two contracts are valued at a combined US$6.4
million.

ACS has provided fiscal agent and PBM services to Hawaii's
Medicaid program since 2001.

"We value our partnership with Med-QUEST and look forward to
continuing to serve the needs of Hawaiians across the state,"
said Christopher T. Deelsnyder, ACS senior vice president and
managing director, Government Healthcare Solutions.  "ACS is
known for listening to our customers, determining their business
requirements, and implementing innovative solutions for the
recipients, providers, and taxpayers in the states we serve."

Fiscal agent services provided include:

   * mailroom, claims receipt, sorting, screening and imaging;
   * third party liability;
   * claims entry, optical character recognition, claims
     resolution and adjustment;
   * prior authorization data entry; provider remittance advice
     and distribution;
   * claims payment (check and Electronic Funds Transfer) cash
     control and bank accounts;
   * provider call center, training, and publications;
   * Electronic Data Interchange claims submission;
   * automated PA entry for waiver services;
   * quality assurance and report card;
   * Automated Voice Response for eligibility verification; and
   * ID card processing.

PBM services include pharmacy claims processing, automated prior
authorizations, call center prior authorizations, drug rebate
administration, a Healthcare Common Procedure Coding System
(HCPCS) crosswalk table, and help desk services.

                  About Affiliated Computer

Affiliated Computer Services Inc. (NYSE: ACS) --
http://www.AffiliatedComputer-inc.com/ -- provides business
process outsourcing and information technology solutions to
world-class commercial and government clients.  The company has
more than 58,000 employees supporting client operations in
nearly 100 countries.  The company has global operations in
Brazil, China, Dominican Republic, India, Guatemala, Ireland,
Philippines, Poland, and Singapore.

                        *     *     *

Affiliated Computer Services currently carries Fitch Ratings' BB
Issuer Default Rating.




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


ALASKA AIRLINES: To Acquire Hawaiian Vacations' Assets
------------------------------------------------------
Alaska Airlines has agreed to acquire certain assets of Hawaiian
Vacations, Inc., for an undisclosed amount.  Other terms of the
deal were not disclosed.

Alaska Airlines has also said it now directly offers a full line
of Alaska-Hawaii vacation packages in conjunction with its daily
Anchorage-Honolulu service starting Dec. 9. Reservations for
Hawaii travel packages are available at http://www.alaskaair.com
or by calling (800) ALASKAAIR.

"Hawaiian Vacations has served Alaskan customers well for 25
years, and we're looking forward to continuing that tradition,"
said Bill MacKay, Alaska Airlines' senior vice president for the
state of Alaska.  "Our new Hawaii packages offer the flexibility
of flying any day of the week and the opportunity to earn or
redeem Alaska Airlines Mileage Plan miles for flights."

John Hardwick, Hawaiian Vacations' founder and president, said
Alaska's acquisition of its current bookings, brand and Web
presence will enhance the Hawaii vacation possibilities for
Alaskans.  "We owe thanks or 'Mahalo' to our employees who have
served our customers so well, and know Alaska Airlines Vacations
will do an excellent job serving customers in the years ahead,"
he said.

Under the agreement, beginning Jan. 13, 2008, Hawaiian Vacations
will no longer market Hawaii vacation packages or charter
flights.

Customers with Hawaiian Vacations reservations for travel
starting Jan. 13 will be contacted by Hawaiian Vacations to
arrange a transition to Alaska Airlines flights.  Customers with
reservations through Jan. 12 will not experience itinerary
changes.  More information for Hawaiian Vacations customers is
available at http://wwww.hawaiianvacations.comor by calling
(907) 261-2700 from Anchorage or (800) 770-2700 toll free from
other locations.

The acquisition is expected to close later this month, while the
transition of operations is expected to be completed in February
2008.  Alaska Airlines will provide information about airline
career opportunities to Hawaiian Vacations' 19 Anchorage-based
employees.

In May, Alaska Airlines announced daily service starting Dec. 9
between Anchorage and Honolulu. Flights will depart Anchorage at
3:20 p.m. Alaska time and arrive in Honolulu at 8:40 p.m. Hawaii
time.  Return flights will depart at 10:10 p.m. Hawaii time and
arrive at 5:30 a.m. Alaska time.  Alaska also will offer daily
flights between Seattle and Honolulu beginning Oct. 12 and
between Seattle and Lihue on the island of Kauai starting
Oct. 28.

Seattle, Washington-based Alaska Air Group, Inc. (NYSE: ALK) --
http://alaskaair.com/-- is a holding company with two principal
subsidiaries, Alaska Airlines, Inc. and Horizon Air Industries,
Inc.  Alaska operates an all-jet fleet with an average passenger
trip length of 1,009 miles.  Alaska principally serves
destinations in the state of Alaska and North/South service
between cities in the Western United States, Canada, and Mexico.
Horizon operates jet and turboprop aircraft with average
passenger trip of 382 miles.  Horizon serves 40 cities in seven
states and six cities in Canada.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 6, 2006,
Moody's Investors Service affirmed the corporate family rating
of Alaska Air Group, Inc. and the Equipment Trust Certificate
rating of Alaska Airlines, Inc. at B1, and changed the outlook
to stable from negative.


BALLY TOTAL: AGT Crunch, et al. Balk at Modified Plan
-----------------------------------------------------
Several creditors filed objections to Bally Total Fitness
Holding Corporation and its debtor-affiliates' disclosure
statement and accompanying Modified First Amended Joint
Prepackaged Plan of Reorganization.

A. AGT Crunch

Counsel for AGT Crunch Acquisition LLC, Glenn E. Siegel, Esq.,
at Dechert LLP, in New York, states that the Debtors' proposed
Plan is not feasible under Section 1129(a)(11) of the Bankruptcy
Code because it does not make adequate allowance for the payment
of AGT Crunch's disputed claim.

As previously reported, AGT Crunch has a litigation claim in
excess of US$10,000,000 against the Debtors.

Under the Plan, AGT Crunch's Claim is treated under Class 3 --
Unimpaired Unsecured Claims.  Class 3 claimholders are presumed
to accept the Plan and are not entitled to vote.  Class 3 Claims
incurred by the applicable Debtor in the ordinary course of
business may be paid in the ordinary course of business in
accordance with the terms and conditions of any relating
agreements, without further notice to or order of the U.S.
Bankruptcy Court for the Southern District of New York
in Manhattan.

Mr. Siegel notes that in essence, the Plan provides that on the
initial distribution date, in full and final satisfaction of the
claims, each Holder of an Allowed Class 3 Claim would receive
Cash in an amount equal to the Holder's Allowed Class 3 Claim.
However, the Plan fails to provide any real reserve for
contingent, disputed or liquidate claims, he adds.

"In the absence of an adequate reserve, [AGT] Crunch seriously
questions whether it will be paid in full, like all other
unsecured creditors," Mr. Siegel asks the Court.

Moreover, he says, the Plan and its accompanying disclosure
statement do not provide any evidence that funds will be
available to pay a large litigation judgment.  "[A] judgment in
the magnitude of AGT Crunch's claim could cause a default under
the Debtors' exit financing agreement, Mr. Siegel tells Judge
Lifland.

B. Messrs. Dwyer and Hillman

John W. Dwyer and Lee S. Hillman, former officers of Bally Total
Fitness Holding Corporation, states that the Plan with the
enhancements provided by Harbinger Capital Partners Master
Fund I, Ltd. and Harbinger Capital Partners Special Situations
Fund L.P. represents a significant advance over the initial plan
filed by the Debtors.  However, the Plan still falls short of
the requirements imposed by the Bankruptcy Code for confirmation
of a plan of reorganization in at least four respects, Stephen
L. Ascher, Esq., at Jenner & Block LLP, in New York, explains.

Specifically, Mr. Ascher says:

   * the Plan places Messrs. Dwyer and Hillman's indemnification
     claims in classes consisting of other claims to which they
     are not substantially similar, contrary to the Bankruptcy
     Code;

   * the Plan proposes various amendments to the current and
     existing Restated Certificate of Incorporation, which is
     prohibited by Delaware state law, which in turn, governs
     the affairs of the reorganized company;

   * Mr. Dwyer's claim for damages arising from the Debtors'
     failure to honor its obligations under certain options
     contracts, and Mr. Hillman's claim for damages arising from
     Bally's failure to maintain a registration statement
     relating to certain warrants are improperly classified; and

   * the Plan calls for claims for rejection damages to be
     placed in a class separate from the Unimpaired Unsecured
     Claims, contrary to the Bankruptcy Code provisions.

Under Bally's amended and restated bylaws, and certain other
indemnification agreements, the Debtors agreed to indemnify
Messrs. Dwyer and Hillman, Mr. Ascher tells Judge Lifland.

When Messrs. Dwyer and Hillman resigned from their positions,
their individual separation agreements reaffirmed the Debtors'
obligation to indemnify the Former Officers based on their
individual acts or omissions during each of their tenure as an
officer or director for Bally.

Between May 2004 and April 2006, several lawsuits were commenced
against the Former Officers relating to their alleged acts or
omissions as part of their service as officers or directors of
the Debtors.

C. Novi Town Center Investors

Novi Town Center Investors LLC are parties to an unexpired
lease, which the Debtors intend to assume under the Plan.

Richard J. Bernard, Esq., at Baker & Hostetler LLP, in New York,
states that Novi Town objects to the Debtors' proposed Plan, to
the extent that the Plan provides for release by Novi Town of
"any claims, demands, debts, rights, causes of Action or
liabilities under the Lease which is being assured pursuant to
the terms of the Proposed Plan."

Mr. Bernard notes that the proposed release improperly fails to
contain a similar exclusion and, so, contravenes the
requirements of Section 365 of the Bankruptcy Code in respect of
cure and adequate assurance of future performance.

Novi Town reserves its rights in respect of cure amounts and
resolution procedures, Mr. Bernard adds.  Novi Town, he
explains, has not received payment for the September 2007 rent
yet, which constitutes an administrative expense of the Debtors.
Novi Town is entitled to payment by the effective date of the
Proposed Plan, and would be otherwise required as part of Novi
Town's monetary cure.

D. Pima County

Pima County is a secured creditor in the Debtors' Chapter 11
proceedings asserting US$6,704 for personal property tax, for
the year 2007.

According to German Yusufov, deputy county attorney for Pima
County's civil division, Pima County's Claim continues to accrue
interest at a statutory rate of 16% per annum, prorated monthly.

Pima County objects to confirmation of the Debtors' proposed
Plan because it does not provide for the County's statutory
interest rate of 16%, Mr. Yusufov says.

E. The Mattone Group

The Mattone Group Ltd. and The Mattone Group Jamaica, Co. LLC,
are parties to a non-residential real property lease with Jack
La Lanne Fitness Centers, Inc., one of the Debtors.

The Mattone Group asserts that the Debtors them US$74,296 for
basic rent and related expenses under the Lease, which includes
fees and expenses incurred by Mattone in connection with the
Debtors' Chapter 11 proceedings.

The Mattone Group are certain that they will be able to resolve
all of their disputes and issues with the Debtors, Andrew I.
Silfen, Esq., at Arent Fox LLP, in New York, states.  However,
in the event a consensual resolution is not achieved, Mattone
presents to the Court, their limited objection to the Debtors'
proposed Plan.

Specifically, The Mattone Group asserts that the Disclosure
Statement and the Plan do not indemnify the amounts the Debtors
intend to cure on the effective date of the Plan.  Thus, even if
Mattone were assured that the Debtors intended to assume the
Lease, the Plan and the Disclosure Statement provide no
mechanism by which Mattone can determine if there is a dispute,
and the amount of any discrepancy.

If The Mattone Group disputes the cure amount alleged by the
Debtors, under the Plan and Disclosure Statement, it could be
required to litigate the issue outside the Bankruptcy Court,
notes Mr. Silfen.

"This is impermissible under the Bankruptcy Code," Mr. Silfen
asserts.  "It can serve no purpose other than to frustrate the
legitimate efforts of Mattone and other landlords to exercise
their rights under Section 365 of the Bankruptcy Code."

The Mattone Group, therefore, objects to confirmation of the
Plan because it would permit the Debtors to avoid their
obligations to cure the Lease, if assumed.

F. Objecting Landlords

Various landlords ask the Court to deny approval of the
Debtors' Disclosure Statement, arguing that it doesn't provide
adequate information as required under Section 1125 of the
Bankruptcy Code.

Kevin M. Newman, Esq., at Menter, Rudin & Trivelpiece, PC, in
Syracuse, New York, counsel for Inland Commercial Property
Management, Inc., states that under the Debtors' proposed
Disclosure Statement, the Plan provides that all unexpired
leases to which the Debtors are party to, will be deemed assumed
on the effective date of the Plan, unless the leases are
rejected prior to the Effective Date.  Moreover, the Disclosure
Statement provides that the Debtors will cure monetary defaults
existing under assumed unexpired leases on the Effective Date.

However, the Debtors do not identify the amounts they intend to
cure in either the Disclosure Statement or the Plan, notes Mr.
Newman.

"The Disclosure Statement fails to provide the Objecting
Landlords with adequate information of the process by which
proposed cure amounts will be identified, disputed and paid
under the Plan," he says.

Mr. Newman also notes that under the Plan, if a dispute exists
with respect to any amount necessary to cure the the defaults,
the cure amount will be paid upon resolution of the dispute.

"Again, there is nothing in the Disclosure Statement or the Plan
that identifies the amounts to be paid by the Debtors to cure
defaults under assumed leases in order to determine if a dispute
exists, nor are any firm deadlines set forth by which disputes
must occur," Mr. Newman contends. "Any dispute as to cure
amounts to be paid in connection with the assumption of the
Leases should be decided by this Court if the parties cannot
work out their disputes."

Certain Objecting Landlords also object to the Disclosure
Statement and Plan to the extent that the Plan restructuring
transactions permit the Debtors to assign any of the Leases to
non-debtor third parties in a way that eliminates any guarantees
that have been executed by the Debtors in connection with the
Leases.

Dustin P. Branch, Esq., at Katten Muchin Rosenman LLP, in Los
Angeles, California, counsel for RREEF USA Funds and West Valley
Properties, Inc., contends that the Debtors may not assume the
Leases unless there is adequate assurance of future performance,
as required by Section 365(b) of the Bankruptcy Code.

The Objecting Landlords, and their Leases' cure amounts, if any,
are:

   Objecting Landlords                              Cure Amounts
   -------------------                              ------------
   Inland Commercial Property, managing agent for:
      Six Corners Shopping Center                      US$85,576
      Park Center Plaza                                   32,261
      Chatham Ridge Shopping Center                       22,804
      University & Dunlap                                176,721

   Inland U.S. Management, managing agent for:
      Towson Circle                                       56,217
      Lincoln Plaza                                       38,283

   Thrifty Payless, Inc.                                  41,227

   PREIT Services LLC, managing agent for:
      PR North Dartmouth LLC                              26,329
      PR Prince Georges Plaza LLC                              -

   RREEF USA Funds' Deerbrook Shopping Mall               77,000

   West Valley Properties Inc.'s The Terraces              5,751

   The Taubman Landlords                                       -

   Sywest Development, asset manager for:
      Contra Costa Retail Center, LLC                     41,472

   CLPV, LLC                                                   -

   Hawthorne LP                                           20,141

   Wheaton Plaza Regional Shopping Center LLP             62,362

   Centro Property Group                                       -

   Federal Realty Investment Trust                             -

   Simon Property Group Inc.                             199,591

   Waterways Plaza LLC                                   185,882


G. High Definition and Waterways

High Definition Realty LLC and Waterways Plaza LLC object to the
the Debtors' Disclosure Statement and Plan because neither of
the two specifically address the effects of a blanket assumption
of all leases, and leases in which the Debtors are in default of
a non-monetary obligation that cannot be cured.

Contrary to the Debtors' assertion that the reorganization
process would not affect the landlords of their facilities, the
Debtors asked the Court to approve their application to employ
Hilco Real Estate LLC as their real estate consultant, notes Mr.
Hall.

Hilco's employment, he asserts, evidences an intent by the
Debtors to utilize the bankruptcy process to affect the rights
of the Landlords, and creates doubt that the Debtors intend to
comply with Section 365(d)(4) of the Bankruptcy Code.

Hence, notes Mr. Hall, the Disclosure Statement does not provide
adequate information because it fails to inform creditors that
the Debtors have hired a consulting firm whose function is to
the change the Debtors' relationship with the Landlords of the
Leased properties, even though the Debtors have stated an intent
to assume all leases.

In addition, High Definition and Waterways Plaza have
essentially the same objections to the Disclosure Statement as
the Objecting Landlords.

Against this backdrop, the High Definition and Waterways Plaza
ask the Court to deny:

   * approval of the Debtors' Disclosure Statement;
   * confirmation of the Debtors' Plan; and
   * assumption of the High Definition and Waterways Plaza Lease
     Agreements.

                  About Bally Total Fitness

Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/--
operates fitness centers in the U.S., with over 375 facilities
located in 26 states, Mexico, Canada, Korea, China and the
Caribbean under the Bally Total Fitness(R), Bally Sports
Clubs(R) and Sports Clubs of Canada (R) brands.  Bally Total and
its affiliates filed for chapter 11 protection on July 31, 2007
(Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite
number of votes in favor of their pre-packaged chapter 11 plan.
Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents
the Debtors in their restructuring efforts.  As of
June 30, 2007, the Debtors had US$408,546,205 in total assets
and US$1,825,941,546 in total liabilities.

The Debtors filed their Joint Prepackaged Plan & Disclosure
Statement on July 31, 2007.  On Aug. 13, 2007, they filed an
Amended Joint Prepackaged Plan and on Aug. 17 filed a Modified
Amended Prepackaged Plan.  The hearing to consider confirmation
of the Debtors' prepackaged plan is set for Sept. 17, 2007.
(Bally Total Fitness Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Services Inc. http://bankrupt.com/newsstand/or
215/945-7000)


BALLY TOTAL: Files Supplement to Modified First Amended Plan
------------------------------------------------------------
Bally Total Fitness Holding Corporation and its debtor-
affiliates delivered to the U.S. Bankruptcy Court for the
Southern District of New York in Manhattan a copy of their
Liquidation Analysis, to supplement their Modified First Amended
Joint Prepackaged Chapter 11 Plan of Reorganization.

David S. Heller, Esq., at Latham & Watkins LLP, in Chicago,
Illinois, explains that the initial Liquidation Analysis filed
on July 31, 2007, inadvertently omitted certain portions.

The Debtors' Liquidation Analysis states that the Plan meets the
"best interest of creditors" test as set forth in Section
1129(a)(7) of the Bankruptcy Code.

The Liquidation Analysis was prepared by the Debtors'
management, with the assistance of their professionals, and
assumes the case would convert to Chapter 7 soon after initially
filing for Chapter 11.  The Analysis provides that:

   * priority unsecured claims are assumed to be paid from the
     net proceeds available, if any, after the payment of
     liquidation costs, secured claims, and administrative
     claims;

   * Prepetition Senior Notes Claims are assumed to be paid on a
     pro rata basis from the net proceeds available for all
     unsecured creditors, plus the pro rata distribution that
     would be payable with regard to the Prepetition Senior
     Subordinated Notes Claims absent the subordination
     provisions in the Prepetition Senior Subordinated Notes
     Indenture;

   * although unsecured claims against only Bally Total Fitness
     Holding Corporation would likely receive a smaller
     distribution in a liquidation than unsecured claims against
     the Affiliate Debtors because Bally is a holding company
     with limited assets, for the purposes of the Liquidation
     Analysis, it is assumed that all unsecured claims will be
     paid on a pro rata basis from the net proceeds available
     for all unsecured creditors; and

   * no pro rata proceeds are estimated to be available solely
     for the Prepetition Senior Subordinated Notes Claims.

A full-text copy of the Debtors' Liquidation Analysis is
available for free at http://researcharchives.com/t/s?234e

The Debtors believe the Liquidation Analysis and the conclusions
set forth in the Analysis are fair and accurate, and represent
management's best judgment with regard to the results of a
Chapter 7 liquidation of the Debtors.

                 Bally Board of Directors

The Debtors were scheduled to identify the members of their
board of directors in a supplemental filing that was supposed to
be submitted to the Court on Sept. 7, 2007.

However, the Plan Supplement is not yet final, Mr. Heller tells
Judge Lifland.

The Debtors will file the Plan Supplement as soon as possible,
before the confirmation hearing on the Debtors' Plan scheduled
for Sept. 17, 2007, Mr. Heller adds.

                  About Bally Total Fitness

Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/--
operates fitness centers in the U.S., with over 375 facilities
located in 26 states, Mexico, Canada, Korea, China and the
Caribbean under the Bally Total Fitness(R), Bally Sports
Clubs(R) and Sports Clubs of Canada (R) brands.  Bally Total and
its affiliates filed for chapter 11 protection on July 31, 2007
(Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite
number of votes in favor of their pre-packaged chapter 11 plan.
Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents
the Debtors in their restructuring efforts.  As of
June 30, 2007, the Debtors had US$408,546,205 in total assets
and US$1,825,941,546 in total liabilities.

The Debtors filed their Joint Prepackaged Plan & Disclosure
Statement on July 31, 2007.  On Aug. 13, 2007, they filed an
Amended Joint Prepackaged Plan and on Aug. 17 filed a Modified
Amended Prepackaged Plan.  The hearing to consider confirmation
of the Debtors' prepackaged plan is set for Sept. 17, 2007.
(Bally Total Fitness Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Services Inc. http://bankrupt.com/newsstand/or
215/945-7000)


BALLY TOTAL: Asks Court to Deny Prepayment of Premium Claims
------------------------------------------------------------
Last month, the U.S. Bankruptcy Court for the Southern District
of New York in Manhattan approved, on a final basis, Bally Total
Fitness Holding Corporation and its debtor-affiliates' request
to obtain secured postpetition financing for US$292,000,000 from
Morgan Stanley Senior Funding Inc.

The Court's DIP Order provided the Debtors with authority to
enter into a US$292,000,000 DIP financing facility comprised of
a US$50,000,000 revolver and a US$242,000,000, pursuant to a
superpriority secured DIP financing agreement -- the DIP Credit
Agreement.

David S. Heller, Esq., at Latham & Watkins LLP, in Chicago,
Illinois, states that the DIP Facility has been consummated, and
most of the proceeds have been used to repay obligations owed to
the Debtors' prepetition secured lenders, under a US$284,000,000
Prepetition Credit Facility.

Pursuant to the terms of the DIP Facility, certain Prepetition
Secured Lenders that participated in the DIP Facility elected to
waive their Prepayment Premium Claims in exchange for the
payment of a lender participation fee equal to 0.125% of the
greater of their prepetition loan obligations or their financing
commitments under the DIP Facility.

However, as reflected in the Court's DIP Order, the other
Prepetition Secured Lenders retained their right to assert their
Prepayment Premium Claims, and the Debtors reserved their right
to dispute any of the claims.

Accordingly, the Debtors object to the allowance of any
Prepetition Premium Claims that may be asserted by a Non-Waiving
Prepetition Secured Lender, and ask the Court to deny the
payment of the Prepayment Premium Claims.

To avoid delay in the refinancing of the Prepetition Credit
Facility, the Debtors and JPMorgan Chase Bank, N.A. -- the
Prepetition Agent -- on behalf of the Non-Waiving Prepetition
Secured Lenders, have agreed to escrow the aggregate amount at
issue.

Pursuant to the DIP Order, the Parties also agree that:

   * on or before Sept. 12, 2007, any Non-Waiving Prepetition
     Secured Lender wishing to assert a Prepayment Premium Claim
     must file a response to the Debtors' Objection; and

   * any Non-Waiving Prepetition Secured Lender which fails to
     file a timely response will be barred from asserting and
     deemed to have waived its Prepayment Premium Claim.

The Court will convene a hearing on Sept. 17, 2007, to
determine the allowability of the Prepayment Premium Claims
asserted by the Non-Waiving Prepetition Secured Lenders that
filed timely responses to the Debtors' Objection.

                 About Bally Total Fitness

Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(Pink Sheets: BFTH.PK) -- http://www.ballyfitness.com/--
operates fitness centers in the U.S., with over 375 facilities
located in 26 states, Mexico, Canada, Korea, China and the
Caribbean under the Bally Total Fitness(R), Bally Sports
Clubs(R) and Sports Clubs of Canada (R) brands.  Bally Total and
its affiliates filed for chapter 11 protection on July 31, 2007
(Bankr. S.D.N.Y. Case No. 07-12396) after obtaining requisite
number of votes in favor of their pre-packaged chapter 11 plan.
Joseph Furst, III, Esq. at Latham & Watkins, L.L.P. represents
the Debtors in their restructuring efforts.  As of
June 30, 2007, the Debtors had US$408,546,205 in total assets
and US$1,825,941,546 in total liabilities.

The Debtors filed their Joint Prepackaged Plan & Disclosure
Statement on July 31, 2007.  On Aug. 13, 2007, they filed an
Amended Joint Prepackaged Plan and on Aug. 17 filed a Modified
Amended Prepackaged Plan.  The hearing to consider confirmation
of the Debtors' prepackaged plan is set for Sept. 17, 2007.
(Bally Total Fitness Bankruptcy News, Issue No. 8; Bankruptcy
Creditors' Services Inc. http://bankrupt.com/newsstand/or
215/945-7000)


BLOCKBUSTER INC: Names Tom Casey as VP & Chief Financial Officer
----------------------------------------------------------------
Blockbuster Inc. has appointed Thomas M. Casey as the company's
new Executive Vice President and Chief Financial Officer.

Most recently a managing director for Deutsche Bank Securities,
Inc., Mr. Casey was responsible for the bank's retail industry
relationships in North America and, in that capacity over the
course of the past nine years, served as a strategic financial
advisor to some of the world's largest companies in the retail
entertainment, food and drug, convenience store, food wholesale
and foodservice industries.

Prior to Deutsche Bank, Mr. Casey held investment banking
positions with Citigroup, Merrill Lynch, and Dillon Read & Co.

"Throughout his more than 20-year career, Tom has been
instrumental in helping some of the world's largest companies
successfully formulate their financial and strategic business
plans for the future," said Jim Keyes, Blockbuster Chairman and
Chief Executive Officer  "We are very excited to have Tom join
our executive team and believe he will contribute significantly
to our efforts to pursue the profitable transformation of
Blockbuster from a video retailer into a completely convenient
source for media entertainment."

In his new position, Mr. Casey will have responsibility for
Blockbuster's financial, accounting and internal audit
functions.

Mr. Casey earned a Bachelor of Science degree from the U.S.
Naval Academy, served as an officer in the U.S. Navy and
received his MBA from Harvard Business School.

As of the end of September, Larry Zine, Executive Vice
President, Chief Financial Officer and Chief Administrative
Officer, who has been with the company since 1999, will be
retiring from Blockbuster.

"We appreciate Larry's leadership and his many contributions to
Blockbuster over the past eight years," said Mr. Keyes.

                   About Blockbuster Inc.

Headquartered in Dallas, Texas, Blockbuster Inc. (NYSE: BBI,
BBI.B) -- http://www.blockbuster.com/-- provides in-home movie
and game entertainment, with more than 9,000 stores throughout
the Americas, Europe, Asia and Australia.  The company maintains
operations in Brazil, Mexico, Denmark, Italy, Taiwan, Australia,
among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 8, 2007, Moody's Investors Service downgraded Blockbuster
Inc.'s corporate family rating to Caa1, its senior secured
credit facilities to B3, and speculative grade liquidity rating
to SGL-4.  In addition, Moody's affirmed the senior subordinated
notes rating at Caa2.  Moody's said the rating outlook remains
negative.


INT'L RECTIFIER: S&P Holds BB Corporate Rating on CreditWatch
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB' corporate
credit rating on International Rectifier Corp. remains on
CreditWatch with negative implications.  The company has stated
that it cannot timely file its form 10-K for the June 30, 2007
fiscal year, because of an ongoing investigation, led by
International Rectifier's audit committee, into the company's
financial reporting at a foreign subsidiary and related material
weaknesses in internal controls.  As a result of the
investigation, as well as accounting issues related to
restructuring costs and tax matters, the company will need to
restate prior years' financial statements.

"The ratings originally were placed on CreditWatch on
April 9, 2007, when the matter was first disclosed;
subsequently, the company extended the period of time during
which its financial results were not to be relied upon,
extending back to fiscal 2002," said S&P's credit analyst Bruce
Hyman.

Additionally, the company's chief financial officer and certain
sales executives have left the company, and the Chief Executive
Officer has been placed on leave.  The company has further found
that cash tax liabilities may exceed US$75 million, while its
cash outlays related to the investigation have been substantial.
While the quality of both accounting and corporate governance
remain analytical concerns, the company is believed to have
sufficient operating liquidity (net cash was over US$500 million
at Dec. 31, 2006, the last-filed financial statement date) and
has no debt, which should cushion the downside risk to the
corporate credit rating.  S&P's will continue to monitor events
to assess the effect on our ratings on International Rectifier.

Headquartered in El Segundo, California, International Rectifier
Corporation (NYSE:IRF) -- http://www.irf.com/-- provides
enabling technologies for products that work smarter, run
cooler, and raise the world's productivity-per-watt.  It has
manufacturing facilities in the U.S., Mexico, United Kingdom,
Germany and Italy; and has subsidiaries in Japan and Singapore.




=================
N I C A R A G U A
=================


XEROX CORPORATION: To Acquire Advectis for US$32 Million
--------------------------------------------------------
Xerox Corporation plans to buy Advectis(R), Inc. for US$32
million.  Advectis is the provider of one of the mortgage
industry's most widely-used solutions for electronic document
collaboration.

Xerox's expertise in document outsourcing and services led the
company to Advectis, a privately-owned business based in
Atlanta.  In a predominately paper-based industry, Advectis'
Web-based BlitzDocs Collaboration Suite helps lenders, brokers
and investors manage the process needed to underwrite, audit,
collaborate, deliver and archive loan documents electronically.
Taking paper out of the process, the BlitzDocs(R) patented
technology helps users reduce costs associated with the lending
process, deliver better service, decrease credit risk by
improving documentation processes and build a competitive
advantage in capturing new loan applications.

"Anyone who has ever bought a home knows that the mortgage
business is dependent on paper.  Filling out an extensive number
of forms is time and labor-intensive work," said John Kelly,
president, Xerox Global Services North America.  "We're looking
to help clients reduce costs and transform their business by
offering a better experience for both end-users and operations.
Xerox's expertise in automating document processes is an ideal
fit with Advectis' BlitzDocs paperless solution for mortgages.
In an industry that is ripe for change, Advectis offers
technology that improves productivity for its users while giving
lenders better control of their processes."

According to Craig Focardi, research area director for the
retail banking practice of research firm TowerGroup, "Enterprise
content management systems are reducing the great paper chase in
loan origination, where a lender controls the paper loan file
and manually redistributes documents multiple times to multiple
parties.  Lenders are increasingly adopting document imaging and
electronic content management as a major area of cost savings,
faster loan processing and improved customer service."

The amount of paper associated with this industry leads to
inefficient processes which, best case, are productivity drains
and, worst case, can lead to a loss of control in the quality of
the loans.  TowerGroup estimates document management costs in
loan origination totaled US$3.2 billion last year.

A BlitzDocs electronic loan folder mirrors the paper loan folder
used today but improves efficiencies in the loan cycle, allowing
mortgage participants to view and process online documents
anytime, anywhere.  Clients benefit from a network with more
than 35,000 broker shops, the top seven mortgage insurance
companies and four of the top due diligence providers.

"With this acquisition, Advectis is positioned to create even
stronger offerings, services and technologies for our clients,"
said Greg Smith, co-founder and chief executive officer of
Advectis.  "Partnering with Xerox makes perfect sense for the
future of our business.  Our combined expertise and resources
means increased collaboration and decreased loan processing
costs for BlitzDocs users."

Advectis was founded in 2000 and currently employs about 41
people, most of whom are based at the company's headquarters in
Atlanta.  Upon completion of the acquisition, all employees are
expected to join Xerox. Smith will remain head of the
organization, reporting to Kelly.

Xerox's all-cash purchase of Advectis also includes an
additional performance-based supplement to the sale price.  The
acquisition is expected to close in the next 30 days, subject to
customary closing conditions.

Xerox's industry-leading document technology and services
portfolio includes consulting and outsourcing services, records
management, digital imaging, e-discovery for litigation support
and managed services in more than 160 countries.

Through its acquisition strategy, Xerox is identifying
successful companies whose offerings align with Xerox's
commitment to innovation and reducing the complexity of document
management.  Last year, Xerox acquired Amici LLC, a leading
provider of electronic-discovery services, primarily supporting
litigation and regulatory compliance, and XMPie, which provides
variable information software for the graphic arts and marketing
industries.

                       About Xerox Corp.

Headquartered in Stamford, Connecticut, Xerox Corp. --
http://www.xerox.com/-- develops, manufactures, markets,
services and finances a range of document equipment, software,
solutions and services.  Xerox operates in over 160 countries
worldwide and distributes products in the Western Hemisphere
through divisions, wholly owned subsidiaries and third-party
distributors.  The company maintains operations in France,
Japan, Italy, Nicaragua, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 4, 2007, Fitch Ratings has affirmed Xerox Corp.'s and its
subsidiary's ratings:

   Xerox Corp.

     -- Trust preferred securities at 'BB';
     -- Issuer Default Rating at 'BBB-';
     -- Unsecured credit facility at 'BBB-'; and
     -- Senior unsecured debt at 'BBB-'.

   Xerox Credit Corp.

     -- Issuer Default Rating at 'BBB-'; and
     -- Senior unsecured debt at 'BBB-'.

As reported in the Troubled Company Reporter-Latin America on
April 4, 2007, Standard & Poor's Ratings Services placed its
ratings on Xerox Corp., including the 'BB+' corporate credit
rating, on CreditWatch with positive implications.  The
CreditWatch placement reflects the company's announcement that
it has reached an agreement in principle to acquire Global
Imaging Systems Inc. for approximately US$1.5 billion in cash.




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


CHIQUITA BRANDS: Eyes Higher Operating Expenses in Third Quarter
----------------------------------------------------------------
Chiquita Brands International expects its operating expenses to
increase US$30 million in the third quarter 2007, from the third
quarter of 2006, due to higher costs, the Business Courier of
Cincinnati reports.

Chiquita Brands told the Business Courier that the costs include
expenses for:

          -- new product introductions,
          -- brand support,
          -- merchandising, and
          -- food safety.

Higher banana prices in most of its markets wouldn't offset
increased expenses in the third quarter 2007, the Business
Courier says, citing Chiquita Brands.

According to Chiquita Brands' news release, no further charges
will be filed on the company's protection payments to Colombian
terrorist groups.

The Business Courier notes that these are increases in banana
prices:

          -- 5% in North American markets,
          -- 17% on a US dollar basis in core European markets,
          -- 12% in Asia Pacific and the Middle East, and
          -- 43% in trading markets, which include European and
             Mediterranean nations not belonging to the European
             Union.

Chiquita Brands Chief Executive Officer and Chairperson Fernando
Aguirre said in a news release, "Despite the near-term issues,
we believe we are on the right track and expect to report a
greater level of year-on-year improvement in the fourth quarter,
which would continue the positive year-on-year trend."

Chiquita Brands told the Business Courier that hurricanes Dean
and Felix "minimally affected" its banana supplies.  Meanwhile,
"European supplies suffered significant damage, which will
produce more favorable pricing."

Cincinnati, Ohio-based Chiquita Brands International, Inc.
(NYSE: CQB) -- http://www.chiquita.com/-- markets and
distributes fresh food products including bananas and nutritious
blends of green salads.  The company markets its products under
the Chiquita(R) and Fresh Express(R) premium brands and other
related trademarks.  Chiquita employs approximately 25,000
people operating in more than 70 countries worldwide, including
Panama and the Philippines.

                        *     *     *

As reported in the Troubled Company Reporter on May 16, 2007,
Moody's Investors Service Ratings affirmed these ratings on
Chiquita Brands International Inc.: (i) corporate family rating
at B3; (ii) probability of default rating at B3; (iii) US$250
million 7.5% senior unsecured notes due 2014 at Caa2(LGD5, 89%);
and (iv)  US$225 million 8.875% senior unsecured notes due 2015
at Caa2 (LGD5, 89%).  Moody's changed the rating outlook for
Chiquita Brands to negative from stable.

Troubled Company Reporter reported on May 4, 2007, that Standard
& Poor's Ratings Services placed its 'B' corporate credit and
other ratings on Cincinnati, Ohio-based Chiquita Brands
International Inc. on CreditWatch with negative implications,
meaning that the ratings could be lowered or affirmed following
the completion of their review.  Total debt outstanding at the
company was about US$1.3 billion as of March 31, 2007.




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


ALLIED WASTE: Inks Exclusive Contract with PSSI Stadium
-------------------------------------------------------
Allied Waste Industries has been awarded an exclusive contract
by PSSI Stadium Corporation-Heinz Field to manage waste services
at the stadium, which is the home of the Pittsburgh Steelers and
the University of Pittsburgh Panthers football teams.  As part
of the waste services contract, which extends through 2014,
Allied Waste will provide Heinz Field with reliable, efficient
waste removal services.

In conjunction with the six-year service contract, Allied Waste
will become an advertising partner at Heinz Field, giving the
company the ability to extend its brand to concourses and
certain other areas of the facility.  Heinz Field has 65,050
seats, approximately 7,300 club seats and 1,544 seats within 129
suites, as well as 47 concession locations.

"Allied Waste is proud to have been awarded this contract and we
look forward to exceeding the expectations of the Pittsburgh
Steelers organization and fans alike in managing the waste
generated at this dynamic public facility," said Gus Lee,
District Manager of Allied Waste.  "As part of our commitment to
the Pittsburgh Steelers organization, which is well known and
respected for the close attention and care it pays to all
aspects of their operations, we will be focused not only on
delivering exceptional operational service and expertise to
ensure an enhanced fan experience at Heinz Field, but also will
seek to recycle the highest possible percentage of the waste
generated by the facility."

As part of the start up activities under this service contract,
Allied Waste will conduct a recycling audit to determine how to
maximize the volume of material that can be recycled out of the
facility.

Headquartered in Scottsdale, Arizona, Allied Waste Industries
Inc. -- http://www.alliedwaste.com/and http://www.disposal.com/
-- (NYSE: AW) provides waste collection, transfer, recycling,
and disposal services for residential, commercial, and
industrial customers in over 100 major markets spanning 37
states and Puerto Rico.  The company has 24,000 employees.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 14, 2007, Fitch Ratings has upgraded the following ratings
on Allied Waste Industries Inc. (NYSE: AW) and its Allied Waste
North America and Browning-Ferris Industries subsidiaries, as:

Allied Waste Industries Inc.

-- Issuer Default Rating to 'B+' from 'B'.

Allied Waste North America

-- IDR to 'B+' from 'B';
-- Secured credit facility rating to 'BB+/RR1' from 'BB/RR1';
-- Senior secured notes rating to 'BB/RR2' from 'B+/RR3'.

Browning-Ferris Industries

-- Senior secured notes rating to 'BB/RR2' from 'B+/RR3'.


FOOT LOCKER: S&P Holds BB+ Corporate Rating on CreditWatch
----------------------------------------------------------
Standard & Poor's Ratings Services said that its 'BB+' corporate
credit rating, on New York City-based specialty footwear
retailer Foot Locker Inc. will remain on CreditWatch with
negative implications, where they were placed on Aug. 18, 2006.
This statement follows the company's announcement that it may
not remain in compliance with its fixed-charge coverage ratio
based on actual second-quarter and anticipated second-half
performance.

"We expect that Foot Locker will be able to obtain a waiver or
amendment for the fixed-charge coverage ratio, but we will
monitor developments as they occur," said S&P's credit analyst
David Kuntz.  Additionally, the company's restricted payment
provision may prohibit dividend payments at current levels.

Headquartered in New York City, Foot Locker, Inc. (NYSE: FL) --
http://www.footlocker-inc.com/-- retails athletic footwear and
apparel.  The company operates approximately 3,900 athletic
retail stores in 17 countries in North America, The Netherlands
and Australia under the brand names Foot Locker, Footaction,
Lady Foot Locker, Kids Foot Locker, and Champs Sports.  The
company also has about 350 Footaction stores in the US and
Puerto Rico, which sell footwear and apparel to young urbanites.




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


HILTON HOTELS: Launches Cash Tender Offers for US$1.8-Bil. Debt
---------------------------------------------------------------
Hilton Hotels Corporation has commenced cash tender offers for
approximately US$1.8 billion of its outstanding unsecured debt
securities.  The Securities comprise the 8.000% Quarterly
Interest Bonds due 2031 and the 7.430% Chilean Inflation-Indexed
(UF) Notes due 2009.  The tender offer for each series of
Securities is being conducted concurrently with a related
consent solicitation to amend the terms of such Securities and
the indenture pursuant to which the Securities were issued.  The
tender offers and consent solicitations are being conducted in
connection with the previously announced merger agreement that
provides for the acquisition of Hilton by BH Hotels LLC, an
entity controlled by investment funds affiliated with The
Blackstone Group L.P.  The completion of the tender offers and
consent solicitations is not a condition to completion of the
Merger.

The offer for each issue of Securities will expire at 8:00 a.m.,
New York City time, on Oct. 11, 2007, unless extended or earlier
terminated by Hilton.  Holders who wish to receive the total
consideration for the Securities referred to below must validly
tender and not validly withdraw their Securities at or prior to
5:00 p.m., New York City time, on Sept. 25, 2007, unless
extended or earlier terminated.

Holders tendering their Securities will be required to consent
to proposed amendments to the Securities, the Indenture and the
related officers' certificates, which would eliminate
substantially all of the restrictive covenants contained in the
Securities, the Indenture and the related officers'
certificates, eliminate certain events of default, modify or
eliminate covenants regarding consolidations, mergers and sale
of assets and company reports and modify or eliminate certain
other provisions, including, without limitation, certain
provisions relating to defeasance contained in the Securities,
the Indenture and the related officers' certificates.  Holders
may not tender their Securities without also delivering consents
and may not deliver consents without also tendering their
Securities.

The total consideration for each US$1,000 principal amount of
Notes validly tendered and not validly withdrawn pursuant to
each tender offer is the price (calculated as described in the
Offer to Purchase referred to below) equal to (i) the sum of (a)
the present value, determined in accordance with standard market
practice, on the Scheduled Payment Date (as defined in the Offer
to Purchase referred to below) of US$1,000 on the applicable
maturity date for the Notes specified in the table below plus
(b) the present value on the Scheduled Payment Date of the
interest that would be payable on, or accrue from, the last
interest payment date prior to the Scheduled Payment Date until
the applicable maturity date for such Notes, in each case
determined on the basis of a yield to such maturity date equal
to the sum of (A) the yield to maturity on the applicable
benchmark security, as calculated by Bear, Stearns & Co. Inc. in
accordance with standard market practice, based on the bid-side
price of such reference security as of 11:00 a.m., New York City
time, on Oct. 5, 2007, unless modified by Hilton in its sole
discretion, as displayed on the page of the Bloomberg Government
Pricing Monitor plus (B) the Applicable Spread (as shown in the
table below), minus (ii) accrued and unpaid interest to, but not
including, the Scheduled Payment Date.

The total consideration for each US$25.00 principal amount of
Bonds validly tendered and not validly withdrawn pursuant to the
tender offer for the Bonds is US$25.125.

The total consideration for each CLP50,000 original principal
amount of CLP Notes validly tendered and not validly withdrawn
pursuant to the tender offer for the CLP Notes is US$119.53.
The total consideration for each CLP50,000 original principal
amount of CLP Notes represents a price of approximately
US$1,028.72 per US$1,000 Adjusted Principal Amount, converted at
the Observed Exchange Rate (as defined in the CLP Notes) on
Sept. 11, 2007.  The foregoing translation is solely for the
convenience of the holders of CLP Notes; the CLP Notes Total
Consideration is fixed and will not be adjusted for exchange
rate movements or changes in the Adjusted Principal Amount
during the pendency of the Offer for such CLP Notes.

The total consideration for the Securities described above
includes a consent payment of US$30.00 per US$1,000 principal
amount of Notes, US$1.00 per US$25.00 principal amount of Bonds
and US$3.00 per CLP50,000 original principal amount of CLP
Notes.  Subject to the terms and conditions of the tender offers
and the consent solicitations, the consent payment will be made
on the payment date in respect of Securities validly tendered
and not validly withdrawn and as to which consents to the
proposed amendments are delivered at or prior to the Consent
Payment Deadline.  Holders of the Securities must validly tender
and not validly withdraw Securities at or prior to the Consent
Payment Deadline in order to be eligible to receive the
applicable total consideration (which includes the applicable
consent payment described in the foregoing sentence) for such
Securities purchased in the tender offers.  Holders who validly
tender their Securities after the Consent Payment Deadline and
at or prior to the Offer Expiration Date will be eligible to
receive the tender offer consideration which is an amount, paid
in cash, equal to the applicable total consideration less the
applicable consent payment.

In each case, holders whose Securities are accepted for payment
in the tender offers will receive accrued and unpaid interest in
respect of such purchased Securities from the last interest
payment date preceding the payment date to, but not including,
such payment date.

Each tender offer and consent solicitation is being made
independently of the other tender offers and consent
solicitations and Hilton reserves the right to terminate,
withdraw or amend each tender offer and consent solicitation
independently of the other tender offers and consent
solicitations at any time and from time to time.

The tender offers and consent solicitations relating to the
Securities are made upon the terms and conditions set forth in
the Offer to Purchase and Consent Solicitation Statement dated
Sept. 12, 2007, and the related Consent and Letter of
Transmittal.  The tender offers and consent solicitations are
subject to the satisfaction of certain conditions, including
receipt of consents sufficient to approve the proposed
amendments and the Merger having occurred, or such Merger
occurring substantially concurrent with the Offer Expiration
Date.  Further details about the terms and conditions of the
tender offers and the consent solicitations are set forth in the
Offer to Purchase.

Hilton has retained Bear, Stearns & Co. Inc. and UBS Investment
Bank to act as the lead Dealer Managers for the tender offers
and lead Solicitation Agents for the consent solicitations, and
they can be contacted at (877) 696-BEAR (toll-free) ((212) 272-
5112 (collect)) and (888) 719-4210 (toll-free) ((203) 719-4210
(collect)), respectively. Banc of America Securities LLC,
Deutsche Bank Securities Inc., Goldman, Sachs & Co., Lehman
Brothers Inc., Merrill Lynch, Pierce, Fenner & Smith
Incorporated and Morgan Stanley & Co. Incorporated are also
acting as Dealer Managers and Solicitation Agents in connection
with the tender offers and the consent solicitations.  The Offer
to Purchase and other documents relating to the tender offers
and consent solicitations are expected to be distributed to
holders beginning today.  Requests for documentation may be
directed to Global Bondholder Services Corporation, the
Information Agent, which can be contacted at (212) 430-3774 (for
banks and brokers only) or (866) 924-2200 (for all others toll-
free).

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

                        *     *     *

As reported on May 1, 2007, Standard & Poor's Ratings Services
said its rating and outlook on Hilton Hotels Corp.
(BB+/Stable/--) would not be affected by the company's
announcement that it has entered into an agreement with Morgan
Stanley Real Estate to sell up to 10 hotels for approximately
US$612 million in proceeds (net of property level debt
repayment, taxes, and transaction costs).  Upon the close of the
transactions, Hilton Hotels plans to use the net proceeds to
repay debt.

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

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




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


CMS ENERGY: Earns US$33 Million in Second Quarter Ended June 30
---------------------------------------------------------------
CMS Energy Corp. reported net income of US$33.0 million for the
second quarter of 2007, compared to net income of US$72.0
million in the same quarter of 2006.

The company's adjusted second quarter net income, which excludes
net earnings or losses primarily associated with businesses
sold, was US$18.0 million, compared to net income of US$45.0
million for the second quarter of 2006.  The lower quarterly
earnings reflect the fact that certain tax benefits that
occurred in 2006 did not repeat in 2007.

For the first six months of 2007, CMS Energy reported a net loss
of US$182.0 million, compared to net income of US$45.0 million
for the first half of 2006.  The 2007 six-month results include
losses of US$292.0 million, primarily linked to sales of the
company's international businesses, including discontinued
operations.

On an adjusted basis, the company had net income of US$110.0
million  for the first half of 2007, compared to net income of
US$11.0 million for the first six months of 2006.

David Joos, CMS Energy's president and chief executive officer,
said the company completed asset sales with about US$1.60
billion of gross proceeds during the second quarter, and it
continues to implement its strategy of selling non-strategic
businesses and focusing on its Michigan utility, Consumers
Energy.

"We continue to have excellent operational performance at
Consumers Energy and our remaining non-utility businesses.  We
closed this week on the last major asset sale in our
international portfolio and expect to complete our international
sales plan by the end of the year.  The proceeds from these
sales have allowed us to achieve our capital structure goal at
the utility and improvements in our credit ratings," Joos said.

At June 30, 2007, the company's consolidated balance sheet
showed US$14.69 billion in total assets, US$2.47 billion in
current liabilities, US$3.85 billion in non-current liabilities,
US$54 million in minority interests, US$5.58 billion in long-
term debt, US$232 million in non-current portion of capital and
finance lease obligations, US$294 million in preferred stock,
and US$2.20 billion in common stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended June 30, 2007, are available
for free at http://researcharchives.com/t/s?2340

                       About CMS Energy

Headquartered in Jackson, Michigan, CMS Energy Corp. (NYSE: CMS)
-- http://www.cmsenergy.com/-- is a company that has an
electric and natural gas utility, Consumers Energy, as its
primary business and also owns and operates independent power
generation businesses.  The company has offices in Venezuela.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 8, 2007, Fitch placed the ratings of CMS Energy Corp. and
Consumers Energy Co., including CMS Energy Corp.'s 'BB-' Issuer
Default Rating and Consumer Energy Co.'s 'BB+' Issuer Default
Rating, on Rating Watch Positive.

The Rating Watch Positive reflects the continuing reduction of
business risk that resulted from the substantial completion of
the asset sale and restructuring program and the company's plan
to reduce parent debt by US$650 million using a portion of the
US$1.60 billion of proceeds from non-strategic asset sales that
closed in 2007.


HARVEST NATURAL: Signs Conversion Deal w/ Corporacion Venezolana
----------------------------------------------------------------
Harvest Natural Resources, Inc. has signed the conversion
contract with Corporacion Venezolana del Petroleo S.A. (CVP)
relating to the formation of Petrodelta, S.A. in Venezuela.
Pursuant to the conversion contract, Harvest Vinccler, S.C.A.
(HVSCA), an 80-percent-owned Harvest affiliate, will transfer
all of its rights under its operating service agreement and its
operating assets to Petrodelta upon the formation of Petrodelta
and the receipt of a transfer decree.  The transfer decree
establishes the right to develop the Uracoa, Tucupita and Bombal
fields, operated by HVSCA since 1992, and the Isleno, Temblador
and El Salto fields recently assigned to Petrodelta.  HNR
Finance B.V., an 80-percent-owned Harvest affiliate, will own 40
percent of Petrodelta and CVP, a 100-percent-owned PDVSA
affiliate, will own the remaining 60 percent.  Petrodelta will
operate the fields under a 20-year grant from the Venezuelan
government.

Harvest President and Chief Executive Officer, James A.
Edmiston, said, "Upon receipt of the transfer decree when signed
by President Chavez, the conversion process will be complete.
Subsequently, Petrodelta will invoice PDVSA for oil and gas
delivered from April 1, 2006 through June 30, 2007.  Net of a
one-third royalty, estimated revenue for the oil and gas
delivered is approximately US$275 million.  After providing for
operating expenses and taxes since April 2006 and providing for
working capital to fund future operational and capital costs, we
expect Petrodelta to distribute the balance of funds to Harvest
and CVP."

Corporacion Venezolano del Petroleo's President and PDVSA
Director, Eulogio Del Pino, said, "Petrodelta is a key mixed
company with substantial growth potential.  The addition of the
Isleno, Temblador and El Salto fields provides Petrodelta with
an asset base to significantly increase production over the next
three to four years."

Harvest Natural Resources, Inc. -- http://www.harvestnr.com/--
is an international oil and gas company that seeks and develops
large resources in countries that others may perceive to be
challenging.  Its producing operations are conducted principally
through the company's 80% owned Venezuelan subsidiary, Harvest
Vinccler, California, which operates the South Monagas Unit in
Venezuela.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 7, 2007, Harvest Natural Resources said in a statement that
it incurred a US$6.5-million loss in the first quarter 2007,
compared to US$13.9-million earnings in the first quarter 2006.

On Dec. 7, 2004, Standard & Poor's Ratings Services withdrew its
single-B ratings on Harvest Natural Resources Inc.  Following
the redemption of the remaining US$85 million of its 2007, the
company has no rated obligations.


NORTHWEST AIRLINES: Court Rejects US$4.2MM Bonuses for Attorneys
----------------------------------------------------------------
Judge Allan Gropper of the the U.S. Bankruptcy Court for the
Southern District of New York denied requests filed by Northwest
Airlines Corp.'s lead law firm, Cadwalader, Wickersham & Taft
LLP, for payment of a US$3,500,000 bonus, according to The
Associated Press.

Judge Gropper held that for the lawyers to deserve a so-called
fee enhancement, their work should have a remarkable result that
couldn't be expected from lawyers being paid their regular fees,
the AP says.  The judge said average hourly rates of US$500
already provided adequate compensation.

According to the report, the Court further denied payment of a
US$700,000 bonus to Otterbourg, Steindler, Houston & Rosen,
P.C., a firm representing creditors.  However, Cadwalader and
Otterbourg, with 22 other law firms and advisers in Northwest's
Chapter 11 cases obtained approval for their regular fees
aggregating US$118,800,000 and expenses totaling US$5,400,000.

Judge Gropper directed Northwest to pay Cadwalader US$35,400,000
in fees and US$2,200,000 in expenses; and Otterbourg,
US$7,000,000 in fees and US$210,231 in expenses.

Gropper has not yet ruled on FTI Consulting Inc.'s request for
payment of US$1,000,000, on top of US$6,000,000 in fees, and
Lazard Freres & Co.'s request for US$3,500,000 on top of
US$5,200,000 in fees, the AP says.  Lazard has argued that a
bonus had been negotiated at the start of the case.

                  About Northwest Airlines

Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures.  Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks.  Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents.  Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.

The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).  Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts.  The Official Committee
of Unsecured Creditors has retained Akin Gump Strauss Hauer &
Feld LLP as its bankruptcy counsel in the Debtors' chapter 11
cases.

When the Debtors filed for bankruptcy, they listed US$14.4
billion in total assets and US$17.9 billion in total debts.  On
Jan. 12, 2007 the Debtors filed with the Court their Chapter 11
Plan.  On Feb. 15, 2007, they Debtors filed an Amended Plan &
Disclosure Statement.  The Court approved the adequacy of the
Debtors' Disclosure Statement on March 26, 2007.  On
May 21, 2007, the Court confirmed the Debtors' Plan.  The Plan
took effect May 31, 2007.

                        *     *     *

As reported in the Troubled Company Reporter on June 4, 2007,
Standard & Poor's Ratings Services raised its ratings on
Northwest Airlines Corp. and its Northwest Airlines Inc.
subsidiary, including raising the long-term corporate credit
ratings on both entities to 'B+' from 'D', following their
emergence from Chapter 11 bankruptcy proceedings.  S&P said the
rating outlook is stable.

In addition, S&P assigned a 'BB-' bank loan rating, one notch
above the corporate credit rating, with a '1' recovery rating,
to Northwest Airlines Inc.'s $1.225 billion bankruptcy exit
financing, based on S&P's expectation of a full recovery of
principal in the event of a second Northwest bankruptcy.   That
bank facility converted from a debtor-in-possession credit
facility; S&P withdrew the 'BBB-' rating on the DIP facility.


PETROLEOS DE VENEZUELA: Former Officials Criticize Firm
-------------------------------------------------------
Venezuelan state-owned oil firm Petroleos de Venezuela SA's
former executives have criticized the company's current
leadership at Gente del Petroleo opposition group's forum in
Caracas, Business News Americas reports.

BNamericas relates that leadership in Petroleos de Venezuela
changed drastically after President Hugo Chavez accused the
then-company officials of leading a shortly lived coup in April
2002.

Former Petroleos de Venezuela chief and former oil and energy
minister Humberto Calderon Berti told BNamericas that a recent
nationwide marketing campaign couldn't conceal the firm's
problems.

Mr. Calderon commented to reporters, "The refineries are in bad
shape, thousands of wells capable of production are closed and
there is no planning going on for the goal to increase daily
production to 5.8 million barrels per day by 2012.  If they had
used the plans we developed in 1999, Venezuela would already be
producing 5.8 million barrels per day."

Former Petroleos de Venezuela director and current Gente del
Petroleo group head Eddie Ramirez told BNamericas that the
state-oil company "bordered mid-term bankruptcy."

Mr. Ramirez explained to BNamericas, "If President Hugo Chavez
stays in power, PDVSA [Petroleos de Venezuela] will go bankrupt
in four or five years.  The current situation within the company
is not sustainable."

Almost all of Petroleos de Venezuela's widely disclosed plans
wouldn't materialize, BNamericas notes, Alberto Quiros Corradi,
industry analyst and former Shell Venezuela chief.

Mr. Corradi commented to BNamericas, "The plans for the
Gasoducto del Sur pipeline, the refineries to be built abroad,
the idea that Venezuela could export gas in the mid-term,
they're all empty promises."

Meanwhile, a former Petroleos de Venezuela director admitted to
BNamericas that the situation may not be that bad.  He explained
to BNamericas, "I do not think PDVSA will go bankrupt.
Remember, as Rockefeller said, the best business is a well-run
oil company and the second best is a badly-managed oil company."

According to BNamericas, Petroleos de Venezuela has increased
its participation in joint ventures operating in the Orinoco
heavy crude belt.  President Chavez is also trying to pass
constitutional reforms that give the government more control in
the natural gas sector.

The report says that several current operators in Venezuela
admitted that increased state participation is fair.

A company head commented to BNamericas, "There have been changes
in the economic terms, but that is happening around the world.
The new JV [joint venture] terms are very competitive with the
few comparable countries with these types of reserves."

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.

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


PETROLEOS DE VENEZUELA: Exxon Files for Arbitration with ICSID
--------------------------------------------------------------
Exxon Mobil Corp. has filed for arbitration with the
International Centre for Settlement of Investment Disputes to
resolve a conflict over its seized assets in Venezuela's Orinoco
oil belt.

According to published reports, the Texas-based oil company's
41.67% stake at Cerro Negro heavy-crude project had a net-book
value of about US$750 million before Petroleos de Venezuela, the
state-owned oil company, expropriated Exxon's assets in June.

Exxon is one of the two oil majors that walked away from
Venezuela's offer of a minority stake in the heavy-crude
projects as a result of the nationalization of the sector.
Petroleos de Venezuela is to have at least 60% in each of the
four Orinoco projects.  Other operators like Chevron Corp., BP
Plc and Total SA, have all signed joint ventures with the state
firm, giving up their former majority in the fields.

Previous compensation talks for the expropriated assets with
Venezuelan authorities came to an end without reaching an
agreement that is desirable to both parties.

"I'm glad to see them do it," Don Hodges, who manages the US$700
million Hodges Fund in Dallas, which holds shares of both Exxon
Mobil and ConocoPhillips, told Bloomberg News.  "You don't know
what the outcome will be, but you'd rather see them resist it
than just lay down and say, `Help yourself to it.'"

An analyst interviewed by Bloomberg said that for Exxon to get
compensation from the Venezuelan government could be difficult.
The arbitration request with ICSID can take several years before
it could be resolved.

                      About ExxonMobil

Exxon Mobil Corporation operates as a petroleum and
petrochemicals company.  It primarily engages in the
exploration, production, and sale of crude oil and natural gas;
and manufacture, transportation, and sale of petroleum products.

                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.

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


PETROLEOS DE VENEZUELA: Nat'l Assembly OKs Joint Venture Pacts
--------------------------------------------------------------
The Venezuelan national assembly said in a statement that it has
authorized the legislation regulating the conversion of Orinoco
heavy-crude belt service operating accords into state-controlled
joint ventures with state-run oil firm Petroleos de Venezuela
SA.

Business News Americas relates that the law will be finalized
when it is signed by Venezuelan President Hugo Chavez and
published in the official gazette.  Petroleos de Venezuela will
have an 80% share in all Orinoco projects upon final
authorization.

BNamericas says that the new joint ventures covered by the new
law are:

          -- Petro Anzoategui (Petrozuata),
          -- Petro Cedeno (Sincor),
          -- Petro Piar (Ameriven), and
          -- Petro Monagas (Cerro Negro).

According to BNamericas, these firms signed accords transferring
assets in the Orinoco belt to joint ventures controlled by
Petroleos de Venezuela:

         -- US oil company Chevron,
         -- Norway's Statoil,
         -- France's Total,
         -- UK's BP,
         -- Italy's Eni,
         -- China's Sinopec, and
         -- Venezuela's Inelectra.

BNamericas notes that according to an article of the
legislation, all assets of former service agreement operators
must be surrendered to Petroleos de Venezuela if private firms
fail to reach an agreement with the company.  US companies
ExxonMobil and ConocoPhillips failed to reach agreements with
Petroleos de Venezuela and left the country.  President Chavez
would determine where to distribute the assets.

Talks will soon be finalized with ExxonMobil and ConocoPhillips,
BNamericas states, citing oil and energy minister and Petroleos
de Venezuela chief Rafael Ramirez.  However, he said that firms
that don't stay in the country wouldn't be compensated.

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.

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


SUN MICROSYSTEMS: To Buy Cluster File's IP & Business Assets
------------------------------------------------------------
Sun Microsystems, Inc. has announced a definitive agreement
pursuant to which Sun will acquire the majority of Cluster File
Systems, Inc.'s intellectual property and business assets,
including the Lustre File System.  By acquiring Cluster File
Systems, Inc., the leading parallel file system provider, Sun
intends to add support for the Solaris(TM) Operating System on
Lustre and plans to continue enhancing Lustre on Linux and
Solaris OS across multi vendor hardware platforms.  As
previously announced in July 2007, Sun also plans to deliver
Lustre servers on top of Sun's industry-leading open source
Solaris ZFS solution, which is one of the fastest growing
storage virtualization technologies in the marketplace.

The agreement further extends Sun's momentum in open source and
Solaris and complements the company's current direction to
provide the industry's most complete end-to-end High Performance
Computing (HPC) storage solution.

"This acquisition, coupled with the recent announcement of the
Sun Constellation System, the most open petascale capable HPC
architecture in the industry, shows our long-term commitment to
the open source community and leadership in HPC," said John
Fowler, executive vice president, Systems Group, Sun
Microsystems, Inc.  "Adding the Lustre technology to our already
broad and innovative product line-up will strengthen our
portfolio and enable Sun and our partners to offer customers an
even more complete and open HPC solution."

"Lustre provides network centric scalability for storage that is
well matched with the complete and open Sun Constellation System
architecture for petascale levels of performance.  This is a
clean and extremely scalable approach to provide high bandwidth
and low latency access to large amounts of data for HPC
applications," says Peter Braam, Chief Executive Officer,
Cluster File System, Inc.  "Our team is tremendously excited
about joining Sun and furthering the mission of extreme scale
computing.  We have already worked together to deliver several
large clusters, for example the fastest supercomputer in Asia at
Tokyo Tech and we're now in the process of installing a 500+
TeraFlop and 1.7 PetaByte cluster at Texas Advanced Computing
Center."

Based on proven, open industry standard technologies, Sun's HPC
solutions can quickly scale to allow for rapid deployment and
faster time-to-results than competing HPC solutions.  Sun's HPC
portfolio provides a complete solution for developing,
deploying, running and managing the complete range of
applications for HPC, from entry level commercial usages to the
largest supercomputers in the world.  Sun customers who use
Sun's HPC offerings have achieved capital expenditure savings of
30 percent, improved energy consumption by 70 percent, and
improved time-to-results by as much as 75 percent.

The transaction is subject to customary closing conditions and
is expected to be completed in the beginning of Sun's second
fiscal quarter, beginning Oct. 1, 2007.  The terms of the deal
were not disclosed as the transaction is immaterial to Sun's
earnings per share.

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

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

                        *     *     *

Sun Microsystems Inc. carries Moody's "Ba1" probability of
default and long-term corporate family ratings with a stable
outlook.  The ratings were placed on Sept. 22, 2006, and
Sept. 22, 2005, respectively.

Sun Microsystems also carries Standard & Poor's "BB+" long-term
foreign and local issuer credit ratings, which were placed on
March 5, 2004, with a stable outlook.


                         ***********


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
de los Santos, Christian Toledo, and Pamella Rita K. Jala,
Editors.

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

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

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

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