TCRLA_Public/071016.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Tuesday, October 16, 2007, Vol. 8, Issue 205

                          Headlines

A R G E N T I N A

AEROFLEX INC: S&P Withdraws CCC+ Ratings; Affirms B Corp. Rating
AMERICANO SA: Trustee Filing Individual Reports on Nov. 27
ATLANTICA SERVICIOS: Trustee Filing Individual Reports Tomorrow
XEROX CORP: Closes Advectis(R) Acquisition for US$32 Million
BANCO DE GALICIA: Buys Back US$39.7 Mln Obligaciones Negociables

BIOMET INC: Provides Prelim Fin'l Results for Qtr. Ended Aug. 31
COHN HNOS: Proofs of Claim Verification Deadline Is Nov. 20
DANA CORP: Amends Centerbridge Capital Investment Agreement
DANA CORP: Appaloosa Re-Affirms Investment Bid; Sends Final Deal
DANA CORPORATION: Posts US$103,000,000 Net Loss in August 2007

FUNES SRL: Trustee Filing General Report in Court Tomorrow
HIDRO OBRAS: Trustee Filing General Report in Court Tomorrow
LABORATORIOS VULTER: Trustee Filing General Report Tomorrow
PROALES SA: Trustee Filing General Report in Court Tomorrow
PROLIMEC SRL: Trustee Filing Individual Reports Tomorrow

TELECOM ARGENTINA: Inks US$17.37-Mln Deal with Telecom Italia
VADRA SRL: Trustee Filing General Report in Court Tomorrow


B E R M U D A

ASPEN INSURANCE: Credit Suisse Downgrades Firm to Neutral
ENDURANCE SPECIALTY: Credit Suisse Puts Neutral Rating on Firm
SEA CONTAINERS: Earns US$11,158,734 in Month Ended August 31


B R A Z I L

AES CORP: May Use Bond Proceeds To Buy 49.99% Brasiliana Stake
BUCKEYE TECH: Expects Improvement in July to September Results
COMMSCOPE INC: Moody's Downgrades Corp. Family Rating to Ba3
DRESSER-RAND INC: Signs MOU with Supersonic Ejector Technology
FIAT SPA: Magneti Marelli Signs Venture with Suzuki & Maruti

GENERAL MOTORS: LatAm Sales Up in Third Quarter
JAPAN AIRLINES: Expands Code Share with Korean Air Lines
LEVI STRAUSS: Fitch Puts BB+ Rating on US$750MM Credit Facility

* BRAZIL: Petrobras Starts Biodiesel Output with Galp Energia


C A Y M A N   I S L A N D S

BOMBAY CO: Gordon Brothers & Hilco Merchant's Joint Bid Wins
CABLE & WIRELESS: Closes US$40-Mil. Network Deal with Nokia
COLIN LUKE: Sets Final Shareholders Meeting for Nov. 5
CORNICHE BOULEVARD: Final Shareholders Meeting Is on Nov. 8
FALLINVEST CAPITAL: Sets Final Shareholders Meeting for Nov. 8

MADISON FINANCE: Proofs of Claim Filing Deadline Is Nov. 5
MADISON FINANCE: Will Hold Final Shareholders Meeting on Nov. 5
SPRINGINVEST ACQUISITION: Final Shareholders Meeting on Nov. 8
SUMMERINVEST FINANCE: Final Shareholders Meeting Is on Nov. 8
WINTERINVEST PLANNING: Final Shareholders Meeting Is on Nov. 8


C H I L E

LEVI STRAUSS: Satisfies Terms of US$525-Mln Sr. Notes Offering


C O L O M B I A

SOLUTIA INC: Incurs US$9,000,000 Net Loss in Month Ended Aug. 31

* COLOMBIA: Local Investors to Visit Panama to Talk Business
* COLOMBIA: Presidents Uribe, Chavez & Correa Open Gas Pipeline


C O S T A   R I C A

DOLE FOOD: Discontinuing Paraquat Use in Agricultural Operations


D O M I N I C A N   R E P U B L I C

JETBLUE AIRWAYS: Will Launch New York-Puerto Plata Flights


E C U A D O R

* ECUADOR: Presidents Uribe, Chavez & Correa Open Gas Pipeline
* ECUADOR: Will Rejoin OPEC in November


G U A T E M A L A

IMAX CORPORATION: Catalyst Fund Withdraws New York Lawsuit


J A M A I C A

* JAMAICA: Fitch Affirms Low B Credit Ratings


M E X I C O

COLLINS & AIKMAN: Closes Sale of Soft Trim Division to IAC NA
DANA CORP: Amends Centerbridge Capital Investment Agreement
FOAMEX INT'L: Makes Repayment of US$9.7 Mil. to First Term Loan
INNOPHOS HOLDINGS: Elects Karen Oscar to Board of Directors
JABIL CIRCUIT: Fitch Lowers Ratings to BB+ from BBB-

MAXCOM TELECOM: S&P Revises Outlook to Positive from Stable
REMY WORLDWIDE: Can Use Cash Collateral for Debt Payment
REMY WORLDWIDE: Gets Interim Court Nod on US$160MM DIP Financing
WENDY'S INTERNATIONAL: To Open Restaurants in Malaysia


N I C A R A G U A

DOLE FOOD: Nicaraguan Workers Don't Care About Having Children


P A N A M A

ROYAL CARIBBEAN: Lehman Upgrades Firm's Shares to Overweight

* PANAMA: Colombian Investors To Visit Nation for Business


P E R U

HARMONY GOLD: Fitch Holds Ratings on Watch Negative


P U E R T O   R I C O

BURGER KING: Positive Sales Growth Cues Fitch to Lift Ratings
NBTY INC: Reports US$496 Mil. Net Sales in Year Ended Sept. 30


U R U G U A Y

BANCO HIPOTECARIO: Earns UYU1.57 Billion in First Eight Months


V E N E Z U E L A

INDUSTRIAS METALURGICAS: Fitch Rates US$250-Million Notes at B
PETROLEOS DE VENEZUELA: Establishing Transguajiro Trusteeship

* VENEZUELA: Presidents Uribe, Chavez & Correa Open Gas Pipeline
* Large Companies with Insolvent Balance Sheets


                            - - - - -

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


AEROFLEX INC: S&P Withdraws CCC+ Ratings; Affirms B Corp. Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'B'
corporate credit rating on Aeroflex Inc. and has withdrawn the
'B+' senior secured, '2' recovery, and 'CCC+' subordinated
ratings following the modifications of the company's LBO
financing.  The outlook is negative.

At the same time, S&P has assigned its bank loan and recovery
ratings to Aeroflex's secured financing.  The company's US$450
million first-lien, first-out senior secured facilities,
comprising a US$50 million six-year revolving credit and a
US$400 million seven-year term loan, are rated 'BB-', with a
recovery rating of '1', indicating the expectation for very high
(90%-100%) recovery in the event of a payment default.  S&P also
assigned its 'B' bank loan rating to the company's US$125
million first-lien, first-loss, seven-year term loan.  The '3'
recovery rating indicates that lenders can expect meaningful
(50%-70%) recovery in the event of a payment default.

"The ratings on the company reflect its niche product positions,
high leverage at inception, and nominal cash flow," said S&P's
credit analyst Lucy Patricola.  "Partial offsets include stable
operating trends, good revenue visibility, and barriers to entry
protecting the company's markets."

Aeroflex's microelectronics segment consists of niche products
that address highly specific conditions, including high-
performance, application-specific integrated circuits (ASICS);
high-reliability microelectronics; and radiation-tolerant
semiconductors.

Leverage is high at the inception of the transaction.  Fully
adjusted for leases and pension, and giving credit to a number
of one-time items and annualized savings, debt to EBITDA is
about 8.  Although sustained organic growth should expand the
earning's base, leverage is not expected to reduce meaningfully
in the near term.

Headquartered in Plainview, New York, Aeroflex Inc. is a
specialty provider of microelectronics and test and measurement
products to the aerospace, defense, wireless, broadband and
medical markets.  For the twelve months ended Mar. 31, 2007,
revenues were US$577 million.  Aeroflex has offices in China,
France, Germany, and Argentina.


AMERICANO SA: Trustee Filing Individual Reports on Nov. 27
----------------------------------------------------------
Silvia Raquel Fernandez, the court-appointed trustee for
Americano S.A.'s reorganization proceeding, will present the
validated claims as individual reports in the National
Commercial Court of First Instance in Santa Fe on Nov. 27, 2007.

Ms. Fernandez verified creditors' proofs of claim until
Oct. 12, 2007.  She will present a general report containing an
audit of Americano's accounting and banking records will be
submitted in court on Feb. 11, 2008.

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

The trustee can be reached at:

       Silvia Raquel Fernandez
       Rioja 1254, Rosario
       Santa Fe, Argentina


ATLANTICA SERVICIOS: Trustee Filing Individual Reports Tomorrow
---------------------------------------------------------------
Jacobo Luterstein, the court-appointed trustee for Atlantica
Servicios S.A.'s bankruptcy proceeding, will present the
validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
Oct. 17, 2007.

Mr. Luterstein verified creditors' proofs of claim until
Sept. 4, 2007.  He will submit a general report containing an
audit of Atlantica Servicios' accounting and banking records in
court on Nov. 28, 2007.

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

The trustee can be reached at:

         Jacobo Luterstein
         Rodriguez Pena 694
         Buenos Aires, Argentina


XEROX CORP: Closes Advectis(R) Acquisition for US$32 Million
------------------------------------------------------------
Xerox Corporation has completed its cash acquisition of
Advectis(R), Inc. for US$32 million.

Advectis' technology is one of the mortgage industry's most
widely used solutions for electronic document collaboration.
This purchase expands Xerox's expertise in automating work
processes, helping customers in document-intensive businesses
like lending and finance to reduce costs and simplify how work
gets done.  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.

A BlitzDocs(R) 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.  Clients benefit from a network with more than 35,000
broker shops and the top seven mortgage insurance companies.

Advectis was founded in 2000 and currently employs about 41
people, who now join Xerox.  Former Advectis CEO Greg Smith now
becomes vice president and general manager of Xerox Mortgage
Services, the newly formed unit in Xerox Global Services
focusing on innovative document management and collaboration
services customized for the mortgage industry.  Smith will
report to John Kelly, president of Xerox Global Services, North
America.

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

Xerox Mortgage Services will be featured at Booth 1004 at the
Mortgage Bankers Association Annual Convention & Expo in Boston,
Oct. 14 to 17.

                     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 on May 23, 2007,
Standard & Poor's Ratings Services revised its rating outlook on
Stamford, Connecticut-based Xerox Corp. to positive from stable.
Ratings on the company, including the 'BB+' long-term and 'B-1'
short-term corporate credit ratings, were affirmed.


BANCO DE GALICIA: Buys Back US$39.7 Mln Obligaciones Negociables
----------------------------------------------------------------
According to Comision Nacional de Valores, Banco de Galicia has
repurchased Obligaciones Negociables due 2010 for US$39,750,000.

With the cancel done, the amount of capital in circulation of
the Obligaciones Negociables due in 2010 is now US$302,914,846.

Headquartered in Buenos Aires, Argentina, Banco de Galicia y
Buenos Aires SA -- http://www.e-galicia.com/-- is an
Argentinean private bank that is engaged in commercial banking,
providing general banking services to large corporations, small
and medium-sized companies, agricultural and cattle farms and
individuals.  The company controls an extensive and diverse
network of subsidiaries, which include Banco Galicia Uruguay SA,
Galicia Capital Markets SA, Galicia Factoring y Leasing SA, Agro
Galicia SA, Galicia Administradora de Fondos SA, Galicia Valores
SA, Galicia Warrants SA, Net Investments SA, Sudamericana
Holding SA and Tarjetas Regionales SA.  Through its subsidiaries
the company offers accounting, investment and insurance
services, loans, checks and debit and credit cards.  It also
finances the development of real estate, acts as a fiduciary and
leases properties to interested parties.  It operates over 400
branches across the country and provides e-banking services to
customers via its Internet site.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 23, 2007, Banco de Galicia y Buenos Aires' Obligaciones
Negociables issued on Nov. 6, 2001, for the original amount of
US$12 million was rated D by the Argentine arm of Standard &
Poor's International Ratings.


BIOMET INC: Provides Prelim Fin'l Results for Qtr. Ended Aug. 31
----------------------------------------------------------------
Biomet Inc., in connection with its offering of notes to repay
in full its unsecured bridge facilities, has provided the
following preliminary unaudited financial information for the
three months ended Aug. 31, 2007.

The company's estimated net sales for the three months ended
Aug. 31, 2007 were in the range of US$550 million to US$555
million, approximately an 8% to 9% increase over net sales of
US$508 million for the three months ended Aug. 31, 2006, due
principally to growth in the company's worldwide reconstructive
products, primarily hips, knees and dental implants.  Excluding
the impact of sales of instruments (which the company
discontinued selling to distributors in the United States in the
third quarter of fiscal 2007), estimated net sales increased by
approximately 10% for the three months ended Aug. 31, 2007
compared to the same period in 2006.  Estimated Adjusted EBITDA
for the quarter was in the range of US$190 million to US$195
million, approximately a 6% to 8% increase over Adjusted EBITDA
of US$180 million for the three months ended Aug. 31, 2006.

The information for the periods presented is preliminary and
unaudited, and as a result, during the course of the preparation
of Biomet's final consolidated financial statements, the company
may identify items that would require Biomet to make adjustments
to the preliminary unaudited results.  In addition, the
preliminary unaudited results presented below do not include any
purchase accounting adjustments relating to the merger and
related transactions therewith, as permitted by the debt
documents governing the Company's new senior secured credit
facilities and the notes issued on the closing date of the
merger.  These operating results are not necessarily indicative
of results to be expected for the full year or any future
period.

                      Recent Development

On Sept. 25, 2007, Biomet received a letter from the U.S.
Securities and Exchange Commission informing the company that it
is conducting an informal investigation regarding possible
violations of Foreign Corrupt Practices Act in the sale of
medical devices in a number of foreign countries by companies in
the medial devices industry.  Biomet intends to fully cooperate
with this informal investigation by the U.S. Securities and
Exchange Commission.

                         About Biomet

Based in Warsaw, Indiana, Biomet Inc. (NASDAQ: BMET) and its
subsidiaries design, manufacture, and market products used
primarily by musculoskeletal medical specialists in both
surgical and non-surgical therapy.  Biomet and its subsidiaries
currently distribute products in more than 100 countries,
including the Netherlands, Argentina and Korea.

Biomet Inc. and its subsidiaries design, manufacture, and market
products used primarily by musculoskeletal medical specialists
in both surgical and non-surgical therapy.  Biomet's product
portfolio encompasses reconstructive products, fixation
products, spinal products, and other products.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 27, 2007, Moody's Investors Service has assigned final
debt ratings to Biomet, Inc. (B2 Corporate Family Rating) in
conjunction with the close of the leveraged buy-out transaction
by a consortium of equity sponsors.  Moody's said the rating
outlook is negative.


COHN HNOS: Proofs of Claim Verification Deadline Is Nov. 20
-----------------------------------------------------------
Benjamin Ernesto Rubio, the court-appointed trustee for Cohn
Hnos. S.A.'s bankruptcy proceeding, verifies creditors' proofs
of claim until Nov. 20, 2007.

Mr. Rubio will present the validated claims in court as
individual reports on Dec. 28, 2007.  The National Commercial
Court of First Instance in Mar del Plata, Buenos Aires, will
determine if the verified claims are admissible, taking into
account the trustee's opinion, and the objections and challenges
that will be raised by Cohn Hnos. 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 Cohn Hnos.'s
accounting and banking records will be submitted in court on
March 6, 2008.

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

The debtor can be reached at:

       Cohn Hnos. S.A.
       Alvarado 5326, Mar del Plata
       Buenos Aires, Argentina

The trustee can be reached at:

       Benjamin Ernesto Rubio
       25 de Mayo 2980, Mar del Plata
       Buenos Aires, Argentina


DANA CORP: Amends Centerbridge Capital Investment Agreement
-----------------------------------------------------------
Dana Corporation has entered into an amendment to an investment
agreement it reached with Centerbridge Capital Partners L.P., on
July 26, 2007.  Dana's board of directors has rejected an
alternative investment offer submitted by Appaloosa Management
L.P.

The original terms of the Centerbridge investment agreement
provided, for an affiliate of Centerbridge to purchase
US$250 million in convertible preferred shares of reorganized
Dana (Series A), and for qualified supporting creditors to have
an opportunity to purchase US$500 million in convertible
preferred shares (Series B) on a pro rata basis.

Centerbridge had agreed to purchase up to US$250 million of any
Series B shares that were not purchased by the creditors.

Among the amendments to the Centerbridge agreement are:

   -- A commitment by Centerbridge to fully underwrite the
      purchase of the US$500 million of Series B shares of
      reorganized Dana, an increase from the US$250 million that
      Centerbridge had agreed to underwrite.

   -- Centerbridge's consent to an amendment to Dana's proposed
      plan of reorganization to provide for a cash payment of
      up to US$40 million to certain general unsecured creditors
      who are not eligible to purchase Series B shares because
      their individual claims are less than US$25 million or
      they are not "qualified institutional investors" as
      defined in U.S. securities laws.

   -- Dana's agreement not to solicit or entertain any proposal
      for an investment, transaction, or plan of reorganization
      that would be an alternative to the Centerbridge
      investment and the elimination of Dana's right to
      terminate the Centerbridge investment agreement to accept
      any alternative investment or transaction proposal.

The amendment, which is subject to approval by the Bankruptcy
Court for the Southern District of New York, where the company's
Chapter 11 bankruptcy proceeding is pending, is required to be
approved by Nov. 15, 2007.

                Appaloosa Management Proposal

In conjunction with the Bankruptcy Court's established
procedures for qualified potential investors interested in
exploring alternative proposals to the Centerbridge investment,
Appaloosa delivered an offer for an alternative investment to
Dana and the Official Committee of Unsecured Creditors on
Sept. 21, 2007.

As contemplated by the alternative proposal procedures, Dana's
board of directors reviewed and considered Appaloosa's offer.
After discussions among the parties and the various bankruptcy
constituents, Dana's board rejected Appaloosa's offer.

                   About Dana Corporation

Based in Toledo, Ohio Dana Corporation -- http://www.dana.com/
-- designs and manufactures products for every major vehicle
producer in the world, and supplies drivetrain, chassis,
structural, and engine technologies to those companies.  Dana
employs 46,000 people in 28 countries.  Dana is focused on being
an essential partner to automotive, commercial, and off-highway
vehicle customers, which collectively produce more than 60
million vehicles annually.

Dana has facilities in China in the Asia-Pacific, Argentina in
the Latin American regions, and Italy in Europe.

The company and its affiliates filed for chapter 11 protection
on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of
Sept. 30, 2005, the Debtors listed US$7,900,000,000 in total
assets and US$6,800,000,000 in total debts.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day,
in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, serves as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
serves as Dana's Chief Restructuring Officer.

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel
LLP, represents the Official Committee of Unsecured Creditors.
Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel
to the Official Committee of Equity Security Holders.  Stahl
Cowen Crowley, LLC serves as counsel to the Official Committee
of Non-Union Retirees.

The Debtors filed their Joint Plan of Reorganization on
Aug. 31, 2007.  The Court has set a hearing on Oct. 23, 2007, to
consider the adequacy of the Disclosure Statement explaining the
Debtors' Plan.


DANA CORP: Appaloosa Re-Affirms Investment Bid; Sends Final Deal
----------------------------------------------------------------
Appaloosa Management, L.P., on Sept. 21, 2007, re-affirmed its
investment offer, to replace the investment offer of
Centerbridge Capital Partners, L.P., and delivered to Dana Corp.
and its debtor-affiliates the Official Committee of Unsecured
Creditors a final investment proposal letter.

James Bolin, a partner at Appaloosa, stated, in the September 21
Letter, that Appaloosa's Investment Offer is substantially
similar to Centerbridge's Proposal, with certain material
improvements and modifications,.

The improvements and modifications are:

  (a) Appaloosa proposes to eliminate and waive the break-up fee
      described in the Centerbridge Proposal.

  (b) Appaloosa will enhance the conversion price from 0.83
      times Distributable Market Equity Value Per Share to 0.90
      times Distributable Market Equity Value Per Share.

  (c) In lieu of the limited Rule 144A offering contemplated by
      the Centerbridge Proposal, the right to purchase the
      Series B Preferred at par will be offered to all holders
      of allowed unsecured claims on a pro rata basis.  Any
      shares of Series B Preferred not purchased in the Series B
      Rights Offering will be purchased at par by Appaloosa and
      certain other entities, who will receive a guaranteed
      minimum of 40% of the Series B Preferred and a commitment
      fee of US$10,000,000 as consideration for their agreement
      to perform the foregoing Standby Purchaser obligations.

  (d) Appaloosa proposes to eliminate the ceiling/floor "collar"
      mechanism contained in the Centerbridge Proposal.

  (e) Most of Appaloosa's approval rights will be subject to
      being over-ridden by a 2/3 vote of common shareholders
      with the exception of certain specified protective
      approval rights, which are not subject to over-ride.  The
      approval rights not subject to over-ride relate to:

         -- issuance of securities that are senior to or on
            parity with the Series A Preferred;

         -- amendments to the Company's by-laws that materially
            change the rights of members of the Investor Group
            or Qualified Purchaser Transferees or the Company's
            shareholders generally, or to the Charter or
            Articles if the amendment would adversely impact
            Appaloosa's rights or investment; and

         -- other than the annual 4.0% dividends on the Series B
            Preferred, declaration and payment of dividends on
            stock that ranks junior to or on parity with the
            Series A Preferred.

  (f) Appaloosa will select three members of the Board of
      Directors, and the Creditors Committee will select the
      other three.  One director will be the chief executive
      officer, one director will be the new Executive Chairman,
      one director will be selected by the Standby Purchasers
      other than Appaloosa.  The initial Executive Chairman of
      the Board will be selected by a selection committee
      comprised of one Appaloosa representative and one
      representative of the Standby Purchasers.  The Executive
      Chairman will be approved by a majority vote of the
      Selection Committee.  Any successor Executive Chairman
      will be selected by the Nominating and Governance
      Committee of the Board, subject to the approval of
      Appaloosa.

  (g) All of Appaloosa's approval rights will continue until the
      earlier of (i) the date on which Appaloosa ceases to own
      Series A Preferred Shares having an aggregate liquidation
      preference of at least US$125,000,000, and (ii) the third
      anniversary of Appaloosa's investment.

  (h) Appaloosa proposes to include an additional closing
      condition to the effect that there will not have occurred
      any material strike or labor stoppage or slowdown at Dana
      Corp., General Motors, Chrysler, Ford Motor Company or
      any of their respective subsidiaries.

A full-text copy of Appaloosa's September 21 Letter is available
for free at http://ResearchArchives.com/t/s?23e0

Aside from the Investment Letter, Appaloosa also delivered to
the Debtors and the Creditors Committee drafts of:

  (1) an Amended Joint Plan of Reorganization, a copy of which
      is available for free at
      http://ResearchArchives.com/t/s?23e1

  (2) a Plan Support Agreement, a copy of which is available for
      free at http://ResearchArchives.com/t/s?23e2

  (3) an Investment Agreement, a copy of which is available for
      free at http://ResearchArchives.com/t/s?23e3

  (4) a Shareholders Agreement, a copy of which is available for
      free at http://ResearchArchives.com/t/s?23e4

  (5) Articles of Designation with Respect to Preferred Stock, a
      copy of which is available for free at:

                   http://ResearchArchives.com/t/s?23e5

  (6) a Series A Registration Rights Agreement, a copy of which
      is available for free at
      http://ResearchArchives.com/t/s?23e6

  (7) a Series B Registration Rights Agreement, a copy of which
      is available for free at
      http://ResearchArchives.com/t/s?23e6

  (8) a Market Maker Agreement, a copy of which is available for
      free at http://ResearchArchives.com/t/s?23e7

                       About Dana Corp.

Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs
and manufactures products for every major vehicle producer in
the world, and supplies drivetrain, chassis, structural, and
engine technologies to those companies.  Dana employs 46,000
people in 28 countries.  Dana is focused on being an essential
partner to automotive, commercial, and off-highway vehicle
customers, which collectively produce more than 60 million
vehicles annually.

Dana has facilities in China in the Asia-Pacific, Argentina in
the Latin American regions, and Italy in Europe.

The company and its affiliates filed for chapter 11 protection
on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of
Sept. 30, 2005, the Debtors listed US$7,900,000,000 in total
assets and US$6,800,000,000 in total debts.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day,
in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, serves as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
serves as Dana's Chief Restructuring Officer.

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel
LLP, represents the Official Committee of Unsecured Creditors.
Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel
to the Official Committee of Equity Security Holders.  Stahl
Cowen Crowley, LLC serves as counsel to the Official Committee
of Non-Union Retirees.

The Debtors filed their Joint Plan of Reorganization on
Aug. 31, 2007.  The Court has set a hearing on Oct. 23, 2007, to
consider the adequacy of the Disclosure Statement explaining the
Debtors' Plan.  (Dana Corporation Bankruptcy News, Issue No. 55;
Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


DANA CORPORATION: Posts US$103,000,000 Net Loss in August 2007
------------------------------------------------------------

                       Dana Corporation
               Unaudited Condensed Balance Sheet
                     As of August 31, 2007

ASEETS

CURRENT ASSETS

  Cash and cash equivalents                  US$1,071,000,000
  Accounts receivable
     Trade                                      1,311,000,000
     Other                                        309,000,000
  Inventories                                     822,000,000
  Assets of discontinued operations                85,000,000
  Other current assets                            141,000,000
                                              ---------------
Total current assets                             3,739,000,000

Investments and other assets                                 0
Investments in equity affiliates                   435,000,000
Property, plant and equipment, net               1,713,000,000
Other noncurrent assets                            991,000,000
                                               ---------------
TOTAL ASSETS                                  US$6,878,000,000
                                              ===============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
  Debtor-in-possession financing               US$900,000,000
  Notes payable                                    66,000,000
  Accounts payable                              1,080,000,000
  Liabilities of discontinued operations           39,000,000
  Other accrued liabilities                       822,000,000
                                              ---------------
Total current liabilities                        2,907,000,000

Liabilities subject to compromise                4,067,000,000
Deferred employee benefits
  & other noncurrent benefits                     472,000,000
Long-term debt                                      13,000,000
Minority interest in consolidated subsidiaries      92,000,000
                                              ---------------
Total liabilities                                7,551,000,000
Shareholders' deficit                             (673,000,000)
                                              ---------------
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT   US$6,878,000,000
                                              ===============

                       Dana Corporation
          Unaudited Condensed Statement of Operations
              For the month ended August 31, 2007

Net sales                                      US$739,000,000
Costs and expenses
  Cost of sales                                   698,000,000
  Selling, general & admin expenses                28,000,000
  Realignment charges                               6,000,000
  Other income, net                                10,000,000
                                              ---------------
Income (loss) from operations                       25,000,000
Interest expense                                     8,000,000
Reorganization items, net                           10,000,000
                                              ---------------
Income (loss) before income taxes                 (104,000,000)
Income tax expense                                   6,000,000
Minority interest expense                            1,000,000
Equity in earnings of affiliates                     1,000,000
                                              ---------------
Income (loss) from continuing operations          (110,000,000)
Loss from discontinued operations                    7,000,000
                                              ---------------
Net income (loss)                             (US$103,000,000)
                                              ===============

                       Dana Corporation
         Unaudited Condensed Statement of Cash Flows
              For the month ended August 31, 2007

OPERATING ACTIVITIES
Net income                                     (US$103,000,000)
Depreciation and amortization                       23,000,000
Loss on sale of businesses                           7,000,000
Non-cash portion of U.K. pension charge                      0
Increase in working capital                        (75,000,000)
Unremitted equity in earnings of affiliates        ( 1,000,000)
Contract rejections and claim settlements          106,000,000
Other                                                9,000,000
                                              ---------------
Net cash flows used for operating activities       (33,000,000)

INVESTING ACTIVITIES
Purchases of property, plant and equipment         (26,000,000)
Proceeds from sale of assets                        18,000,000
Other                                                9,000,000
                                              ---------------
Net cash flows provided by (used for) investing      1,000,000

FINANCING ACTIVITIES
Net change in short-term debt                       25,000,000
Proceeds from DIP Credit Agreement                           0
                                              ---------------
Net cash flows provided by (used for) financing     25,000,000

Net increase (decrease) in cash
  and cash equivalents                             (7,000,000)
                                              ---------------
Cash and cash equivalents, beginning of period   1,078,000,000

Cash and cash equivalents, end of period      US$1,071,000,000
                                              ===============

Toledo, Ohio-based Dana Corp. -- http://www.dana.com/-- designs
and manufactures products for every major vehicle producer in
the world, and supplies drivetrain, chassis, structural, and
engine technologies to those companies.  Dana employs 46,000
people in 28 countries.  Dana is focused on being an essential
partner to automotive, commercial, and off-highway vehicle
customers, which collectively produce more than 60 million
vehicles annually.

Dana has facilities in China in the Asia-Pacific, Argentina in
the Latin American regions, and Italy in Europe.

The company and its affiliates filed for chapter 11 protection
on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of
Sept. 30, 2005, the Debtors listed US$7,900,000,000 in total
assets and US$6,800,000,000 in total debts.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day,
in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, serves as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
serves as Dana's Chief Restructuring Officer.

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel
LLP, represents the Official Committee of Unsecured Creditors.
Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel
to the Official Committee of Equity Security Holders.  Stahl
Cowen Crowley, LLC serves as counsel to the Official Committee
of Non-Union Retirees.

The Debtors filed their Joint Plan of Reorganization on
Aug. 31, 2007.  The Court has set a hearing on Oct. 23, 2007, to
consider the adequacy of the Disclosure Statement explaining the
Debtors' Plan.  (Dana Corporation Bankruptcy News, Issue No. 56;
Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000).


FUNES SRL: Trustee Filing General Report in Court Tomorrow
----------------------------------------------------------
Mariana Nadales, the court-appointed trustee for Funes S.R.L.'s
bankruptcy proceeding, will present a general report containing
an audit of the company's accounting and banking records in the
National Commercial Court of First Instance in Buenos Aires on
Oct. 17, 2007.

Ms. Nadales verified creditors' proofs of claim until
June 1, 2007.  She presented the validated claims in court as
individual reports on Sept. 3, 2007.

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

The debtor can be reached at:

          Funes S.R.L.
          25 de Mayo 168
          Buenos Aires, Argentina

The trustee can be reached at:

          Mariana Nadales
          Hipolito Yrigoyen 1349
          Buenos Aires, Argentina


HIDRO OBRAS: Trustee Filing General Report in Court Tomorrow
------------------------------------------------------------
Maria Alejandra Barbieri, the court-appointed trustee for Hidro
Obras S.A.'s bankruptcy proceeding, will submit a general report
containing an audit of the firm's accounting and banking records
in the National Commercial Court of First Instance in Buenos
Aires on Oct. 17, 2007.

Ms. Barbieri verified creditors' proofs of claim until
June 21, 2007.  She presented the validated claims in court as
individual reports on Aug. 30, 2007.

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

The debtor can be reached at:

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

The trustee can be reached at:

          Maria Alejandra Barbieri
          Avenida Cabildo 2040
          Buenos Aires, Argentina


LABORATORIOS VULTER: Trustee Filing General Report Tomorrow
-----------------------------------------------------------
Marcos Livszyc, the court-appointed trustee for Laboratorios
Vulter Ind. y Com. S.R.L.'s bankruptcy proceeding, will file a
general report containing an audit of the company's accounting
and banking records in the National Commercial Court of First
Instance in Buenos Aires on Oct. 17, 2007.

Mr. Livszyc verified creditors' proofs of claim until
Aug. 6, 2007.  He presented the validated claims in court as
individual reports on Sept. 4, 2007.

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

The debtor can be reached at:

         Laboratorios Vulter Ind. y Com. S.R.L.
         Tucuman 978
         Buenos Aires, Argentina

The trustee can be reached at:

         Marcos Livszyc
         Nunez 6387
         Buenos Aires, Argentina


PROALES SA: Trustee Filing General Report in Court Tomorrow
-----------------------------------------------------------
Maria Luisa Ledesma, the court-appointed trustee for Proales
S.A.'s bankruptcy proceeding, will submit a general report
containing an audit of the firm's accounting and banking records
in the National Commercial Court of First Instance in Mar del
Plata, Buenos Aires, on Oct. 17, 2007.

Ms. Ledesma verified creditors' proofs of claim until
July 6, 2007.  She presented the validated claims in court as
individual reports on Sept. 4, 2007.

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

The debtor can be reached at

         Proales S.A.
         Santa Fe 2544, Mar del Plata
         Buenos Aires, Argentina

The trustee can be reached at:

         Maria Luisa Ledesma
         Ortiz de Zarate 6450, Mar del Plata
         Buenos Aires, Argentina


PROLIMEC SRL: Trustee Filing Individual Reports Tomorrow
--------------------------------------------------------
Nora Mabel Pszemiarowee, the court-appointed trustee for
Prolimec S.R.L.'s bankruptcy proceeding, will present the
validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
Oct. 17, 2007.

Ms. Pszemiarowee verified creditors' proofs of claim until
Sept. 4, 2007.  She will submit a general report containing an
audit of Prolimec's accounting and banking records in court on
Nov. 28, 2007.

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

The trustee can be reached at:

         Nora Mabel Pszemiarowee
         Avenida Corrientes 1257
         Buenos Aires, Argentina


TELECOM ARGENTINA: Inks US$17.37-Mln Deal with Telecom Italia
-------------------------------------------------------------
Dow Jones Newswires reports that Telecom Argentina has signed a
three-year, US$17.37 million contract with Telecom Italia
Sparkle to lease the Italian company's 10-gigabyte Internet
portals in Buenos Aires and its submarine cables between Buenos
Aires and Miami.

Telecom Argentina told Dow Jones that the deal with its major
shareholder, Telecom Italia SpA, resulted from an auction.

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

                        *     *     *

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


VADRA SRL: Trustee Filing General Report in Court Tomorrow
----------------------------------------------------------
Zulma Gloria Ghigliano, the court-appointed trustee for Vadra
S.R.L.'s reorganization proceeding, will present a general
report containing an audit of the firm's accounting and banking
records in the National Commercial Court of First Instance in
Buenos Aires on Oct. 17, 2007.

Ms. Ghigliano verified creditors' proofs of claim on
Aug. 6, 2007.  She presented the validated claims in court as
individual reports on Sept. 4, 2007.

The informative assembly will be held on March 12, 2008.
Creditors will vote to ratify the completed settlement plan
during the assembly.

The trustee can be reached at:

         Zulma Gloria Ghigliano
         Pasaje Cipoletti 554
         Buenos Aires, Argentina




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


ASPEN INSURANCE: Credit Suisse Downgrades Firm to Neutral
---------------------------------------------------------
Credit Suisse analysts have downgraded Aspen Insurance Holdings
Limited's shares to "neutral" from "outperform," Newratings.com
reports.

According to Newratings.com, the target price for Aspen
Insurance was set at US$29.

The analysts said in a research note that Aspen Insurance's
share price appreciated by 29% since Aug. 15, 2007.

The analysts told Newratings.com that Aspen Insurance would have
healthy earnings for the third quarter 2007 due to a favorable
hurricane season.  However, its 2008 earnings would be under
pressure due to increasing competition.

The earnings per share estimate for the third quarter 2007 was
increased by US$0.30 to US$1.10, Newratings.com states.

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

                        *     *     *

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


ENDURANCE SPECIALTY: Credit Suisse Puts Neutral Rating on Firm
--------------------------------------------------------------
Credit Suisse analysts have downgraded Endurance Specialty
Holdings' shares from "outperform" to "neutral," Newratings.com
reports.

Newratings.com relates that the target price for Endurance
Specialty's shares was set at US$43.

The analysts said in a research note that the downgrade is based
on valuation.

The analysts told Newratings.com that Endurance Specialty's
share price appreciated by 18% this year, compared to last year.
The firm's dividend yield dropped to 2.4%.

Endurance Specialty would have healthy earnings for the third
quarter 2007 due to a favorable hurricane season.  However, its
2008 earnings would be under pressure due to increasing
competition, Newratings.com notes, citing Credit Suisse.

The earnings per share estimate for the third quarter 2007 was
increased by US$0.45 to US$1.75, according to Newratings.com.

Meanwhile, Banc of America Securities analysts put a "neutral"
rating on Endurance Specialty's shares, setting the target price
at US$45, Newratings.com states.

Based in Pembroke, Bermuda, Endurance Specialty Holdings Ltd.
(NYSE: ENH) -- http://www.endurance.bm/-- is a provider of
property and casualty insurance and reinsurance.  Through its
operating subsidiaries, Endurance currently writes property per
risk treaty reinsurance, property catastrophe reinsurance,
casualty treaty reinsurance, property individual risks, casualty
individual risks, and other specialty lines.

                        *     *     *

As reported in the Troubled Company Reporter on Dec. 15, 2006,
AM Best affirmed these debt ratings:

Endurance Specialty Holdings, Ltd.

   -- "bbb-" on US$250 million 7.0% senior unsecured notes,
      due 2034;

   -- "bbb-"on US$200 million 6.15% senior notes, due 2015; and

   -- "bb" on US$200 million Series A non-cumulative preferred
      shares

These indicative debt ratings have been affirmed for securities
available under the shelf registration:

   Endurance Specialty Holdings, Ltd.

   -- "bbb-" on senior unsecured;
   -- "bb+" on subordinated; and
   -- "bb" on preferred stock

   Endurance Holdings Capital Trust I Ltd.-(guaranteed by
   Endurance Specialty Holdings)

   -- "bb" on preferred securities

   Endurance Holdings Capital Trust II Ltd.-(guaranteed by
   Endurance Specialty Holdings)

   -- "bb" on preferred securities


SEA CONTAINERS: Earns US$11,158,734 in Month Ended August 31
------------------------------------------------------------

                     Sea Containers, Ltd.
                   Unaudited Balance Sheet
                    As of August 31, 2007

                           Assets

Current Assets
Cash and cash equivalents                     US$47,650,121
Trade receivables, less allowances
   for doubtful accounts                            27,578
Due from related parties                        7,409,824
Prepaid expenses and other current assets       1,717,768
                                              ------------
     Total current assets                       56,805,291

Fixed assets, net                                         -

Long-term equipment sales receivable, net                 -
Investments in group companies                  143,546,856
Intercompany receivables                                  -
Investment in equity ownership interests        227,146,976
Other assets                                      4,076,327
                                              ------------
Total assets                                   US$431,575,450
                                              ============

            Liabilities and Shareholders' Equity

Current Liabilities
Accounts payable                             US$8,865,234
Accrued expenses                               52,398,600
Current portion of long-term debt             171,098,244
Current portion of senior notes               385,323,207
                                              ------------
       Total current liabilities               617,685,285

Total shareholders' equity                     (186,109,835)
                                              ------------
Total liabilities and shareholders' equity     US$431,575,450
                                              ============

                    Sea Containers, Ltd.
              Unaudited Statement of Operations
              For the Month Ended August 31, 2007

Revenue                                       US$2,473,134

Costs and expenses:
Operating costs                                   430,602
Selling, general and
   administrative expenses                      (3,031,169)
Professional fees                              (6,832,670)
Credits to provide against
   intercompany accounts                        66,453,293
Impairment of investment in subsidy Co.       (29,778,329)
Forgiveness of intercompany debt              (16,482,588)
Depreciation and amortization                           -
                                              ------------
Total costs and expenses                       10,759,139
                                              ------------
Gain or (Loss) on sale of assets                          -
                                              ------------
Operating income (loss)                          13,232,273

Other income (expense)
Interest income                                 3,893,111
Foreign exchange gains or (losses)                  5,461
Interest expense, net                          (5,872,111)
                                              ------------
Income (Loss) before taxes                       11,258,734
Income tax expense                                 (100,000)
                                              ------------
Net Profit (Loss)                             US$11,158,734
                                              ============

                   Sea Containers Services
                   Unaudited Balance Sheet
                    As of August 31, 2007

                           Assets

Current Assets
Cash and cash equivalents                       US$67,758
Trade receivables                                  27,929
Due from related parties                        5,587,738
Prepaid expenses and other current assets       4,741,076
                                              ------------
      Total current assets                      10,424,501

Fixed assets, net                                 2,327,141

Investments                                       2,717,732
Intercompany receivables                         46,451,752
Other assets                                              0
                                              ------------
Total assets                                  US$61,921,126
                                              ============

            Liabilities and Shareholders' Equity

Current Liabilities
Accounts payable                             US$2,781,162
Accrued expenses                                2,682,516
Current portion of long-term debt               1,679,343
                                              ------------
     Total current liabilities                   7,143,021

Total shareholders' equity                       54,778,105
                                              ------------
Total liabilities and shareholders' equity    US$61,921,126
                                              ============

                    Sea Containers Services
                Unaudited Statement of Operations
            For the Month Ended August 31, 2007

Revenue                                        US$2,478,786

Costs and expenses:
Operating costs                                         -
Selling, general and
    administrative expenses                     (1,623,585)
Professional Fees                                (570,095)
Other charges                                           0
Depreciation and amortization                    (100,893)
                                              ------------
      Total costs and expenses                  (2,294,573)
                                              ------------
Gains on sale of assets                                   0
                                              ------------
Operating income (loss)                             184,214

Other income (expense)
Interest income                                       978
Foreign exchange gains (losses)                      (537)
Interest expense, net                              (9,953)
                                              ------------
Income (Loss) before taxes                          174,702
Income tax credit                                         0
                                              ------------
Net Income                                       US$174,702
                                              ============

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

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

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

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP.  Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.  In its schedules
filed with the Court, Sea Containers disclosed total assets of
US$62,400,718 and total liabilities of US$1,545,384,083.  The
Debtors' exclusive period to file a chapter 11 plan expires on
Dec 21, 2007.  (Sea Containers Bankruptcy News, Issue No. 28;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).




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


AES CORP: May Use Bond Proceeds To Buy 49.99% Brasiliana Stake
--------------------------------------------------------------
The AES Corp. said in a statement that it could use up to US$600
million from the placement of senior unsecured notes to fund the
acquisition of a 49.99% stake in Brazilian power holding firm
Brasiliana.

As reported in the Troubled Company Reporter-Latin America on
Sept. 12, 2007, Banco Nacional de Desenvolvimento Economico e
Social SA, along with The AES Corp., will hire an independent
auditor to appraise Brazilian power holding firm Brasiliana's
value.  Banco Nacional wants to sell its 49.99% stake in
Brasiliana, where AES holds 50.01%.

BNamericas relates that AES has the first right to purchase the
stake.

According to BNamericas, AES priced the private placement of
senior unsecured notes consisting of US$500-million principal
amount of 7.75% senior notes due 2015 and US$1.5-billion
principal amount of 8% senior notes due 2017.

AES commented to BNamericas, "The company intends to use the net
proceeds from the sale of the senior notes primarily to
refinance a portion of its recourse debt."

BNamericas notes that the placement could help finance AES'
investments in these countries:

          -- Philippines,
          -- South Africa, and
          -- Northern Ireland.

According to BNamericas, these Brazilian power firms are
considering purchasing the stake:

          -- EDB,
          -- Cemig, and
          -- CPFL Energia.

                    About Banco Nacional

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

                          About AES

AES Corp. -- http://www.aes.com/-- is a global power company.
The company operates in South America, Europe, Africa, Asia and
the Caribbean countries.  Specifically, it also has operations
in India.  Generating 44,000 megawatts of electricity through
124 power facilities, the company delivers electricity through
15 distribution companies.  The company's Latin America business
group is comprised of generation plants and electric utilities
in Argentina, Brazil, Chile, Colombia, Dominican Republic, El
Salvador, Panama and Venezuela.

As reported in the Troubled Company Reporter-Latin America on
Oct. 12, 2007, Moody's Investors Service affirmed The AES
Corporation's Corporate Family Rating at B1 and the senior
unsecured rating assigned to its new senior unsecured notes
offering at B1 following its upsizing to US$2 billion from
US$500 million.  LGD assessments are subject to change pending
the final capital structure.

As reported on Oct. 12, 2007, Fitch Ratings assigned a 'BB/RR1'
rating to AES Corporation's US$500 million issue of senior
unsecured notes due 2017.  AES' long-term Issuer Default Rating
is rated 'B+' by Fitch.  Fitch said the rating outlook is
stable.


BUCKEYE TECH: Expects Improvement in July to September Results
--------------------------------------------------------------
Buckeye Technologies Inc. has expected its profitability for the
July-September quarter to be in the range of 32-35 cents per
share including a US$2.2 million (6 cents per share) one-time
favorable tax help related to the recently enacted reduction in
Germany's corporate tax rate.

Chairman and Chief Executive Officer, John B. Crowe said, "Our
first quarter net sales were up 3% compared to the same period
last year.  The earnings improvement is a combination of higher
prices, better mix and cost control.  Excluding the one-time tax
help (6 cents per share), operating earnings are anticipated to
be in the range of 26-29 cents per share.  Operating earnings
performance improved over the April-June quarter even with lower
sales volume due to scheduled maintenance during the just
completed quarter.  Demand for our specialty wood and cotton
products, nonwoven materials and fluff pulp was strong in the
quarter.  Nonwovens shipments were especially strong with net
sales up 10% compared to the same period last year."

Buckeye plans to announce July to September results on
Oct. 22, 2007 and has scheduled a conference call at 3:00 p.m.
EDT, Oct. 23, 2007 to discuss first quarter performance.

Headquartered in Memphis, Tennessee, Buckeye Technologies Inc.
(NYSE:BKI) -- http://www.bkitech.com/-- manufactures and
markets specialty fibers and nonwoven materials.  The company
currently operates facilities in the United States, Germany,
Canada, and Brazil.  Its products are sold worldwide to makers
of consumer and industrial goods.

                        *     *     *

As reported in the Troubled Company Reporter on June 19, 2007,
Moody's upgraded Buckeye Technologies Inc.'s corporate family
rating to B1 from B2 and maintained a stable outlook.  All other
ratings were upgraded by one notch while the unsecured notes
were affirmed at B2.


COMMSCOPE INC: Moody's Downgrades Corp. Family Rating to Ba3
------------------------------------------------------------
Moody's Investors Service concluded its review of CommScope,
Inc. and downgraded the company's corporate family rating to Ba3
from Ba2 pending the company's debt financed acquisition of
Andrew Corp.  Additionally, Moody's downgraded the company's
US$250 million convertible subordinated debentures to B2 from
Ba3.  The acquisition will be financed by US$2.55 billion of
senior secured credit facilities to which Moody's has assigned
Ba3 ratings.  The outlook is stable.  Moody's placed CommScope
under review for downgrade on June 27, 2007 after the company's
announcement of their intent to acquire Andrew Corporation for
US$2.6 billion.  The acquisition has been approved by both
company's boards but is still conditioned on Andrew shareholder
and regulatory approvals.

These ratings were downgraded:

-- Corporate Family Rating -- to Ba3 from Ba2

-- Probability of Default Rating -- to Ba3 from Ba2

-- US$250 million Convertible Senior Subordinated Debentures
    due 2024 -- to B2, LGD6 (95%) from Ba3, LGD5 (73%)

These new ratings were assigned:

-- US$250 million Senior Secured Revolving Credit Facility due
    2013 -- Ba3, LGD3 (45%)

-- US$2.3 billion Senior Secured Term Loan due 2014 - Ba3,
    LGD3 (45%)

The company's Ba3 rating reflects the relatively high pro forma
leverage upon closing the acquisition; the risks associated with
integrating two companies roughly equal in size and the
cyclicality of the cable, telecommunications, and enterprise
connectivity markets.  The leverage and integration challenges
are reflective of a B1 rating however they are offset by the
strength of CommScope's and Andrew Corp.'s respective market
leading positions, the diversity of the combined product
portfolio, management's track record of successful large
integrations and the potential synergies associated with the
Andrew acquisition.  The ratings are however considered on the
weaker end of the Ba3 ratings category.

The closing pro forma debt to EBITDA as adjusted by Moody's is
expected to be just under 5.0, a level more common in B1 rated
component manufacturers.  The company is expected to de-lever
fairly quickly however through a combination of asset sales of
non-strategic assets and estimates of up to US$100 million in
annual cost savings from consolidating manufacturing and
distribution facilities and reducing duplicate operations.
Moody's also notes that Commscope's US$250 million in
convertible debt is heavily "in the money" and will likely
convert to equity in the next 18 months.  Moody's notes
management's past success in integrating the 2004 acquisition of
Avaya's Connectivity Solutions business and track record of
reducing leverage.  Moody's believes the company is capable of
reducing leverage to below 4.0 by the end of fiscal 2008.

The stable outlook reflects Moody's expectation that the company
will successfully integrate the Andrew Corp. acquisition and
quickly focus on improving cash flow and reducing debt.

The ratings could be positively impacted by success in
integrating Andrew and achieving synergy targets, continued
growth in revenue, EBITDA and free cash flow and reducing
leverage to below 3.5.

CommScope's ratings may be negatively impacted by unexpected
challenges associated with the Andrew acquisition, greater than
expected increases in material costs, a severe downturn in
customer spending across segments, or an additional large debt
financed acquisition, share repurchase or dividend.

                        About CommScope

Based in Hickory, North Carolina, CommScope, Inc. (NYSE:CTV) --
http://www.commscope.com/-- designs and manufactures "last
mile" cable and connectivity solutions for communication
networks.  Through its SYSTIMAX(R) Solutions(TM) and Uniprise(R)
Solutions brands CommScope is the global leader in structured
cabling systems for business enterprise applications.  It is
also the world's largest manufacturer of coaxial cable for
Hybrid Fiber Coaxial applications.  Backed by strong research
and development, CommScope combines technical expertise and
proprietary technology with global manufacturing capability to
provide customers with high-performance wired or wireless
cabling solutions.

CommScope has facilities in Brazil, Australia, China and
Ireland.


DRESSER-RAND INC: Signs MOU with Supersonic Ejector Technology
--------------------------------------------------------------
Dresser-Rand Group Inc. has signed a memorandum of understanding
with TransCanada Corporation to obtain technology for producing
tandem supersonic ejectors.

Incorporating technology developed in conjunction with NOVA
Research and Technology Corporation, the ejectors are used to
reclaim gases ordinarily vented into the atmosphere.  At
TransCanada, reclaimed gases are injected into gas turbine fuel
systems to reduce operating costs and hydrocarbon emissions.

When an agreement is finalized, Dresser-Rand will have the right
to manufacture, use, and market ejectors that incorporate this
technology (including improvements made by TransCanada).
Dresser-Rand intends to offer the ejectors as a new equipment
option and as a product upgrade for all centrifugal compressors
that compress hydrocarbon gases.

"By improving the efficiency of the dry gas seals used on
centrifugal compressors, and by recovering and recycling gases
normally vented into the atmosphere, this new technology will
benefit the environment," said H. Allan Kidd, director of
Emerging Technologies at Dresser-Rand.  "In addition, the new
technology will make processes that require the transmission of
gases more cost effective."

                    About TransCanada Corp.

With headquarters in Calgary, Alberta, TransCanada Corporation,
founded in 1951, is a leader in the responsible development and
reliable operation of North American energy infrastructure.  The
company has more than 3,500 employees throughout North America.

                   About Dresser-Rand Group

Dresser-Rand Group Inc. (NYSE: DRC) is among the largest
suppliers of rotating equipment solutions to the worldwide oil,
gas, petrochemical, and process industries.  It operates
manufacturing facilities in the United States, France, Germany,
Norway, India, and Brazil, and maintains a network of 24 service
and support centers covering 105 countries.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 7, 2007, Standard & Poor's Ratings Services assigned its
bank loan and recovery ratings to the US$500 million senior
secured revolving credit facility due 2012 of Dresser-Rand Group
Inc. (BB-/Stable/--).


FIAT SPA: Magneti Marelli Signs Venture with Suzuki & Maruti
------------------------------------------------------------
Fiat S.p.A.'s Magneti Marelli have signed, Oct. 11, 2007, an
agreement with Suzuki Motor Corporation and Maruti Suzuki India
Limited for the creation of a joint venture in India, aimed at
the production of electronic control units for diesel engines.

Maruti Suzuki India Limited, former known as Maruti Udyog
Limited, is the joint venture set up in 1982 between the Indian
government and the Suzuki Motor Corporation that has originated
the main industrial entity in India in the automotive field.

According to the agreements, Magneti Marelli will participate
for 51% in the share capital of the new company, Suzuki for 30%
and Maruti for 19%.  The initial investment is expected to total
approximately EUR15 million.

The industrial activities will be located in Manesar -- in the
industrial district of Gurgaon, approximately 40 km southwest of
New Delhi.  The start of production is scheduled for the end of
2008 and, as part of the objectives, the production capacity of
this plant should reach a total of about 500,000 control units
per year when working at full stretch.

The electronic control units produced in Mannesar will be
initially used for the Suzuki-Maruti diesel cars and, later on,
will also cater to other car manufacturers.

"The joint venture with Suzuki and Maruti brings cutting-edge
technology to our automotive partners and allows Magneti Marelli
to significantly increase its presence in a fast-growing
market," Eugenio Razelli, Magneti Marelli CEO disclosed.

Magneti Marelli, a company belonging to the Fiat Group, designs,
produces and markets advanced systems and components for motor
vehicles.  With its 45 production facilities (55 production
units), 9 R&D centres and 27 application centres in 16
countries, 25,000 employees and a turnover of 4.5 billion Euros
in 2006, the group supplies all the leading car makers in
Europe, North and South America and the Far East.

                         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.  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.


GENERAL MOTORS: LatAm Sales Up in Third Quarter
-----------------------------------------------
General Motors Inc. posted a 22% increase in combined sales from
Latin America, Africa and the Middle East for the third quarter,
according to reports.

The carmaker sold 329,000 vehicles in those regions, up from
59,000 the previous year, the Associated Press says.

The company's market share rose to 17.5%, which is its highest
third-quarter market share since 1997, newratings.com says.
Sales have risen by 20% to 849,000 vehicles year to date, driven
by record high sales in Brazil, Colombia, Egypt and Venezuela,
General Headquartered in Detroit, Michigan, General Motors Corp.
(NYSE: GM) -- http://www.gm.com/-- was founded in 1908.  GM
employs about 280,000 people around the world and manufactures
cars and trucks in 33 countries, including the United Kingdom,
Germany, France, Russia, Brazil and India.  In 2006, nearly 9.1
million GM cars and trucks were sold globally under the
following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo,
Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall.  GM's
OnStar subsidiary is the industry leader in vehicle safety,
security and information services.

                        *     *     *

As reported in the Troubled Company Reporter on Sept. 28, 2007,
Fitch Ratings has affirmed and removed the Issuer Default Rating
and debt ratings of General Motors from Rating Watch Negative
following the announcement that GM has reached an agreement on a
new contract with the United Auto Workers.   Fitch currently
rates GM as: IDR 'B'; Senior secured 'BB/RR1'; and Senior
unsecured 'B- /RR5'.  Fitch puts a negative outlook on GM's
ratings.

As reported in Troubled Company Reporter on Sept. 26, 2007,
Moody's Investors Service is maintaining its current ratings of
General Motors Corporation -- B3 Corporate Family, Caa1 senior
unsecured and Ba3 senior secured, and Negative Outlook following
the announcement of a strike against the company by the United
Auto Workers Union.

Following the decision of the United Auto Workers union to go
out on strike against General Motors Corp., Fitch Ratings placed
General Motors Corporation's 'B' issuer default rating, 'BB/RR1'
senior secured debt rating; and 'B-/RR5' senior unsecured debt
rating on Rating Watch Negative.


JAPAN AIRLINES: Expands Code Share with Korean Air Lines
--------------------------------------------------------
Japan Airlines International Co., Ltd., and Korean Air Lines
agreed to expand their code share operations to include the
airlines' flights operating between Haneda airport, Tokyo and
Gimpo airport in Seoul.  The agreement will come into effect on
October 28, 2007, and is subject to government approval.

Both JAL and Korean Air operate their own twice-daily services
between the two airports.  The code share agreement will enable
them to place their airline designator code on each other's
flights.  Tickets for the new code share flights go on sale from
October 17, 2007.

At present, JAL including Korean Air Lines code shares serves
South Korea on 14 routes with a total of 214 round-trip flights
per week, linking Seoul, Busan and Jeju Island to 8 cities
Japan.  With the addition of the two new daily code share
flights to Gimpo, JAL will offer a total of 228 round-trip
flights.

JAL and Korean Air Lines first started code sharing in
Aug. 1, 2004, with flights between Seoul and the regional
Japanese cities of Komatsu, Niigata and Sapporo.

A detailed list of the schedules and their destinations can be
viewed for free at JAL's company website at:

    http://www.jal.com/en/press/0001143/1143.html

                    About Japan Airlines

Tokyo-based Japan Airlines International Company, Limited --
http://www.jal.com/en/-- was created as a result of the merger
of Japan Airlines and Japan Air Systems to boost domestic
coverage.  Japan Airlines flies to the United States, Brazil and
France.

                        *     *     *

The Troubled Company Reporter - Asia Pacific reported on
Feb. 9, 2007, that Standard & Poor's Ratings Services affirmed
its 'B+' long-term corporate credit and issue ratings on Japan
Airlines Corp. (B+/Negative/--) following the company's
announcement of its new medium-term management plan.  The
outlook on the long-term corporate credit rating is negative.

The TCR-AP reported on Oct. 10, 2006, that Moody's Investors
Service affirmed its Ba3 long-term debt ratings and issuer
ratings for both Japan Airlines International Co., Ltd and Japan
Airlines Domestic Co., Ltd.  The rating affirmation is in
response to the planned restructuring of the Japan Airlines
Corporation group on Oct. 1, 2006 with the completion of the
merger of JAL's two operating subsidiaries, JAL International
and Japan Airlines Domestic.  JAL International will be the
surviving company.  The rating outlook is stable.

Fitch Ratings Tokyo analyst Satoru Aoyama said that the
company's debt obligations and expenses for new aircraft have
placed it in an unfavorable financial position.  Fitch assigned
a BB- rating on the company, which is three notches lower than
investment grade.


LEVI STRAUSS: Fitch Puts BB+ Rating on US$750MM Credit Facility
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Levi Strauss & Co's
second amended and restated US$750 million 5-year Asset-Based
Revolving Credit Facility.  The Rating Outlook is Stable.

Fitch currently rates Levi Strauss & Co. as:

  -- Issuer Default Rating 'BB-';
  -- Bank Credit Facility 'BB+';
  -- Senior Unsecured Notes 'BB-';

This rating action follows the company's announcement that it
has entered into an amended credit agreement, which increases
the maximum size to US$750 million from US$550 million.  The
facility includes a US$250 million term loan tranche priced at
LIBOR + 250 basis points.  The remaining revolving credit
tranche has an initial price of LIBOR + 150 basis points.  The
entire facility will be secured by, among other domestic assets,
certain U.S. trademarks associated with the Levi's' brand.
Availability will not be reduced by repayments on the term loan
tranche.  The lien on the trademarks will be released when the
term loan tranche is fully repaid.

On Oct. 11, 2007, the company drew US$343.2 million under the
amended credit facility and used US$220 million from cash on
hand to purchase the tendered 12.25% senior unsecured notes due
December 2012, in connection with its cash tender offer.

The rating reflects the improvements made to stabilize Levi's
operations and operating margins as well as its well-known brand
names, geographic diversity and good liquidity position.  The
rating also considers the company's high debt balances and the
competitive operating environment of the denim and casual
bottoms market.

Levi Strauss should continue to benefit from its improved cost
structure and brand investments despite challenges in the U.S.
Levi Strauss Signature brand, which represented less than 8% of
fiscal 2006 revenues and fewer than 4% of operating income
before corporate expenses.  In addition, Fitch expects that
management will remain committed to its plan to reduce debt and
interest costs over time.

Founded in 1853 by Bavarian immigrant Levi Strauss, Levi Strauss
& Co. -- http://www.levistrauss.com/-- is one of the world's
largest brand-name apparel marketers with sales in more than 110
countries.  The company market-leading apparel products are sold
under the Levi's(R), Dockers(R) and Levi Strauss Signature(R)
brands.

Levi Strauss & Co. is privately held by descendants of the
family of Levi Strauss.  Shares of company stock are not
publicly traded.  Shares of Levi Strauss Japan K.K., the
company's Japanese affiliate, are publicly traded in Japan.

The company employs a staff of approximately 10,000 worldwide,
including approximately 1,010 at the company's San Francisco,
California headquarters.  Levi Strauss Europe is headquartered
in Brussels, Belgium, while Levi's Asia Pacific division is
based in Singapore.  Levi's has operations in Brazil, Mexico,
Chile and Peru.


* BRAZIL: Petrobras Starts Biodiesel Output with Galp Energia
-------------------------------------------------------------
Brazilian state-run oil firm Petroleo Brasileiro SA will begin
biodiesel production with Portuguese energy company Galp Energia
in a 50:50 joint venture by year-end, Portugal's Agencia Lusa
newswire reports, citing Galp Energia head Manuel Ferreira de
Oliveira.

Mr. Ferreira de Oliveira told Business News Americas, "We are
concluding the legal aspects of this partnership and making the
business plans needed to make the joint venture economically
feasible.  The whole process will be concluded in 2007 and we
will start working."

The joint venture is aimed at the production of 600,000 tons per
year of vegetable oils in Brazil.  Half of the oils produced
would be processed in Galp Energia plants, while the other half
would be shipped as biodiesel to Europe, BNamericas states.

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


BOMBAY CO: Gordon Brothers & Hilco Merchant's Joint Bid Wins
------------------------------------------------------------
The Bombay Company Inc. disclosed that a joint venture of Gordon
Brothers Retail Partners LLC and Hilco Merchant Resources LLC
has submitted the winning bid at the auction for Bombay's
business operations, which contemplates a liquidation of
Bombay's U.S. stores.

In addition, in a transaction arranged by Hilco Consumer
Capital, the Joint Venture, in partnership with Bowring and
Benix & Co., provides for the continuation of Bombay's Canadian
operations after inventory disposition sales.  The Canadian
transaction is an agreement in principle subject to completion
and the results of the auction are subject to certain conditions
including court approvals in the United States and Canada.

The agreement between Bombay and the Joint Venture will be
submitted to the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division, and a hearing to consider
approval of the agreement to be held early next week.

In addition, The Bombay Furniture Company of Canada Inc., a
wholly owned subsidiary of Bombay, will seek acceptance of this
successful bid from the Ontario Superior Court of Justice early
next week.

The Joint Venture intends to begin the store closing sales at
Bombay's U.S. stores next week following court approval.  Other
Bombay assets, including its U.S. intellectual property rights
and its real estate assets, are not part of the proposed
transaction.

"This is a difficult day for Bombay in the United States, but we
are glad that we have found a solution that will help provide
most of our U.S. employees with continued work through the all-
important holiday season, while also preserving the Bombay name
and continuing the company's successful Canadian operations,"
David B. Stewart, chief executive officer of Bombay, said.
"Over the coming weeks and months, our U.S.-based employees will
work closely with the Joint Venture to prepare, stock and
operate the stores during the holiday season.  I want to thank
all of our hard-working, dedicated employees who have remained
committed to serving our loyal customers, especially during
these most difficult days."

"Bowring and Benix are excited about this acquisition," Fred
Benitah, chief executive officer of Bowring and Benix, said.
"Bombay represents one of the most respected retail brands in
Canada, and the acquisition of Bombay Canada complements our
existing Bowring and Benix brands, strengthening our position as
Canada's leading home retailers."

"I am pleased and look forward to working with Bombay's
exceptional group of management and employees," Margaret
Morrison, President of Benix, added.

                 About The Bombay Company Inc.

Headquartered in Fort Worth, Texas, The Bombay Company Inc.,
(OTC Bulletin Board: BBAO) -- http://www.bombaycompany.com/--
designs, sources and markets a unique line of home accessories,
wall decor and furniture through 384 retail outlets and the
Internet in the U.S. and internationally, including Cayman
Islands.  The company and five of its debtor-affiliates filed
for Chapter 11 protection on Sept. 20, 2007 (Bankr. N.D. Tex.
Lead Case No. 07-44084).  Jeff P. Prostok, Esq., at Forshey &
Prostok, LLP, represents the Official Committee of Unsecured
Creditors.  As of May 5, 2007, the Debtors listed total assets
of US$239,400,000 and total debts of US$173,400,000.


CABLE & WIRELESS: Closes US$40-Mil. Network Deal with Nokia
-----------------------------------------------------------
Cable & Wireless has closed a US$40-million agreement with
infrastructure provider Nokia Siemens Networks to deliver
wireless network services to the Caribbean, The Jamaica Gleaner
reports.

Business News Americas relates that Cable & Wireless
collaborated with Nokia Siemens for the design of core network
software that will provide full wireless services that would be
"resilient" during natural disasters across all 14 Caribbean
markets the company serves.

Nokia Siemens spokesperson Chantal Boekman told The Gleaner that
voice services over a 2G network and data is accommodated by 3G
technology.

According to BNamericas, the accord covers the provision of
these four core network solutions by Nokia Siemens, a joint
venture between Finnish mobile phone manufacturer Nokia and
German equipment supplier Siemens:

          -- network media gateways,
          -- mobile softswitches,
          -- intelligent packet core, and
          -- operation support systems.

The systems will provide a single platform to support 2G and 3G
wireless networks.  The core network by Nokia Siemens would
comply with the US and European telecommunications standards,
BNamericas states.

                     About Nokia Siemens

Nokia Siemens Networks wants to prove that titans don't have to
clash.  The 50-50 joint venture combines the telecom carrier
operations of diversified manufacturer Siemens with the network
business of communications giant Nokia.  With a product
portfolio spanning both wireless and wireline network equipment,
the company encompasses six business units: broadband access,
Internet protocol transport, operation support systems, radio
access, service core and applications, and services. Nokia and
Siemens announced the formation of the joint venture in 2006,
and Nokia Siemens Networks commenced operations in 2007.  A
month later it announced it would slash 15% of its workforce
-- or 9,000 jobs -- by 2010 to boost competitiveness.

                    About Cable & Wireless

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

                        *     *     *

In April 2007, in connection with the implementation of its new
Probability-of-Default and Loss-Given-Default rating methodology
for the corporate families in the Telecommunications, Media and
technology sector, Moody's Investors Service confirmed its Ba3
Corporate Family Rating for Cable & Wireless Plc.

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

* Issuer: Cable & Wireless Plc

                                          Projected
                        Debt     LGD      Loss-Given
Debt Issue              Rating   Rating   Default
----------              -------  -------  --------
4% Senior Unsecured
Conv./Exch.
Bond/Debenture
Due 2010                B1       LGD4     60%

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


COLIN LUKE: Sets Final Shareholders Meeting for Nov. 5
------------------------------------------------------
Colin Luke & Associates (Insurance) Ltd. will hold its final
shareholders meeting on Nov. 5, 2007 at 10:00 a.m.:

         Leadenhall Street
         London, England EC3A 2EB

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed;

   2) determining the manner in which the books, accounts and
      documentation of the company, and of the liquidator should
      be disposed of; and

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

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

The liquidator can be reached at:

         Nigel Hooper
         c/o Campbells
         4th Floor, Scotia Center
         P.O. Box 884, George Town
         Grand Cayman, Cayman Islands
         Telephone: (345)949-2648
         Fax: (345)949-8613


CORNICHE BOULEVARD: Final Shareholders Meeting Is on Nov. 8
-----------------------------------------------------------
Corniche Boulevard, Limited, will hold its final shareholders
meeting on Nov. 8, 2007 at 10:00 a.m.:

         Close Brothers (Cayman) Limited
         4th Floor Harbor Place, George Town
         Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed;

   2) authorizing the liquidator to retain the records of the
      company for a period of six 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:

         Jeff Arkley
         Attention: Neil Gray
         Close Brothers (Cayman) Limited
         Fourth Floor, Harbor Place
         P.O. Box 1034, George Town
         Grand Cayman, Cayman Islands
         Telephone: (345) 949 8455
         Fax: (345) 949 8499


FALLINVEST CAPITAL: Sets Final Shareholders Meeting for Nov. 8
--------------------------------------------------------------
Fallinvest Capital Limited will hold its final shareholders
meeting on Nov. 8, 2007 at 11:00 a.m. at the office of the
company.

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed of to the date of the final winding-up
      on Nov. 8, 2007; and

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

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

The liquidator can be reached at:

         Westport Services Ltd.
         Attention: Bonnie Willkom
         P.O. Box 1111, Grand Cayman KY1-1102
         Cayman Islands
         Telephone: (345) 949-5122
         Fax: (345) 949-7920


MADISON FINANCE: Proofs of Claim Filing Deadline Is Nov. 5
----------------------------------------------------------
Madison Finance Corporation's creditors are given until
Nov. 5, 2007, to prove their claims to Scott Aitken and Alex
Johnston, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Madison Finance's shareholder agreed on Sept. 12, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidators can be reached at:

         Scott Aitken
         Alex Johnston
         Attention: Isabel Mason
         P.O. Box 1109, Grand Cayman KY-1102
         Cayman Islands
         Telephone: 345 949-7755
         Fax: 345 949-7634


MADISON FINANCE: Will Hold Final Shareholders Meeting on Nov. 5
---------------------------------------------------------------
Madison Finance Corporation will hold its final shareholders
meeting on Nov. 5, 2007 at 10:30 a.m. at:

         HSBC Financial Services (Cayman) Limited
         P.O. Box 1109, George Town
         Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed of; and

   2) authorizing the liquidators to retain the records of the
      company for five 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 liquidators can be reached at:

         Scott Aitken
         Alex Johnston
         Attention: Isabel Mason
         P.O. Box 1109, Grand Cayman KY1-1102
         Cayman Isands
         Telephone: 345 949-7755
         Fax: 345 949-7634


SPRINGINVEST ACQUISITION: Final Shareholders Meeting on Nov. 8
--------------------------------------------------------------
Springinvest Acquisition Limited will hold its final
shareholders meeting on Nov. 8, 2007 at 9:00 a.m. at the
company's registered office.

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed; and

   2) authorizing the liquidator to retain the records of the
      company for a period of six 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:

         Westport Services Ltd.
         Attention: Bonnie Willkom
         P.O. Box 1111, Grand Cayman KY1-1102
         Cayman Islands
         Telephone: (345) 949-5122
         Fax: (345) 949-7920


SUMMERINVEST FINANCE: Final Shareholders Meeting Is on Nov. 8
-------------------------------------------------------------
Summerinvest Finance Limited will hold its final shareholders
meeting on Nov. 8, 2007 at 11:30 a.m. at the registered office
of the company.

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed of to the date of the final winding-up
      on Nov. 8, 2007; and

   2) authorizing the liquidator to retain the records of the
      company for a period of six 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:

         Westport Services Ltd.
         Attention: Bonnie Willkom
         P.O. Box 1111, Grand Cayman KY1-1102
         Cayman Islands
         Telephone: (345) 949-5122
         Fax: (345) 949-7920


WINTERINVEST PLANNING: Final Shareholders Meeting Is on Nov. 8
--------------------------------------------------------------
Winterinvest Planning Limited will hold its final shareholders
meeting on Nov. 8, 2007 at 10:00 a.m. at the company's
registered office.

These agendas will be taken during the meeting:

   1) accounting of the winding-up process and how the property
      has been disposed;

   2) authorizing the liquidator to retain the records of the
      company for a period of six 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:

         Westport Services Ltd.
         Attention: Bonnie Willkom
         P.O. Box 1111, Grand Cayman KY1-1102
         Cayman Islands
         Telephone: (345) 949-5122
         Fax: (345) 949-7920




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


LEVI STRAUSS: Satisfies Terms of US$525-Mln Sr. Notes Offering
--------------------------------------------------------------
Levi Strauss & Co. has satisfied certain conditions to the
tender offer for all of its outstanding US$525 million aggregate
principal amounts of its 12.25% Senior Notes due 2012, including
the amendment of its senior secured revolving credit facility.

The company also disclosed that the holders of Notes
representing not less than a majority in aggregate principal
amount of the outstanding Notes have validly tendered their
Notes and delivered their consents.

The company and the trustee for the Notes have executed a
supplemental indenture to the indenture governing the Notes that
eliminates or makes less restrictive most of the restrictive
covenants, and certain related events of default, contained in
the indenture.

The company has entered into a second amended and restated
credit agreement among the company, Levi Strauss Financial
Center Corporation, the financial institutions party thereto and
Bank of America, N.A., as agent.

A summary description of the material terms of the amendment
includes:

   * The term of the Credit Agreement has been extended through
     Oct. 11, 2012.

   * The maximum availability under the Credit Agreement was
     increased from US$550 million to US$750 million and
     includes a US$250 million term loan tranche.  The entire
     Credit Agreement will be secured by certain U.S. trademarks
     associated with the Levi's(R) brand.  The term loan
     tranche amortizes on a quarterly basis based on a straight
     line two-year amortization schedule to a residual value of
     25% of the net orderly liquidation value of the trademarks
     with no additional repayments required until maturity so
     long as the remaining amount of the tranche does not
     exceed such 25% valuation.  The term loan tranche will be
     borrowed on a first dollar drawn basis.  As the term loan
     tranche is repaid, the maximum availability under the
     Credit Agreement will not be automatically reduced by the
     amount of the repayment.  The lien on the trademarks, but
     not the other assets, will be released upon the full
     repayment of the term loan tranche.

   * The Credit Agreement includes as a financial covenant a
     springing fixed charge coverage ratio of 1:1, which arises
     when excess availability under the Credit Agreement is
     less than US$100 million.  This covenant will be
     discontinued upon termination and repayment of the term
     loan tranche described above and the implementation of a
     liquidity reserve of US$50 million.

   * The revolving portion of the Credit Agreement initially
     bears an interest rate of LIBOR plus 150 basis points or
     base rate plus 25 basis points subject to adjustments
     based on availability.  The term loan tranche bears an
     interest rate of LIBOR plus 250 basis points or base rate
     plus 125 basis points.

In connection with its tender offer and consent solicitation,
the company has accepted for purchase US$505.8 million of the
outstanding aggregate principal amount of the Notes for a total
payment of US$563.2 million, including US$15.2 million in
consent payments to holders who validly tendered their Notes and
delivered their consents on or prior to 5 p.m., New York City
time, on Oct. 3, 2007.

The company drew US$343.2 million under the second amended and
restated revolving credit facility and used US$220 million from
cash on hand to fund these payments.

The tender offer will expire at midnight, New York City time,
Wednesday, Oct. 17, 2007, unless extended by the company.
Holders who validly tender their Notes after 5 p.m., New York
City time, on Oct. 3, 2007 and prior to the expiration of the
tender offer will not receive the consent payment and, therefore
their tender consideration will be US$1,043.99 per US$1,000
principal amount of Notes.

The company has retained Credit Suisse Securities (USA) LLC as a
dealer manager and solicitation agent in connection with the
tender offer and consent solicitation.  Questions about the
tender offer and consent solicitation may be directed to Credit
Suisse at 212-325-4951 (collect).

Holders can request documents from D.F. King & Co. Inc., the
information agent and tender agent, at 888-887-0082 (U.S. toll
free) or 212-269-5550 (collect).

                  About Levi Strauss & Co.

Headquartered in San Francisco, California, Levi Strauss & Co.
-- http://www.levistrauss.com/-- is a branded apparel company.
The company designs and markets jeans and jeans-related pants,
casual and dress pants, tops, jackets and related accessories
for men, women and children under its Levi's, Dockers and Levi
Strauss Signature brands in markets around the world.  Levi
Strauss & Co. distributes its Levi's and Dockers products
primarily through chain retailers and department stores in the
United States, and through department stores, specialty
retailers and franchised stores abroad.  The company distributes
its Levi Strauss Signature products through mass channel
retailers in the United States and abroad.

The company employs a staff of approximately 10,000 worldwide,
including approximately 1,010 at the company's San Francisco,
California headquarters.  Levi Strauss Europe is headquartered
in Brussels, Belgium, while Levi's Asia Pacific division is
based in Singapore.  Levi's has operations in Brazil, Mexico,
Chile and Peru.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 31, 2007, Standard & Poor's Ratings Services has it raised
its ratings on San Francisco-based apparel company Levi Strauss
& Co. by one notch, including its long-term corporate credit
rating to 'B+' from 'B'.  S&P said the outlook is stable.




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


SOLUTIA INC: Incurs US$9,000,000 Net Loss in Month Ended Aug. 31
----------------------------------------------------------------

                 Solutia Chapter 11 Debtors
             Unaudited Statement of Consolidated
                    Financial Position
                  As of August 31, 2007

                         ASSETS

Cash                                              US$68,000,000
Trade Receivables, net                              200,000,000
Account Receivables-Unconsolidated Subsidiaries      62,000,000
Inventories                                         176,000,000
Other Current Assets                                 76,000,000
Assets of Discontinued Operations                     6,000,000
                                                --------------
Total Current Assets                                588,000,000

Property, Plant and Equipment, net                  650,000,000
Investments in Subsidiaries and Affiliates          687,000,000
Intangible Assets, net                              100,000,000
Other Assets                                         56,000,000
                                                --------------
Total Assets                                   US$2,081,000,000
                                                ==============

             LIABILITIES AND SHAREHOLDERS' DEFICIT

Accounts Payable                                 US$213,000,000
Short Term Debt                                     922,000,000
Other Current Liabilities                           152,000,000
Liabilities of Discontinued Operations                4,000,000
                                                --------------
Total Current Liabilities                         1,291,000,000

Long-Term Debt                                       19,000,000
Other Long-Term Liabilities                         194,000,000
                                                --------------
Total Liabilities not Subject to Compromise       1,504,000,000

Liabilities Subject to Compromise                 1,850,000,000

Shareholders' Deficit                            (1,273,000,000)
                                                --------------
Total Liabilities & Shareholders' Deficit      US$2,081,000,000
                                                ==============


                 Solutia Chapter 11 Debtors
       Unaudited Consolidated Statement of Operations
            For the Month Ended August 31, 2007

Total Net Sales                                  US$219,000,000
Total Cost Of Goods Sold                            198,000,000
                                                --------------
Gross Profit                                         21,000,000

Total MAT Expense                                    19,000,000
                                                --------------
Operating Income (Loss)                               2,000,000

Equity Earnings from Affiliates                               0
Interest Expense, net                               (11,000,000)
Other Income, net                                     3,000,000

Reorganization Items:
Professional fees                                    (6,000,000)
Employee severance and retention costs                        0
Adjustment to allowed claim amounts                   5,000,000
Settlements of prepetition claims                    (2,000,000)
                                                --------------
                                                    (3,000,000)
                                                --------------
Income from continuing operations before taxes       (9,000,000)

Income tax expense (benefit)                                  0

Income from discontinued operations                           0
                                                --------------
Net Income (Loss)                                (US$9,000,000)
                                                ==============

Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:
SOLUQ) -- http://www.solutia.com/-- and its subsidiaries,
engage in the manufacture and sale of chemical-based materials,
which are used in consumer and industrial applications
worldwide.   Solutia has operations in Malaysia, China,
Singapore, Belgium, and Colombia.  The company and 15 debtor-
affiliates filed for chapter 11 protection on Dec. 17, 2003
(Bankr. S.D.N.Y. Case No. 03-17949).  When the Debtors filed for
protection from their creditors, they listed US$2,854,000,000 in
assets and US$3,223,000,000 in debts.

Solutia is represented by Allen E. Grimes, III, Esq., at
Dinsmore & Shohl, LLP and Conor D. Reilly, Esq., at Gibson,
Dunn & Crutcher, LLP.  Trumbull Group LLC is the Debtor's claims
and noticing agent.  Daniel H. Golden, Esq., Ira S. Dizengoff,
Esq., and Russel J. Reid, Esq., at Akin Gump Strauss Hauer &
Feld LLP represent the Official Committee of Unsecured
Creditors, and Derron S. Slonecker at Houlihan Lokey Howard &
Zukin Capital provides the Creditors' Committee with financial
advice.

On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement.  On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan.  The Disclosure Statement hearing began on
July 10, 2007, and will be continued on Oct. 17, 2007.

(Solutia Bankruptcy News, Issue No. 100; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).


* COLOMBIA: Local Investors to Visit Panama to Talk Business
------------------------------------------------------------
Prensa Latina reports that about 20 Colombian enterprises will
visit Panama later this month to consider setting up business in
the nation.

The Colombo-Panama Chamber of Commerce and Industry told Prensa
Latina that the companies that to make the visit include those
in the software development industry, the garment sector and
agricultural industry.

Currently, Panama-Colombia trade amounts to US$5 billion, where
Panamanian investments in Colombia account for US$3 billion, the
same report adds.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 15, 2007, Standard & Poor's Ratings Services assigned its
'BB+' long-term senior unsecured rating to the Republic of
Colombia's proposed 2027 Global Titulos de Tesoreria bond, a
bond denominated in Colombian pesos but payable in US dollars.


* COLOMBIA: Presidents Uribe, Chavez & Correa Open Gas Pipeline
---------------------------------------------------------------
El Universal reports that a Venezuela-Colombia natural gas
pipeline project called Punta Ballenas was launched Friday.  The
presidents of Colombia, Venezuela and Ecuador, Alvaro Uribe,
Hugo Chavez, and Rafael Correa attended the inaugauration
ceremony in Manaure, Goajira department.

According to the report, the three presidents have opened the
valves that pump the gas drilled from the Colombian Caribbean to
be supplied to consumers in Maracaibo, northwestern Venezuela.

Venezuelan Minister of Foreign Affairs Rafael Ramirez disclosed
that the operations of this gas pipeline have just started
saying the project is the first gas pipeline connecting Colombia
and Venezuela, El Universal adds.

Mr. Ramirez related that Punta Ballenas "gives way to great
opportunities to advance our trumpeted energy integration."

The US$467 million project is the first of the nine pumping
stations in the 25 inches diameter, 224-kilometer pipeline,
which has a maximum capacity of 500 million cubic feet of gas,
El Universal states, citing Mr. Ramirez.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 15, 2007, Standard & Poor's Ratings Services assigned its
'BB+' long-term senior unsecured rating to the Republic of
Colombia's proposed 2027 Global Titulos de Tesoreria bond, a
bond denominated in Colombian pesos but payable in US dollars.




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


DOLE FOOD: Discontinuing Paraquat Use in Agricultural Operations
----------------------------------------------------------------
Dole Food Co. Inc. told A.M. Costa Rica that it will no longer
use paraquat in its agricultural operations.

According to A.M. Costa Rica, Dole Food will implement an
immediate phase-out program, except in Costa Rica where the
firm's targeted phase-out program extends to June 30, 2007.

Dole Food told A.M. Costa Rica that it will continue applying
paraquat-containing herbicides through mechanized equipment like
boom spray devices under supervised conditions during the Costa
Rica phase-out program.  The herbicide hasn't been used in
banana cultivation since 2001.  However, it is still being used
on pineapple fields.

"Dole's implementation of this phase-out program responds to
developing marketplace conditions in Europe and elsewhere
regarding the use of this herbicide, while also balancing needed
compliance with the local regulatory requirements," Dole Food
President and Chief Executive Officer David DeLorenzo commented
to A.M. Costa Rica.

Headquartered in Westlake Village, California, Dole Food
Company, Inc. -- http://www.dole.com/-- is a producer and
marketer of fresh fruit, fresh vegetables and fresh-cut flowers,
and markets a line of packaged foods.  The company has four
primary operating segments.  The fresh fruit segment produces
and markets fresh fruit to wholesale, retail and institutional
customers worldwide.  The fresh vegetables segment contains
operating segments that produce and market commodity vegetables
and ready-to-eat packaged vegetables to wholesale, retail and
institutional customers primarily in North America, Europe and
Asia.  The packaged foods segment contains several operating
segments that produce and market packaged foods, including
fruit, juices and snack foods.  Dole's fresh-cut! flowers
segment sources, imports and markets fresh-cut flowers, grown
mainly in Colombia and Ecuador, primarily to wholesale florists
and supermarkets in the U.S.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 31, 2007,
Moody's Investors Service downgraded Dole Food Company Inc.'s
corporate family rating to B2 from B1; probability of default
rating to B2 from B1; senior secured bank credit facilities to
Ba3 from Ba2; senior unsecured notes to Caa1 from B3; and
various shelf registrations to (P)Caa1 from (P)B3.  Moody's said
the outlook is stable.

On Dec. 11, Standard & Poor's Ratings Services lowered its
ratings on Dole Food Co. Inc. and Dole Holding Co. LLC,
including its corporate credit rating to 'B' from 'B+'.




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


JETBLUE AIRWAYS: Will Launch New York-Puerto Plata Flights
----------------------------------------------------------
JetBlue Airways told Dominican Today that it will launch the New
York-Puerto Plata flights on Jan. 10, 2008.

According to Dominican Today, fares on the Puerto Plata flights
will begin at US$109 one-way.  The flights will provide more
access to the Dominican Republic's north coast resorts.  JetBlue
Airways already flies to Santiago and Santo Domingo.

Meanwhile, JetBlue Airways also told Dominican Today that it
will start flying to St. Maarten on Jan. 17, 2008.

The New York-Princess Juliana Airport daily flights will provide
new access to St. Martin.  Fares for these flights will start at
US$159 each way, Dominican Today states.

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.




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


* ECUADOR: Presidents Uribe, Chavez & Correa Open Gas Pipeline
--------------------------------------------------------------
El Universal reports that a Venezuela-Colombia natural gas
pipeline project called Punta Ballenas has launched last Friday.
The presidents of Colombia, Venezuela and Ecuador, Alvaro Uribe,
Hugo Chavez, and Rafael Correa took the inaugauration ceremony
in Manaure, Goajira department.

According to the report, the three presidents have opened the
valves that pump the gas drilled from the Colombian Caribbean to
be supplied to consumers in Maracaibo, northwestern Venezuela.

Venezuelan Minister of Foreign Affairs Rafael Ramirez disclosed
that the operations of this gas pipeline have just started
saying the project is the first gas pipeline connecting Colombia
and Venezuela, El Universal adds.

Mr. Ramirez related that Punta Ballenas "gives way to great
opportunities to advance our trumpeted energy integration."

The US$467 million project is the first of the nine pumping
stations in the 25 inches diameter, 224-kilometer pipeline,
which has a maximum capacity of 500 million cubic feet of gas,
El Universal states, citing Mr. Ramirez.

                        *     *     *

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 Rejoin OPEC in November
---------------------------------------
Ecuador is returning to the Organization of the Petroleum
Exporting Countries at the cartel's meeting next month, various
reports say, citing Ecuadorian President Rafael Correa.

Inside Costa Rica relates that Venezuelan President Hugo Chavez,
which is the only Latin American member of OPEC, gave his
support to Ecuador's bid to rejoin the group.

According to the report, the two countries have moved to
increase energy cooperation.

Ecuador left OPEC in 1992.  Energy Minister Andres Barreiro
Vivas stated that Ecuador was compelled to leave OPEC due to the
annual membership fee of US$2 million and the cartel's refusal
to raise Ecuador's production quota.

President Correa claimed his country would rejoin OPEC following
his nomination in November last year, Inside Costa Rica adds.

                        *     *     *

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


IMAX CORPORATION: Catalyst Fund Withdraws New York Lawsuit
----------------------------------------------------------
IMAX Corporation has reported that Catalyst Fund Limited
Partnership II has withdrawn the lawsuit it filed against IMAX
in the New York State Supreme Court.

Catalyst was seeking to invalidate the consents the company
successfully received from a majority of its bondholders on
April 16, 2007, extending the deadline to file the company's
annual and other reports and waiving any existing defaults
arising from a failure to comply with the reporting covenant
under the indenture governing the Company's senior notes.

IMAX viewed the suit as entirely without merit and immediately
moved to dismiss the complaint when it was filed on
May 10, 2007.  Catalyst then asked the Court for permission to
withdraw the suit, which was granted on Oct. 9, 2007.  In
September, Catalyst filed an application with the Superior Court
for the Province of Ontario to litigate substantially the same
matter in Canada.

IMAX is contesting that application as well, and similarly views
it to be without merit.

Catalyst unsuccessfully opposed the company's consent
solicitation and unsuccessfully attempted to trigger an event of
default under the company's senior notes indenture on numerous
occasions.  Most recently, Catalyst issued a purported notice of
default dated Oct. 10, 2007.  The company believes it is in
compliance with the senior notes indenture and that Catalyst's
claims are without merit.

                    About IMAX Corporation

Based in New York City and Toronto, Canada, IMAX Corporation
(NASDAQ:IMAX; TSX:IMX) -- http://www.imax.com/-- is an
entertainment technology company, with emphasis on film and
digital imaging technologies including 3D, post-production and
digital projection.  IMAX is a fully-integrated, out-of-home
entertainment enterprise with activities ranging from the
design, leasing, marketing, maintenance, and operation of
IMAX(R) theatre systems to film development, production, post-
production and distribution of large-format films.  IMAX also
designs and manufactures cameras, projectors and consistently
commits significant funding to ongoing research and development.
IMAX has locations in Guatemala, India, Italy, among others.

At June 30, 2007, the company's balance sheet showed total
assets of US$220.2 million and total liabilities of US$284
million, resulting in a total shareholders' deficit of US$63.8
million.




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


* JAMAICA: Fitch Affirms Low B Credit Ratings
---------------------------------------------
Fitch Ratings has affirmed Jamaica's ratings and the Stable
Outlook as:

  -- Foreign and local currency Issuer Default Ratings 'B+';
  -- Country ceiling 'BB-';
  -- Bond obligations 'B+/RR4'.

Jamaica's ratings are supported by its political stability, and
a debt service record that is better than those of many rating
peers.  The rating also incorporates the institutional strengths
of the country that have allowed it to service its crushing debt
burden even during periods of extreme financial stress, such as
that seen in 2002/03.  The general consensus between the two
leading political parties over the main thrust of economic
policy is also a relative strength.  In spite of meager growth
in recent years and continued high levels of poverty -- in
contrast with the trend seen in some Latin countries -- both
parties appear to favor relatively orthodox policy framework.

On the other hand, Fitch cautions that fiscal pressures have
been mounting, while the high level of Jamaica's current account
deficits leave it vulnerable to external shocks -- such as the
current unfavorable external environment.  Already, the Jamaican
dollar has faced downward pressures in the last two months,
while the central bank has lost over US$300 million in foreign
reserves since the beginning of this year.  Although the central
bank has tightened its monetary policy in response, it is too
early to judge to what extent this will permanently stabilize
the FX market, especially, given uncertainty regarding the
length and depth of the turmoil in the international credit
markets.  Jamaica's creditworthiness could come under pressure
if the government fails to respond adequately by tightening its
monetary and fiscal policies should further depreciation
pressures continue.  A significant depreciation could lead to
higher inflation, lower growth and higher debt servicing costs,
taking its toll on public debt dynamics.  Similarly, reversal in
the public debt trajectory, failure of the new government to
present a budget that entails a credible fiscal consolidation,
and/or significant reduction in international reserves that
limits the maneuverability of the central bank to respond to
external shocks could place downward pressure on Jamaica's
sovereign creditworthiness.

"While the authorities continue to run significant primary
surpluses, Fitch cautions that the persistent failure to achieve
fiscal targets in recent years could eventually undermine hard-
won fiscal credibility," said Shelly Shetty, Senior Director in
Fitch's Sovereign Group.  Already, Jamaica's fiscal solvency
ratios such as a public debt burden of 130% of GDP and interest
of over 40% are significantly above the 'B' median.  To a great
degree, public finances remain vulnerable to external and
weather-related shocks.  In light of this vulnerability,
together with a heavy debt burden and a high current account
deficit, Fitch believes it will be important for the PM Golding-
led government to redouble its efforts to tighten fiscal policy
and move toward a balanced fiscal budget.  This could prove to
be more challenging given the new spending commitments of the
Golding government as well as the additional costs that will be
incurred due to Hurricane Dean, and Fitch believes it is quite
likely that the government will miss its 2007/08 fiscal targets
again.

Jamaica's other credit weaknesses include its high level of
current account deficits as well as its relatively poor growth
record.  Fitch expects the current account deficits to remain
large during its forecast period due to heavy investment in the
tourism, mining and infrastructure sectors, but these should
ultimately contribute to increasing the country's capacity to
earn more foreign exchange.  Moreover, Fitch is encouraged by
the fact that a significant proportion of the current account
deficit would be financed through FDI flows, limiting the
increase in the country's external indebtedness.  Similarly,
while Hurricane Dean could undermine growth in this fiscal year,
medium-term growth prospects appear more promising due to the
above-mentioned investments.




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


COLLINS & AIKMAN: Closes Sale of Soft Trim Division to IAC NA
-------------------------------------------------------------
Collins & Aikman Corp. completed the sale of its soft trim
division to International Automotive Components Group North
America.

As reported in the Troubled Company Reporter on April 23, 2007,
C&A signed an asset purchase agreement with IAC NA for the sale
of its North American automotive flooring and acoustic
components business.  The Agreement provides for aggregate
consideration to the company of US$134 million in cash, plus
certain contingent consideration and certain assumed
liabilities.  The Agreement also provides an opportunity for the
Company's senior, secured prepetition lenders to invest in IAC
NA's parent company up to an aggregate cap of 25% of IAC NA's
outstanding stock.

"These strategic acquisitions enable IAC NA to strengthen our
product portfolio, increase our technical competencies and
improve our ability to meet our customers' needs," Jim
Kamsickas, president and CEO of IAC NA, said.  "We look forward
to integrating the talented C&A employees into our organization
as we move forward to further improve our business."

The acquisition of C&A's soft trim division includes sixteen
facilities in North America that manufacture carpeting, molded
flooring products, dash insulators and other related interior
components.  Additionally, the acquisition includes a noise,
vibration and harshness technical center.  The C&A division had
3,900 employees.

"We have been trying to buy these operations ever since C&A
filed for bankruptcy because strategically they give us a major
position in the automotive carpet and acoustics sector and
strengthen our Mexican manufacturing base," IAC NA Chairman
Wilbur Ross said.

Headquartered in Troy, Mich., Collins & Aikman Corporation --
http://www.collinsaikman.com/-- is a global leader in cockpit
modules and automotive floor and acoustic systems and is a
leading supplier of instrument panels, automotive fabric,
plastic-based trim, and convertible top systems.  The Company
has a workforce of approximately 23,000 and a network of more
than 100 technical centers, sales offices and manufacturing
sites in 17 countries throughout the world.  The Company
operates in Latin America through its facilities in Mexico.  The
Company and its debtor-affiliates filed for chapter 11
protection on May 17, 2005 (Bankr. E.D. Mich. Case No.
05-55927).  Richard M. Cieri, Esq., at Kirkland & Ellis LLP,
represents C&A in its restructuring.  Lazard Freres & Co., LLC,
provides the Debtors with investment banking services.  Michael
S. Stammer, Esq., at Akin Gump Strauss Hauer & Feld LLP,
represents the Official Committee of Unsecured Creditors
Committee.  When the Debtors filed for protection from their
creditors, they listed US$3,196,700,000 in total assets and
US$2,856,600,000 in total debts.

On Aug. 30, 2006, the Debtors filed a Joint Chapter 11 Plan and
a Disclosure Statement explaining that plan.  On Dec. 22, 2006,
they filed an Amended Plan and on Jan. 22, 2007, filed a
modified Amended Plan.  On Jan. 25, 2007, the Court approved the
adequacy of the Disclosure Statement.  On July 18, 2007, the
Court confirmed the Debtors' Liquidation Plan.  The Debtors'
cases are set to be closed on Feb. 28, 2008.


DANA CORP: Amends Centerbridge Capital Investment Agreement
-----------------------------------------------------------
Dana Corporation has entered into an amendment to an investment
agreement it reached with Centerbridge Capital Partners L.P., on
July 26, 2007.  Dana's board of directors has rejected an
alternative investment offer submitted by Appaloosa Management
L.P.

The original terms of the Centerbridge investment agreement
provided, for an affiliate of Centerbridge to purchase
US$250 million in convertible preferred shares of reorganized
Dana (Series A), and for qualified supporting creditors to have
an opportunity to purchase US$500 million in convertible
preferred shares (Series B) on a pro rata basis.

Centerbridge had agreed to purchase up to US$250 million of any
Series B shares that were not purchased by the creditors.

Among the amendments to the Centerbridge agreement are:

   -- A commitment by Centerbridge to fully underwrite the
      purchase of the US$500 million of Series B shares of
      reorganized Dana, an increase from the US$250 million that
      Centerbridge had agreed to underwrite.

   -- Centerbridge's consent to an amendment to Dana's proposed
      plan of reorganization to provide for a cash payment of
      up to US$40 million to certain general unsecured creditors
      who are not eligible to purchase Series B shares because
      their individual claims are less than US$25 million or
      they are not "qualified institutional investors" as
      defined in U.S. securities laws.

   -- Dana's agreement not to solicit or entertain any proposal
      for an investment, transaction, or plan of reorganization
      that would be an alternative to the Centerbridge
      investment and the elimination of Dana's right to
      terminate the Centerbridge investment agreement to accept
      any alternative investment or transaction proposal.

The amendment, which is subject to approval by the Bankruptcy
Court for the Southern District of New York, where the company's
Chapter 11 bankruptcy proceeding is pending, is required to be
approved by Nov. 15, 2007.

                  Appaloosa Management Proposal

In conjunction with the Bankruptcy Court's established
procedures for qualified potential investors interested in
exploring alternative proposals to the Centerbridge investment,
Appaloosa delivered an offer for an alternative investment to
Dana and the Official Committee of Unsecured Creditors on
Sept. 21, 2007.

As contemplated by the alternative proposal procedures, Dana's
board of directors reviewed and considered Appaloosa's offer.
After discussions among the parties and the various bankruptcy
constituents, Dana's board rejected Appaloosa's offer.

                     About Dana Corporation

Based in Toledo, Ohio Dana Corporation -- http://www.dana.com/
-- designs and manufactures products for every major vehicle
producer in the world, and supplies drivetrain, chassis,
structural, and engine technologies to those companies.  Dana
employs 46,000 people in 28 countries.  Dana is focused on being
an essential partner to automotive, commercial, and off-highway
vehicle customers, which collectively produce more than 60
million vehicles annually.

Dana continues to close plants in North America, moving business
to other countries such as Mexico.

The company and its affiliates filed for chapter 11 protection
on Mar. 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of
Sept. 30, 2005, the Debtors listed US$7,900,000,000 in total
assets and US$6,800,000,000 in total debts.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day,
in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, serves as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
serves as Dana's Chief Restructuring Officer.

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel
LLP, represents the Official Committee of Unsecured Creditors.
Fried, Frank, Harris, Shriver & Jacobson, LLP serves as counsel
to the Official Committee of Equity Security Holders.  Stahl
Cowen Crowley, LLC serves as counsel to the Official Committee
of Non-Union Retirees.

The Debtors filed their Joint Plan of Reorganization on
Aug. 31, 2007.  The Court has set a hearing on Oct. 23, 2007, to
consider the adequacy of the Disclosure Statement explaining the
Debtors' Plan.


FOAMEX INT'L: Makes Repayment of US$9.7 Mil. to First Term Loan
---------------------------------------------------------------
Foamex International Inc. will use net proceeds of approximately
US$9.7 million from the previously announced sale of its stand-
alone carpet cushion facilities towards a repayment of its first
lien term loan.  The net proceeds amount differs slightly from
the anticipated amount of approximately US$10 million due to a
post-closing inventory adjustment.

Commenting on the debt reduction, Jack Johnson, President and
Chief Executive Officer of Foamex, said: "We continue to focus
on deleveraging the balance sheet and I remain confident that we
are on track to meet or exceed our goal of having less than
US$560 million of net debt by year-end."

Headquartered in Linwood, Pennsylvania, Foamex International
Inc. (FMXIQ.PK) -- http://www.foamex.com/-- produces cushioning
for bedding, furniture, carpet cushion and automotive markets.
The company also manufactures polymers for the industrial,
aerospace, defense, electronics and computer industries.
Foamex has Asian locations in Malaysia, Thailand and China.  The
company's Latin American subsidiary is in Mexico.

The company and eight affiliates filed for chapter 11 protection
on Sept. 19, 2005 (Bankr. Del. Case Nos. 05-12685 through
05-12693).  Attorneys at Paul, Weiss, Rifkind, Wharton &
Garrison LLP, represent the Debtors in their restructuring
efforts.  Houlihan, Lokey, Howard and Zukin and O'Melveny &
Myers LLP are advising the ad hoc committee of Senior Secured
Noteholders.  Kenneth A. Rosen, Esq., and Sharon L. Levine,
Esq., at Lowenstein Sandler PC and Donald J. Detweiler, Esq., at
Saul Ewings, LP, represent the Official Committee of Unsecured
Creditors.  As of July 3, 2005, the Debtors reported
US$620,826,000 in total assets and US$744,757,000 in total
debts.

On Feb. 2, 2007, the Court confirmed the Debtors' Second Amended
Joint Plan of Reorganization.  The Plan of Reorganization of
Foamex International Inc. became effective and the company
emerged from chapter 11 bankruptcy protection on Feb. 12, 2007.

At July 1, 2007, Foamex International Inc.'s balance sheet
showed total assets of US$566.2 million and total liabilities of
US$823.5 million, resulting to a total stockholders' deficit of
US$257.3 million.


INNOPHOS HOLDINGS: Elects Karen Oscar to Board of Directors
-----------------------------------------------------------
Innophos Holdings, Inc., the parent company of Innophos
Investments Holdings, Inc. and Innophos, Inc., has selected
Karen Osar to its Board of Directors and those of its
subsidiaries, effective Oct. 15, 2007.  The company also
announced the resignations of Edward Conard and Blair Hendrix,
effective Oct. 15, 2007, resulting in a resizing of the Board to
five directors, three of whom will be independent.

"After an extensive search process, we are very happy to add a
director with Karen's experience and background in our
industry," said Randy Gress, Chief Executive Officer and
Chairman of the Board.  Ms. Osar will serve as an independent
director on three board committees:  Audit, Compensation, and
Nominating & Corporate Governance.  Her election maintains the
company's compliance with NASDAQ listing standards by
establishing a majority independent Board and 100% independent
membership on the required committees.

After Oct. 15, Gary Cappeline (independent) will assume the
Compensation Committee chair.  The remaining directors will
consist of Linda Myrick (independent), Mr. Gress (management)
and Stephen Zide (Bain Capital).  Bain Capital remains a 48.5%
holder in the company.

Ms. Osar was the Executive Vice President and Chief Financial
Officer of Chemtura Corporation, a US$4.0 billion specialty
chemicals manufacturer headquartered in Connecticut, where she
had responsibility for accounting, financial reporting,
treasury, tax, financial planning and investor relations
functions from 2004 through Chemtura's formation in 2005 until
her retirement in March 2007.  From 1999 through 2003, she
served first as Chief Financial Officer of Westvaco Corporation
and subsequent to its merger with Mead Corporation in 2002,
Senior Vice President and CFO of MeadWestvaco Corporation,
primarily a provider of packaging solutions and products to
major branded goods manufacturers.  She also held the position
of Vice President and Treasurer of Tenneco, Inc., an industrial
conglomerate, from 1994 to 1999.  Previously she served as
Managing Director, Investment Banking, at JP Morgan and Company.
Ms. Osar currently serves as a director of the BNY Hamilton
Funds, an affiliated group of mutual funds advised by the Bank
of New York Mellon, where she chaired the audit committee from
1999-2006, Webster Financial Corporation, a bank holding
company, since 2006 and SAPPI Ltd, a global pulp and paper
company whose shares are listed on the New York Stock Exchange.

Innophos Holdings, Inc. is the parent holding company of
Innophos Investments Holdings, Inc., which is also a holding
company that owns 100% of Innophos, Inc.  Innophos, Inc.
(including its subsidiaries) is the largest North American
manufacturer of specialty phosphate salts, acids and related
products serving a diverse range of customers across multiple
applications, geographies and channels.  Innophos offers a broad
suite of products used in a wide variety of food and beverage,
consumer products, pharmaceutical and industrial applications.
Headquartered in Cranbury, New Jersey, Innophos has plant
operations in the US, Canada and Mexico.  Its revenues for the
12 months ended Dec. 31, 2006 were roughly US$542 million.
Innophos publicly listed its shares in November 2006.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 18, 2007, Moody's Investors Service assigned a B1
corporate family rating to Innophos Holdings, Inc., and a B3
rating to the company's new US$66 million senior unsecured notes
due 2012.  The new notes are being issued by Innophos Holdings,
Inc. to refinance US$61 million of debt of its subsidiary,
Innophos Investments Holdings, Inc.  The corporate family rating
assignment is being made to transfer the corporate family rating
to Innophos Holdings, Inc. from Innophos Investments Holdings,
Inc.  An SGL- 2 speculative grade liquidity rating and a stable
rating outlook were also assigned to Innophos.

This summarizes the ratings activity:

   Innophos Holdings, Inc.

Ratings assigned:

   -- Corporate family rating, B1

   -- Probability of default rating, B1

   -- Speculative grade liquidity rating, SGL-2

   -- US$66 million senior unsecured notes due 2012, B3,
      LGD6, 93%

   Innophos, Inc.

Ratings affirmed:

   -- US$50 million guaranteed senior secured revolver due 2009,
      Ba1, LGD2, 18%

   -- US$220 million guaranteed senior secured term loan B due
      2010, Ba1, LGD2, 18%

   -- US$190 million 8.875% guaranteed senior subordinated
      notes due 2014, B2, LGD5, 71%


JABIL CIRCUIT: Fitch Lowers Ratings to BB+ from BBB-
----------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative these ratings of Jabil Circuit, Inc.:

-- Issuer Default Rating to 'BB+' from 'BBB-';

-- Senior unsecured revolving credit facility to 'BB+' from
    'BBB-';

-- Senior unsecured debt to 'BB+' from 'BBB-'.

Fitch's action affects approximately US$1.5 billion in total
debt including the company's revolving credit facility.  The
Rating Outlook is Stable.

The downgrade follows Jabil's decision to refinance the
remaining US$400 million of its senior unsecured bridge loan
with long-term debt.  Fitch originally placed Jabil on Rating
Watch Negative in November 2006 following the company's
announced tender offer for Taiwan Greenpoint, which was backed
by a US$1 billion one-year unsecured bridge facility.  Jabil
completed the acquisition of 100% of the shares of Taiwan
Greenpoint in April 2007.

The downgrade reflects these considerations:

-- The 100% debt-financed acquisition of Taiwan Greenpoint has
    increased Jabil's leverage (Total debt/operating EBITDA) to
    2.4 times from an historically conservatively leveraged
    balance sheet below 1 prior to the acquisition.  After
    adjusting for off-balance-sheet debt and operating leases,
    Jabil's adjusted leverage is now 3.5;

-- Jabil's acquisition of Taiwan Greenpoint represents a shift
    in strategy to vertically integrate a portion of the
    company's consumer business.  Fitch believes that while
    this strengthens Jabil's competitive position, it also adds
    a new element of operational risk and will likely lead to
    additional acquisitions going forward;

-- Fitch expects continued competitive pricing pressure which
    historically affected profitability negatively across the
    industry and increases revenue volatility, as recently
    demonstrated by the greater than typical decline in revenue
    for Jabil's consumer business in the second half of fiscal
    2007;

-- Fitch believes that recent industry consolidation as well
    as an ongoing trend of original equipment manufacturers
    (OEM) consolidating EMS (electronics manufacturing
    services) vendors adds to the near-term expectations for
    continued instability in the competitive environment.

Credit strengths include:

-- Strong management team with a track record of solid
    execution;

-- Significant scale and geographic scope of operations as one
    of the world's largest providers of EMS services with
    greater flexibility in manufacturing assets relative to the
    majority of peers;

-- Exposure to higher growth non-traditional EMS end-markets
    including consumer electronics and mobile handsets;

-- Historical track record of outperformance relative to peers
    including higher revenue growth rates and EBITDA margins
    over the prior five years.

Credit concerns include:

-- Change in strategy to vertically integrate a portion of its
    consumer business and the associated increased risk
    inherent in a vertically integrated model;

-- Increase in debt, which represents a significant change in
    capital strategy from what had previously been the most
    conservative balance sheet of any tier-one EMS provider;

-- Industry pricing pressure and the overall competitive
    environment including associated shifts in market share and
    increased risk of significant program loss, which has
    recently led to significant volatility in profitability at
    Jabil.

Liquidity was solid as of Aug. 31, 2007 and included US$664
million in cash and an US$800 million unsecured revolving credit
facility, expiring 2012, which is fully available.  Jabil also
has an off-balance-sheet US$325 million accounts receivable
securitization program which the company utilizes for additional
liquidity.  Annual free cash flow has historically been
approximately US$200 million but has declined to negative US$200
million over the latest 12 months due to a significant but
temporary decline in profitability in early 2007.  Fitch expects
free cash flow to return to a more normal level in fiscal 2008
(Aug. 2008).

Total debt outstanding as of Aug. 31, 2007 was US$1.3 billion
and consisted primarily of the following: approximately US$400
million outstanding under the company's bridge financing
facility which matures in December 2007; US$297 million in
5.875% senior unsecured notes due 2010; and US$400 million in a
senior unsecured term loan which matures in July 2012.

                      About Jabil Circuit

Jabil Circuit, Inc., headquartered in St. Petersburg, Florida
-- http://www.jabil.com/-- is an electronic product solutions
company providing comprehensive electronics design,
manufacturing and product management services to global
electronics and technology companies.  Jabil Circuit has more
than 50,000 employees and facilities in 20 countries, including
Brazil, Mexico, United Kingdom and Japan.


MAXCOM TELECOM: S&P Revises Outlook to Positive from Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook to
positive from stable on Maxcom Telecomunicaciones S.A.B. de C.V.
(Maxcom; B/Positive/--).

"The rating action reflects S&P's expectation that upon the
completion of Maxcom's proposed equity offering, the issuer will
post a net debt-to-EBITDA ratio below 3.0 during the next couple
of years," said S&P's credit analyst Jose Coballasi.  The
positive outlook also reflects S&P's expectations that Maxcom's
financial performance could improve toward a sustained total
debt-to-EBITDA ratio below 3.0 during the next couple of years.

The ratings on Maxcom reflect the company's debt-refinancing
history, caused by its initial aggressive financial policy, as
was also the case for other telecom operators, and constant
changes in its previous top management.  The ratings also
consider the company's limited financial flexibility,
particularly its free operating cash flow generation, because of
its high indebtedness level in an industry that is highly
sensitive to the scale of operations and has significant
investment requirements.  Another credit risk factor is that S&P
expects the current company's stockholders to continue selling
their shares in Maxcom, potentially pressuring the company's
debt and cash flow levels to enhance its growth-related metrics.
In addition, the intense competition from larger companies,
especially Mexico's telecommunication incumbent Telefonos de
Mexico S.A.B. de C.V. (Telmex; BBB+/Stable/--) and cellular
companies and cable TV providers, could add pressure to Maxcom's
margins.

The outlook is positive and reflects S&P's expectations of
continued improvement in Maxcom's financial profile\u2014a total
debt-to-EBITDA ratio below 3.0.  The aforementioned, coupled
with the continued expansion of Maxcom's operations and product
offering, should lead to an upgrade.  Failure to complete the
proposed IPO, higher debt leverage, as a result of weakness in
Maxcom's operating cash flow generation or a more aggressive
business plan, would lead to a stable outlook.

Headquartered in Mexico City, Mexico, Maxcom Telecomunicaciones,
SA de CV, is a facilities-based telecommunications provider
using a "smart-build" approach to deliver last-mile connectivity
to micro, small and medium-sized businesses and residential
customers in the Mexican territory.  Maxcom Telecomunicaciones
launched commercial operations in May 1999 and is currently
offering Local, Long Distance and Internet & Data services in
greater metropolitan Mexico City, Puebla and Queretaro.


REMY WORLDWIDE: Can Use Cash Collateral for Debt Payment
--------------------------------------------------------
Remy Worldwide Holdings Inc. and its debtor-affiliates obtained
authority of the U.S. Bankruptcy Court for the District of
Delaware to use proceeds from a January 2007 asset sale and any
existing funds to pay off US$158 million in prepetition loan
obligations and for working capital purposes.

Prior to Oct. 8, 2007, the Debtors obtained funding under a
Third Amended and Restated Loan and Security Agreement, dated
Dec. 27, 2005, with Credit Suisse Cayman Islands Branch,
Wachovia Capital Finance Corporation (Central), and a consortium
of lenders.  The Prepetition Agreement provided for a term loan
facility and a revolving credit facility of up to US$250
million.  The Agreement also provided for the issuance of
letters of credit of up to US$30 million in the aggregate.  The
loan proceeds were used for general corporate purposes.

Credit Suisse served as administrative agent for the term loan
lenders.  Wachovia acted as administrative agent for the
revolving loan lenders.

As of Oct. 8, 2007, the Debtors owed the Prepetition Lenders
US$80 million under the Term Loan Facility and US$78 million
under the Revolving Credit Facility, including the Letters of
Credit.

The Prepetition Loan obligations are secured by a first priority
perfected security interests in substantially all of the assets
of certain Debtors.

On Jan. 31, 2007, the Debtors sold their diesel engine
remanufacturing business to Caterpillar for US$158 million.  The
Debtors and Caterpillar also entered into outsourcing
agreements, which are expected to result in additional cash
proceeds of roughly US$14 million in 2007 to the Debtors.

The Debtors have deposited US$53 million of the sale proceeds
into an account for the Prepetition Lenders' benefit.

The remaining obligations under the Prepetition Credit Agreement
will be satisfied by certain of the proceeds from the Debtors'
postpetition financing agreement with Barclays Capital.
Barclays Bank PLC's investment banking arm has agreed to provide
the Debtors up to US$225 million of DIP financing and US$330
million of long-term exit financing.

               Replacement Liens to FR Noteholders

At the Oct. 10, 2007 hearing on the Debtors' request, the
Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware also granted certain noteholders a
replacement lien for the Debtors' use of the Caterpillar
proceeds.The Debtors

Douglas P. Bartner, Esq., at Shearman & Sterling LLP, in New
York, related the Debtors' proposed counsel, said in Court
papers that the sale proceeds and any other funds of the Debtors
constitute cash collateral under Section 363(a) of the
Bankruptcy Code of:

   -- the Prepetition Lenders; and

   -- the holders of second priority senior floating rate notes
      due 2009 issued by Remy International, Inc., in the
      aggregate amount of US$125 million.

The Debtors' obligations under the FR Notes are governed by an
April 23, 2004 indenture with Deutsche Bank National Trust
Company, as trustee, and are secured by perfected security
interests in substantially all of the assets of certain Debtors.

There is substantial overlap between the collateral related to
the Prepetition Loan and the FR Notes, Mr. Bartner said.  The
rights and priorities of the Prepetition Lenders and the FR
Noteholders with respect to the Prepetition Loan Collateral and
the FR Collateral are governed by an intercreditor agreement
dated April 23, 2004.  The Intercreditor Agreement provides that
liens of the Prepetition Lenders are senior to the FR Parties'
liens on the same property.

Mr. Bartner said Credit Suisse, Wachovia, the Prepetition
Lenders and representatives of more than two-thirds in amount of
the FR Noteholders have consented to the limited use by the
Debtors of the Cash Collateral.

In his order, Judge Carey granted Deutsche Bank, on the FR
Noteholders' behalf, a replacement lien on all collateral to the
extent there is a diminution in the value of the FR Prepetition
Collateral.  The FR Noteholders will also receive an
administrative claim pursuant to Section 507(b) of the
Bankruptcy Code to the extent the replacement lien does not
adequately protect any diminution in the value of the FR
Prepetition Collateral.

The Debtors will pay for the legal fees and expenses of the ad
hoc committee of FR Noteholders and the FR Indenture Trustee.
The fees and expenses are not subject to Court or United States
Trustee oversight.

Any interested party may challenge under Section 506(b) of the
Bankruptcy Code any adequate protection payments to the FR
Noteholders.  In the event the payments are not allowed under
Section 506(b), the payments may be recharacterized as payment
of principal on the FR Notes or disgorged, as appropriate.

The Debtors are also authorized to pay the FR Indenture Trustee
in cash all accrued and unpaid interest at the non-default rate
and on the dates set forth in the FR Indenture.

The replacement lien serves as adequate protection to the FR
Noteholders on account of the Debtors' continuing use of the
Noteholders' cash collateral and the priming of th FR Collateral
by the DIP Facility, Mr. Bartner said.

The use of the Deposited Funds to refinance the prepetition debt
will result in savings of interest for the Debtors, Mr. Bartner
said.

                     Other Cash Collateral

The Debtors also obtained permission to use cash collateral
-- other than the sale proceeds -- during the period after the
Petition Date until the indefeasible payment in full in cash of
the Debtors' obligations under the Barclays credit facility.
The Debtors will use the Other Cash Collateral to pay salaries,
taxes, goods and materials, and other general corporate and
working capital expenses in the ordinary course of their
businesses.

Absent immediate use of Cash Collateral, the Debtors will be
unable to pay ongoing operational expenses, John H. Weber,
Remy's president, said.

"It is essential that the Debtors immediately stabilize their
operations and resume paying for ordinary, postpetition
operating expenses, as well as the prepetition expenses approved
[for payment by the Court], to minimize the damage occasioned by
their cash flow problems," Mr. Weber said.

                      Challenge Period

Judge Carey gave parties-in-interest the earlier of
Dec. 22, 2007, or the effective date of the Debtors' plan of
reorganization to present any challenge to the validity,
perfection, amount and enforceability of the Prepetition
Lenders' and the FR Noteholders' liens.

Mr. Bartner noted that counsel for the parties that have agreed
to support the Plan has already had an extensive opportunity to
investigate the validity, perfection and enforceability of the
Prepetition Lenders' liens, and the Plan Support Parties do not
object to the Debtors' repayment of the prepetition debt.

The Debtors expect to conclude their restructuring cases within
60 days.

                   Final Hearing on Nov. 7

The Court will convene a hearing Nov. 7, 2007, at 10:00 a.m.
to consider approval of the Debtors' request on a final basis.
Objections, if any, to the Debtors' continued use of Cash
Collateral must be filed by Oct. 29, 2007.

Richard A. Levy, Esq., and Vic Puri, Esq., at Latham & Watkins
LLP, in Chicago, Illinois, represent Wachovia.  Adam Harris,
Esq., at Schulte Roth & Zabel LLP, in New York, represents
Credit Suisse.

Deutsche Bank is represented by Mark F. Hebbelen, Esq., at
Drinker Biddle Gardner Carton's Chicago office, and Howard A.
Cohen, Esq., at Drinker Biddle's Wilmington, Delaware office.

Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in
Hartford, Connecticut, and Joseph H. Huston, Esq., at Stevens &
Lee, P.C., in Wilmington, Delaware, represent the FR Noteholder
Group.

                     About Remy Worldwide

Based in Anderson, Indiana, Remy Worldwide Holdings Inc. acts as
a holding company of all the outstanding capital stock of Remy
International Inc.  Remy International --http://www.remyinc.com/
-- manufactures, remanufactures and distributes Delco Remy brand
heavy-duty systems and Remy brand starters and alternators,
locomotive products and hybrid power technology.  The company
also provides a worldwide component core-exchange service for
automobiles, light trucks, medium and heavy-duty trucks and
other heavy-duty, off-road and industrial applications.  Remy
has operations in the United Kingdom, Mexico and Korea, among
others.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 8, 2007 (Bankr. D. Del. Cases No. 07-11481 to
07-11509).  Douglas P. Bartner, Esq., Fredric Sosnick, Esq., and
Michael H. Torkin, Esq., at Shearman & Sterling LLP, represent
the Debtors' in their restructuring efforts.  Pauline K. Morgan,
Esq., Edmon L. Morton, Esq., and Kenneth J. Enos, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as co-counsels to the
Debtors.  The Debtors' claims agent is Kurtzman Carson
Consultants LLC and their restructuring advisor is AlixPartners,
LLC.

At Sept. 30, 2006, Remy Worldwide's balance sheet showed total
assets of US$919,736,000 and total liabilities of
US$1,265,648,000.  (Remy Bankruptcy News; Issue No. 2,
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


REMY WORLDWIDE: Gets Interim Court Nod on US$160MM DIP Financing
----------------------------------------------------------------
Remy Worldwide Holdings Inc. and its debtor-affiliates obtained
interim authority from the U.S. Bankruptcy Court for the
District of Delaware to borrow up to US$160 million from a
US$225 million postpetition financing facility syndicated by
Barclays Capital.

The Debtors have entered into a US$120 million Secured, Super-
Priority Debtor-in-Possession and Exit Revolver Credit Agreement
dated Oct. 10, 2007, with Barclays Capital as Sole Lead Arranger
and Sole Bookrunner; Barclays Bank PLC as Administrative Agent,
Collateral Agent and Lender; Wachovia Capital Finance
Corporation as Co-Collateral Agent and Syndication Agent; and
General Electric Capital Corporation and Wells Fargo Foothill,
LLC as Co-Documentation Agents.  The asset-based revolver
includes a letter of credit sub-facility.

A full-text copy of the Revolver Agreement is available for free
at http://ResearchArchives.com/t/s?2437

The Debtors have also entered into a US$105 million Senior
Secured Debtor-in-Possession and Exit First Lien Credit
Agreement, dated Oct. 10, 2007, with Barclays Capital as Sole
Lead Arranger and Sole Bookrunner and Barclays Bank as
Administrative Agent and Lender.

A full-text copy of the First Lien Agreement is available for
free at http://ResearchArchives.com/t/s?2438

The Debtors have the option to convert the Revolving and the
First Lien Term Loans to Exit Facilities no later than
April 10, 2008.  Upon conversion, the First Lien Term Loan may
be increased to US$160 million.

Remy Worldwide Holdings, Inc., will guarantee the payment of
each Debtor's obligations under the DIP Facility.

The Court also authorized the Debtors to execute a separate
US$50 million Second Lien Credit Agreement, dated Oct. 10, 2007,
with Barclays.

A full-text copy of the Second Lien Agreement is available for
free at http://ResearchArchives.com/t/s?2439

Douglas P. Bartner, Esq., at Shearman & Sterling LLP, in New
York, the Debtors' proposed counsel, said in Court papers that
that the Debtors were unable to obtain DIP financing in the form
of unsecured credit repayable as an administrative expense.  No
third party lender was willing to extend postpetition financing
without receiving senior and priming liens on and security
interests in substantially all of the Debtors' prepetition
assets.

Without sufficient liquidity, the Debtors will be unable to pay
suppliers, employees and other constituencies that are essential
to the orderly operation of their businesses and to confirm
their Plan, according to Mr. Bartner.

The Debtors presented to the Court a proposed budget showing
their cash needs for a six-week period through Nov. 9, 2007.  A
full-text copy of the Interim DIP budget is available for free
at http://ResearchArchives.com/t/s?243a

Rothschild Inc., the Debtors' financial advisors, contacted
seven lending institutions.  From those institutions, the
Debtors received five initial proposals.  Based on the initial
proposals three institutions were invited to attend management
presentations.

The Debtors accepted the proposal from Barclays because the
structure and pricing of their proposals were the best available
to the Debtors, Mr. Bartner said.

                 Terms of US$225-Mil. DIP Facility

The Debtors will use the loan proceeds to repay in full their
US$158,000,000 prepetition loan obligations as well as to pay
postpetition operating expenses, and to pay other costs and
expenses of administration of the bankruptcy cases.

The DIP Facility will terminate on the earliest of six months
after the date of the Closing Date, the effective date of the
Debtors' plan of reorganization, or the date of termination of
the commitments or acceleration of any outstanding extensions of
credit.  The DIP Facility may be extended by up to six months.

The DIP Revolving Credit Facility will incur interest at, at the
Debtors' option, either the LIBOR Rate or the Alternate Base
Rate plus the Applicable LIBOR Margin of 2.00% and Applicable
ABR Margin of 1.00%.  Three months after the Closing Date, the
applicable margin for the DIP Revolving Credit Facility will be
determined by a grid based on average excess availability for
the most recent prior month:

                            Applicable   Applicable Facility
     Excess Availability   LIBOR Margin      ABR Margin
     -------------------   ------------  -------------------
     > US$85,000,000           1.75%            0.75%

     < or = US$85,000,000      2.00%            1.00%
            but
     > or = US$40,000,000

     < US$40,000,000           2.25%            1.25%

The DIP Term Loan Facility will incur interest at, at the
Debtors' option, either the LIBOR Rate or the Alternate Base
Rate plus the Applicable LIBOR Margin of 4.50% and Applicable
ABR Margin of 3.50%.

Upon an event of default, the Debtors will pay default interest
and letter of credit fees at 2.00% above the rate otherwise
applicable.

The Debtors' obligations under the DIP Facility are secured by
valid, binding, continuing, enforceable, fully perfected and
unavoidable first priority senior priming security interests in,
and liens upon, all of the Debtors' domestic assets, and 65% of
all capital stock of all the first-tier material foreign
subsidiaries, including 65% of all capital stock of Remy Auto
Parts Holdings B.V.

The DIP Liens, however, do not include avoidance actions under
Chapter 5 of the Bankruptcy Code and any proceeds net of costs
to pursue the avoidance claims.  In addition, the DIP Liens
will:

   -- be subject, in an event of default, to a carve-out for
      payment of bankruptcy professional fees not to exceed
      US$2.5 million in the aggregate; and fees payable to the
      United States Trustee under 28 U.S.C. Section 1930 and to
      the clerk of court; and

   -- take second priority to certain existing liens on the
      Debtors' assets

The Existing Liens exclude any liens:

   1. by the Debtors' prepetition secured lenders;

   2. by the holders of Remy International Inc.'s second
      priority senior floating rate notes due 2009 in an
      aggregate amount of US$125 million;

   3. by the Pension Benefit Guaranty Corporation related to
      the Debtors' Salaried Retirement Plan and Hourly
      Employees Pension Plan;

   4. arising out of or related to an October 1, 2007,
      promissory note for US$7,279,286 made by World Wide
      Automotive, L.L.C. payable to the United States Customs
      and Border Protection.

                     DIP Financing Fees

The Court permitted the Debtors to pay all fees payable pursuant
to the amended and restated fee letter between Barclays and Remy
International dated Aug. 29, 2007.  The Debtors have filed the
fee letter under seal, in light of the confidential commercial
nature of the information in the fee letter.

Specifically, the Debtors will pay to the DIP Lenders:

   -- a DIP Revolving Credit Facility Commitment Fee equal to
      0.375% per annum of the unused portion of the DIP
      Revolving Credit Facility;

   -- a DIP Term Loan Facility Commitment Fee equal to 1% per
      annum on the committed but undrawn portion of the Term
      Loan Facilities from the DIP Facility Closing Date to the
      Exit Facility Closing Date.  The undrawn portion of the
      Term Loan Facilities means US$55,000,000 of the First-Lien
      Term Loan and the entire amount of the Second-Lien Term
      Loan; and

   -- Letter of Credit Fees equal to:

      (i) The Applicable LIBOR Margin then in effect for the
          DIP Revolving Credit Facility, multiplied by

     (ii) the average daily maximum aggregate amount available
          to be drawn under all Letters of Credit.

The Debtors will also pay a fronting fee to the Issuing Bank as
well as certain customary fees.

The Debtros will also pay fees due to Barclays in connection
with arranging and providing the DIP Facility and Exit
Facilities; and underwriting deposit and out-of-pocket expenses
in connection with the costs and expenses incurred by Barclays
in conducting due diligence and documentation.

Barclays may revise the interest rates or prepayment amounts
contained in the DIP Facility and Exit Facilities.

                     Financial Covenants

The DIP Credit Agreements provide for certain financial
covenants which will be tested on a monthly basis until the Exit
Facilities Conversion Date, and thereafter, on a quarterly
basis.

Among others, the Debtors covenant with the DIP Lenders not to
let, at the end of each fiscal month or fiscal quarter as
applicable, EBITDA for the 12-month period then ended below:

                Fiscal Month/Fiscal
                Quarter                        EBITDA
                -------------------            ------
                October 31, 2007          US$27,300,000
                November 30, 2007            28,600,000
                December 31, 2007            46,800,000
                January 31, 2008             50,300,000
                February 29, 2008            52,700,000
                March 31, 2008               52,700,000
                June 30, 2008                64,400,000
                September 30, 2008           84,200,000
                December 31, 2008            86,800,000
                March 31, 2009               93,800,000
                June 30, 2009                98,600,000
                September 30, 2009           96,300,000
                December 31, 2009           103,500,000
                March 31, 2010              104,500,000
                June 30, 2010               105,600,000
                September 30, 2010          106,700,000
                December 31, 2010           107,700,000
                March 31, 2011              109,300,000
                June 30, 2011               111,000,000
                September 30, 2011          112,600,000
                December 31, 2011           114,200,000
                March 31, 2012              114,200,000
                June 30, 2012               114,200,000
                September 30, 2012          114,200,000
                December 31, 2012           114,200,000
                March 31, 2013              114,200,000

The Debtors covenant with the Lenders to limit their capital
expenditures during each fiscal quarter to:

                                           Maximum CapEx
                Fiscal Quarter Ended         Per Period
                --------------------        -------------
                December 31, 2007          US$6,200,000
                March 31, 2008                7,700,000
                June 30, 2008                 6,100,000
                September 30, 2008            6,100,000
                December 31, 2008             6,100,000
                March 31, 2009                6,100,000
                June 30, 2009                 6,400,000
                September 30, 2009            6,300,000
                December 31, 2009             6,300,000
                March 31, 2010                7,000,000
                June 30, 2010                 7,300,000
                September 30, 2010            7,200,000
                December 31, 2010             7,300,000
                March 31, 2011                6,700,000
                June 30, 2011                 7,000,000
                September 30, 2011            6,900,000
                December 31, 2011             7,000,000
                March 31, 2012                7,000,000
                June 30, 2012                 7,000,000
                September 30, 2012            7,000,000
                December 31, 2012             7,000,000
                March 31, 2013                7,000,000

If the amount of all Capital Expenditures is less than the sum
of the maximum amounts designated for a certain period, the
Debtors may carry over the unused amount for the next two
consecutive Fiscal Quarters; provided, that Carry Over Amount
may only be used in the succeeding period.

The Court will convene a hearing Nov. 7, 2007, at 10:00 a.m. to
consider approval of the Debtors' request on a final basis.
Objections, if any, to the Debtors' DIP Financing Motion must be
filed by Oct. 29, 2007.

Barclays is represented in the Debtors' cases by Leslie A.
Plaskon, Esq., and Kristine M. Shryock, Esq., at Paul Hastings
Janofsky & Walker LLP in New York; and Mark D. Collins, Esq., at
Richards Layton & Finger PA, in Wilmington, Delaware.

                     About Remy Worldwide

Based in Anderson, Indiana, Remy Worldwide Holdings Inc. acts as
a holding company of all the outstanding capital stock of Remy
International Inc.  Remy International --http://www.remyinc.com/
-- manufactures, remanufactures and distributes Delco Remy brand
heavy-duty systems and Remy brand starters and alternators,
locomotive products and hybrid power technology.  The company
also provides a worldwide component core-exchange service for
automobiles, light trucks, medium and heavy-duty trucks and
other heavy-duty, off-road and industrial applications.  Remy
has operations in the United Kingdom, Mexico and Korea, among
others.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 8, 2007 (Bankr. D. Del. Cases No. 07-11481 to
07-11509).  Douglas P. Bartner, Esq., Fredric Sosnick, Esq., and
Michael H. Torkin, Esq., at Shearman & Sterling LLP, represent
the Debtors' in their restructuring efforts.  Pauline K. Morgan,
Esq., Edmon L. Morton, Esq., and Kenneth J. Enos, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as co-counsels to the
Debtors.  The Debtors' claims agent is Kurtzman Carson
Consultants LLC and their restructuring advisor is AlixPartners,
LLC.

At Sept. 30, 2006, Remy Worldwide's balance sheet showed total
assets of US$919,736,000 and total liabilities of
US$1,265,648,000.  (Remy Bankruptcy News; Issue No. 2,
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


WENDY'S INTERNATIONAL: To Open Restaurants in Malaysia
------------------------------------------------------
Wendy's International Inc. and Berjaya Corporation Berhad have
signed a development agreement to build Wendy's restaurants in
Malaysia.

Berjaya, through its wholly owned subsidiary, Nadi Klasik Sdn
Bhd, has been granted the right to develop and operate Wendy's
restaurants in Malaysia.  Berjaya plans to open the first of
these restaurants in Kuala Lumpur in late 2007 or early 2008 and
will continue development in the Klang Valley region and other
cities over the next 10 years.  The new franchisee expects to
open more than 70 Wendy's restaurants in Malaysia.

"We are pleased to enter a franchise partnership with Berjaya, a
company that is well respected in Asia and worldwide," said Dave
Near, Chief Operations Officer, Wendy's International, Inc.
"Berjaya and its Chairman and Chief Executive Officer Tan Sri
Dato' Seri Vincent Tan have a great deal of experience in
successfully operating several well-known restaurant brands."

Berjaya has extensive experience in developing and managing
quick service restaurants in Malaysia and currently operates the
Starbucks and Kenny Rogers Roasters franchises there, as well as
Borders Books stores.  Based in Kuala Lumpur, Berjaya is a
diversified, publicly traded company with a wide variety of core
businesses including, hotels and resorts, food and beverage
companies, financial services, consumer marketing and
manufacturing, among others.

"The inclusion of Wendy's brand into our Group's business is a
strategic move that we had planned for some time.  It
complements the wide variety of businesses that we have," said
Tan Sri Dato' Seri Vincent Tan.  "To ensure success, we have
included several well known and experienced people on the Board
as well as in key management positions."

This agreement is part of Wendy's plan to focus development
efforts in key markets outside of North America.  "We are taking
a disciplined approach to growing our international business,
preparing our support infrastructure, and conducting detailed
market analyses before expanding into new markets," said James
C. Hartenstein, Wendy's Senior Vice President of International.
"This is a great opportunity to expand our Wendy's brand in
Asia."

Wendy's recently established an office in Hong Kong to serve
franchise partners, suppliers and staff throughout the region,
and prepare for expansion into new markets.  Wendy's opened its
first restaurant in Asia in 1980 and has approximately 150
restaurants in the Asia Pacific region.

                  About Berjaya Corporation

Berjaya Corporation Berhad -- http://www.berjaya.com/-- is a
company listed on the Malaysian Stock Exchange, Bursa Malaysia
Securities Berhad with interests in property investment and
development; vacation timeshare, hotels, resorts and recreation
development; consumer marketing and direct selling; financial
services and gaming.

                 About Wendy's International

Headquartered in Dublin, Ohio, Wendy's International Inc. (NYSE:
WEN) -- http://www.wendysintl.com/-- and its subsidiaries
operate, develop, and franchise a system of quick service and
fast casual restaurants in the United States, Canada, Mexico,
Argentina, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 21, 2007, Moody's Investors Service lowered all ratings of
Wendy's International, Inc. and placed all ratings on review for
further possible downgrade.  Affected ratings include the
company's Ba2 corporate family rating which was lowered to Ba3
and its (P)B1 preferred stock shelf rating which was lowered to
(P)B2.

Additionally, Standard & Poor's Ratings Services lowered its
corporate credit and senior unsecured debt ratings on Wendy's
International Inc. to 'BB-' from 'BB+'.  All ratings remain on
CreditWatch with negative implications, where they were placed
on April 26, 2007.




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


DOLE FOOD: Nicaraguan Workers Don't Care About Having Children
--------------------------------------------------------------
Rick McKnight, a legal representative of The Dole Food Company's
Dole Fresh Fruit Co. unit, told Signonsandiego.com that some
Nicaraguan banana employees who claim that an overexposure to a
pesticide made them sterile didn't care about having children.

Duane Miller, the plaintiff's attorney, said that Dole Fresh and
Dow Chemical robbed his clients of the ability to have children
through improper use of the pesticide, Signonsandiego.com notes.

The workers failed to investigate claims by women that they may
have fathered babies, Signonsandiego.com says, citing Mr.
McKnight.

Signonsandiego.com relates that Mr. McKnight challenged the
workers' claims during his closing argument in a three-month
civil trial against the Dole Fresh and Dow Chemical Co. on the
pesticide DBCP.

According to the report, Mr. McKnight went through the plaintiff
list and said that broken relationships and other problems may
have kept them from starting families.   According to Mr.
McKnight, the workers' stories were inconsistent with the idea
that they wanted to have children and wanted to build families.
Dole Fresh stopped using the pesticide in Nicaragua when it was
found out that the chemical was harmful in 1979 by the U.S.
Environmental Protection Agency.

"We didn't use this product when it was banned.  It's simply not
the fact," Mr. McKnight told Signonsandiego.com.

                      About Dow Chemical

The Dow Chemical Company is a diversified chemical company that
offers a range of chemical, plastic and agricultural products
and services.  The company is engaged in the manufacture and
sale of chemicals, plastic materials, agricultural and other
specialized products and services.  It services customers in
more than 175 countries, helping them to provide from fresh
water, food and pharmaceuticals to paints, packaging and
personal care.  The company has 150 manufacturing sites in 37
countries and produces more than 3,100 products.  Dow Chemical
operates in six segments: Performance Plastics, Performance
Chemicals, Agricultural Sciences, Basic Plastics, Basic
Chemicals, and Hydrocarbons and Energy.  The company is also
engaged in the property and casualty insurance and reinsurance
business primarily through its Liana Limited subsidiaries.

                       About Dole Food

Headquartered in Westlake Village, California, Dole Food
Company, Inc. -- http://www.dole.com/-- is a producer and
marketer of fresh fruit, fresh vegetables and fresh-cut flowers,
and markets a line of packaged foods.  The company has four
primary operating segments.  The fresh fruit segment produces
and markets fresh fruit to wholesale, retail and institutional
customers worldwide.  The fresh vegetables segment contains
operating segments that produce and market commodity vegetables
and ready-to-eat packaged vegetables to wholesale, retail and
institutional customers primarily in North America, Europe and
Asia.  The packaged foods segment contains several operating
segments that produce and market packaged foods, including
fruit, juices and snack foods.  Dole's fresh-cut! flowers
segment sources, imports and markets fresh-cut flowers, grown
mainly in Colombia and Ecuador, primarily to wholesale florists
and supermarkets in the U.S.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 31, 2007,
Moody's Investors Service downgraded Dole Food Company Inc.'s
corporate family rating to B2 from B1; probability of default
rating to B2 from B1; senior secured bank credit facilities to
Ba3 from Ba2; senior unsecured notes to Caa1 from B3; and
various shelf registrations to (P)Caa1 from (P)B3.  Moody's said
the outlook is stable.

On Dec. 11, Standard & Poor's Ratings Services lowered its
ratings on Dole Food Co. Inc. and Dole Holding Co. LLC,
including its corporate credit rating! , to 'B' from 'B+'.




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


ROYAL CARIBBEAN: Lehman Upgrades Firm's Shares to Overweight
------------------------------------------------------------
Lehman Brothers analysts have upgraded Royal Caribbean's shares
to "overweight" from "equal weight," Newratings.com reports.

According to Newratings.com, the target price for Royal
Caribbean's shares was increased to US$47 from US$44.

The analysts said in a research note that Royal Caribbean's net
yields would continue to improve at least through the first half
of 2008.

The analysts told Newratings.com that the Caribbean trends are
stabilizing.  The Royal Caribbean would face "easy comps" next
year.

The Royal Caribbean's booking curve "seems to have substantially
widened" and its performance would be driven by continued
strength in European cruises, Newratings.com states, citing
Lehman Brothers.

Headquartered in Miami, Royal Caribbean Cruises Ltd. (NYSE: RCL)
-- http://www.royalcaribbean.com/-- is a global cruise
vacation company that operates Royal Caribbean International,
Celebrity Cruises and Pullmantur.  The company has a combined
total of 34 ships in service and seven under construction.  It
also offers unique land-tour vacations in Alaska, Australia,
Canada, Europe and Latin America.  One of the company's tour
starting points is in Panama.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 15, 2007,
Moody's Investors Service assigned Royal Caribbean Ltd.'s new
benchmark size Euro senior unsecured notes Ba1, raised RCL's
Speculative Grade Liquidity rating to SGL-2 from SGL-3 and
affirmed all other existing ratings.


* PANAMA: Colombian Investors To Visit Nation for Business
----------------------------------------------------------
Prensa Latina reports that about 20 Colombian enterprises will
visit Panama later this month to consider setting up business in
the nation.

The Colombo-Panama Chamber of Commerce and Industry told Prensa
Latina that the companies that to make the visit include those
in the software development industry, the garment sector and
agricultural industry.

Currently, Panama-Colombia trade amounts to US$5 billion, where
Panamanian investments in Colombia account for US$3 billion, the
same report adds.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 14, 2006, Fitch Ratings affirmed the Republic of Panama's
long-term foreign currency Issuer Default Rating of 'BB+'.
Fitch also affirmed the sovereign's long-term local currency IDR
of 'BB+', the short-term foreign currency IDR of 'B' and the
country ceiling of 'BBB+'.  Fitch said the rating outlook is
stable.




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


HARMONY GOLD: Fitch Holds Ratings on Watch Negative
---------------------------------------------------
Fitch Ratings is keeping Harmony Gold Mining Company Ltd's
ratings on Rating Watch Negative. Harmony's Long-term Issuer
Default rating 'BB+', Short-term IDR 'B', National Long-term
rating 'BBB(zaf)' and National Short-term rating 'F3(zaf)' all
remain on Watch Negative.  At the same time, Fitch has withdrawn
Harmony's expected bond issue rating of 'BB+', assigned on 10
July 2007, following confirmation that this issue will not
proceed.

Fitch initially placed Harmony's ratings on Watch Negative on
Aug. 6, 2007, following release of the company's trading update
announcing a loss of between ZAR500m-640m for fourth quarter
2007 (June 30, 2007) due to lower gold volumes and higher cash
operating costs, and the resignation of its long serving Chief
Executive Officer (followed soon after by the resignation of its
Finance Director).  Since then, the company has announced the
appointment of an acting CEO, whilst a former executive at
Harmony will serve as the company's interim Finance Director.

On Oct. 5, 2007, Harmony announced it had secured a 15-month
ZAR2bn (approximately US$285 million) facility from a major
South African bank.  This facility improves Harmony's financial
flexibility and provides time to decide upon and initiate a
longer-term funding programme for its Hidden Valley mine in PNG
and other projects, possibly either via the capital market or an
equity issue.  At the same time, market conditions continue to
support the company's performance with the gold price at near
record highs (currently trading in a US$730 to US$750 per ounce
range).  At the beginning of October 2007, following an incident
at its Elandsrand mine, Harmony announced that the mine would be
closed for a period of three to six weeks pending an
investigation and repair of the damage.  The mine accounts for
around 6% of Harmony's total production; thus, the shutdown
should only have a limited impact on results.

Fitch now expects to resolve the Watch Negative shortly after
the release of Harmony's Q108 results (due on Oct. 31, 2007) and
a review of the new management team's updated business plan.
Any downgrade in the company's ratings is likely to be limited
to one notch.

Harmony is South Africa's third-largest gold producer and the
world's fifth largest (per production volume).

Harmony Gold Mining Company Limited and its subsidiaries and
associates conduct underground and surface gold mining and
related activities, including exploration, processing, smelting,
refining and beneficiation.  Harmony's principal mining
operations are located in South Africa and Australia, with
exploration and evaluation programmes in Papua New Guinea and
Peru.  During the fiscal year ended June 30, 2006, Harmony
produced 2.4 million ounces of gold, predominantly from its
operations in South Africa.  Harmony also owns gold ore
resources, with mineral resources of 537.6 million ounces in
fiscal 2006.  In June 2006, the company acquired 37.8% of the
issued share capital of Village Main Reef Gold Mining Company
Limited.




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


BURGER KING: Positive Sales Growth Cues Fitch to Lift Ratings
-------------------------------------------------------------
Fitch Ratings has upgraded the ratings of Burger King
Corporation as:

-- Long-term Issuer Default Rating to 'BB-' from 'B+';
-- Secured credit facility to 'BB+' from 'BB'.

Simultaneously, Fitch has withdrawn the Recovery Rating:

-- Secured credit facility 'RR2'.

The Outlook is Stable.  At June 30, 2007, Burger King had US$943
million of debt.

The ratings upgrade reflects the significant improvement in
Burger King's credit profile over the past 12 months, the
company's consistently positive same-store-sales growth,
increasing average restaurant sales and improved operating
margins.  The Recovery Rating, which is a relative indicator of
creditors' recovery on a given obligation in the event of
default, was withdrawn because Burger King's probability of
default has declined.

During the fiscal year ended June 30, 2007, Burger King paid off
US$125 million or nearly 10% of its debt.  In addition, private
equity sponsor ownership was reduced to 58% from 76% after the
company completed a secondary offering of 22 million shares.
Worldwide same-store-sales growth was 3.4% in fiscal 2007; after
growing 1.9% during the previous year, and average restaurant
sales increased 6% to US$1.2 million.  Extended hours, expanded
breakfast options and improved levels of guest satisfaction
continue to provide momentum for system sales growth.  Strong
revenue growth, the elimination of sponsor management fees and
reduced selling, general and administrative expenses resulted in
Burger King's operating margin expanding 470 basis points to
13%.

For the year ended June 30, 2007, Burger King's adjusted
leverage (defined as total debt plus eight times gross rent
expense divided by operating earnings before interest, taxes,
depreciation, amortization, and gross rent expense or EBITDAR)
was 3.9 times, versus 5.5 at year-end 2006.  Adjusted interest
coverage (defined as EBITDAR divided by interest expense plus
gross rent expense) was 2.5 and funds from operations fixed
charge coverage was 2; up from 1.8 and 1.5 during the previous
year.

Financial covenants in Burger King's secured bank agreement
include a maximum leverage ratio (defined as debt, net of
unrestricted cash in excess of US$50 million,-to-EBITDA) of 4
through June 30, 2008 stepping down to 3 after June 30, 2009, a
minimum interest coverage ratio (defined as EBITDA-to-cash
interest) of 3 and maximum annual capital expenditures of US$200
million or US$250 million if rent adjusted leverage is less than
3.  As of June 30, 2007, these statistics were approximately
2, 6.2 and US$87 million, respectively resulting in the
company's full compliance with all of these measures.  Events of
default include a change of control and defined material adverse
changes in the company's business.

While Burger King's credit measures have shown noticeable
improvement, the ratings recognize relative weaknesses in the
company's procurement and management information systems
infrastructure.  Burger King generally does not have long-term
pricing arrangements with its suppliers and although it uses an
independent purchasing cooperative to leverage the purchasing
power of the Burger King system in the U.S., the company does
not have a designated purchasing agent for units outside of
North America.  Burger King expects that within three to five
years, the majority of its franchisees will have a new point-of-
sale system that allows them to submit monthly sales data
electronically in a near real-time electronic format.

Burger King completed its Franchisee Financial Restructuring
Program in December 2006 and continues to close underperforming
restaurant units.  While this improved the overall health of
Burger King's vast franchisee network, Fitch remains concerned
about recent concessions the company has made to encourage U.S.
franchisees to renew agreements and to open new restaurants.

Increased transparency is provided by the ability to monitor the
on-going performance of the company's largest domestic
franchisee - Carrols Restaurant Group, Inc. (NASDAQ: TAST),
which operates just under 5% of Burger King's domestic units.
For the six months ended July 1, 2007, Carrol's Burger King
segment posted 3.1% same-store-sales growth and the company
increased its 2007 full year Burger King same-store-sales
outlook to 3-3.5%.

Headquartered in Miami, Florida, The Burger King (NYSE: BKC)
-- http://www.burgerking.com/-- operates more than 11,000
restaurants in more than 60 countries and territories worldwide.
Approximately 90% of Burger King restaurants are owned and
operated by independent franchisees, many of them family owned
operations that have been in business for decades.  Burger King
Holdings Inc., the parent company, is private and independently
owned by an equity sponsor group comprised of Texas Pacific
Group, Bain Capital and Goldman Sachs Capital Partners.

Burger King Corp. operates restaurants in the Latin American,
Caribbean and Mexican Region.  The company's first international
restaurant opened in 1963 in Puerto Rico.  Since 1994, Burger
King has opened more than 300 restaurants in the Latin American
region, producing some of the strongest comparable store sales
growth for the brand around the world.  Burger King(R)
restaurants in Latin America serve approximately 1,600 customers
per day each, making them some of the highest volume restaurants
in the system.


NBTY INC: Reports US$496 Mil. Net Sales in Year Ended Sept. 30
--------------------------------------------------------------
NBTY Inc. has announced these preliminary unaudited net sales
results for the fiscal fourth quarter and fiscal year ended
Sept. 30, 2007 by segment:

                           NET SALES
                  (Preliminary and Unaudited)
       FOR THE FISCAL FOURTH QUARTER ENDED SEPTEMBER 30
                        (US$ In Millions)


                              2007          2006       % Change

Wholesale/US Nutrition       US$237        US$217         9%

North American Retail        US$57         US$56          2%

European Retail              US$155        US$142         9%

Direct Response/E-Commerce   US$47         US$5          -10%

Total                        US$496        US$468          6%



                          NET SALES
                 (Preliminary and Unaudited)
            FOR THE FISCAL YEAR ENDED SEPTEMBER 30
                      (US$ In Millions)


                               2007          2006      % Change

Wholesale/US Nutrition       US$977        US$885         10%


North American Retail        US$223        US$234         -5%


European Retail              US$620        US$565         10%


Direct Response/E-Commerce   US$194        US$196         -1%


Total                        US$2,015      US$1,880        7%

European Retail net sales in local currency increased 1% for the
fiscal fourth quarter and remained unchanged for the fiscal year
2007.  North American Retail same store sales increased 4% for
the month of September, 5% for the fiscal fourth quarter and
increased 1% for the fiscal year 2007.

                        About NBTY Inc.

Headquartered in Bohemia, New York, NBTY Inc. (NYSE: NTY) --
http://www.NBTY.com/-- manufactures, markets and distributes
nutritional supplements in the United States and throughout the
world.  As of Sept. 30, 2005, it operated 542 Vitamin World and
Nutrition Warehouse retail stores in the United States, Guam,
Puerto Rico, and the Virgin Islands.

                        *     *     *

NBTY Inc.'s 7-1/8% senior subordinated notes due 2015 carry
Moody's Investors Service's Ba3 rating and Standard & Poor's B+
rating.




=============
U R U G U A Y
=============


BANCO HIPOTECARIO: Earns UYU1.57 Billion in First Eight Months
--------------------------------------------------------------
Uruguay's state-run Banco Hipotecario del Uruguay's profit
dropped 1% to UYU1.57 billion in the first eight months of 2007,
from the same period last year, Business News Americas reports,
citing central bank figures.

BNamericas relates that Banco Hipotecario's net interest income
before provisions increased 46.1% to UYU2.26 billion in the
first eight months of 2007, compared to the first eight months
of 2006.  Provisions for loan losses rose to UYU881 million.
Meanwhile, fee income decreased 12.4% to UYU23.4 million.

According to BNamericas, the Uruguayan government said in
September 2007 that Banco Hipotecario would be able to return to
lending early next year after it was suspended in 2002 due to
the Argentine meltdown that led to a severe financial crisis in
Uruguay.

BNamericas notes that the restructuring will boost Banco
Hipotecario's equity four times from the current US$50 million,
as well as lower operating costs significantly by laying off
about two-thirds of its workers.  The plan drafted by the
government also includes the capitalization of the bank with up
to US$250 million and the creation of a new unit to manage past-
due loans.

The restructuring would let Banco Hipotecario transfer 40% of
its loan book to the new agency to bring down its level of past-
due loans to 20%, BNamericas states.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 27, 2006, Moody's Investors Service assigned these ratings
on Banco Hipotecario del Uruguay:

   -- Foreign currency deposit rating: B2 from Caa1,
      stable outlook

   -- National scale rating for foreign currency deposits:
      A3.uy from Ba2.uy, with a stable outlook

   -- National scale foreign currency debt rating: A2.uy
      from Baa2.uy




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


INDUSTRIAS METALURGICAS: Fitch Rates US$250-Million Notes at B
--------------------------------------------------------------
Fitch Ratings has assigned a 'B' rating to Industrias
Metalurgicas Pescarmona S.A.I.C. Y F proposed US$250 million
amortizing notes due in 2014.  These notes have also been
assigned a Recovery Rating of 'RR4', which is consistent with an
anticipated recovery of 30%-50% in the event of a default.
Fitch maintains a foreign and local currency Issuer Default
Rating of 'B'.  The Rating Outlook is Stable.

IMPSA's credit rating is supported by strong global demand for
hydroelectric and wind technology and equipment.  The increased
attractiveness of renewable energy sources has boosted IMPSA's
backlog to US$1.7 billion as of May 2007 from US$481 million as
of April 2006.  Also considered in the company's ratings are
IMPSA's geographic revenue and asset diversification, and its
ability to generate funds in hard currency.  For the fiscal year
ended Jan. 31, 2007, U.S. dollar denominated sales accounted for
approximately 65% of its total income.  This percentage should
increase in the future due to the composition of most of the
company's backlog.

Balanced against these strengths are the company's high
leverage, the concentration of its cash generation in a few
large projects and the correlation of IMPSA's cash flow with the
strength of the local economies in its key markets -- namely
Brazil, Venezuela, Colombia, and Malaysia.  While market
conditions are considered favorable for IMPSA at this moment, a
sudden downturn in the industry would negatively impact IMPSA's
ability to add new contracts.  Additionally, even though
Argentina is not an important sales market for IMPSA, an
increase in economic uncertainty in that country could lead to a
decline in backlog as potential customer shy away from doing
business with the company due to concerns about its ability to
finance its working capital needs.

For the 12 months ended Jan. 31, 2007, IMPSA's revenues grew to
US$267 million from US$236 million.  This growth in sales was a
result of the maturation of several projects.  For the fiscal
year ended Jan. 31, 2007, IMPSA generated US$57 million of
EBITDA, an increase from US$42 million in Fiscal Year 2006.
During this time period, the company's funds flow from
operations remained relatively flat at US$25 million.  IMPSA's
cash flow from operations, was negative US$32 million due to the
large working capital needs that were need to fund the
development of several projects.  To finance this shortfall
IMPSA obtained funds from private placements.

As of Jan. 31, 2007, IMPSA had US$282 million of total debt and
US$28 million of cash and marketable securities.  These figures
translate into a total debt-to-capitalization of 75% and a net
debt-to-EBITDA ratio of 4.5 times.  This high level of leverage
is consistent with the 'B' rating category.  IMPSA intends to
use the proceeds of the proposed US$250 million notes to: (i)
repurchase US$134 million of series 8 and 11 bonds at their call
price of 85%, (ii) cancel series 9 and 12, and (iii) cancel
approximately US$100 million private placements and bank loans.
The balance of the proceeds will be used to repay other bank
debt.

IMPSA's total debt-to-EBITDA ratio should drop to below 2.5
during 2009 and its debt service ratio (capital + interests)
should climb above 1.  This improvement in credit metrics should
result from an increase in the company's EBITDA levels to above
US$65 million for fiscal year-end January 2008 and above US$120
million for fiscal year-end January 2009.  The growth in EBITDA
should come from the completion of several projects that are
currently in backlog.  The main hydro projects are Porce III
(Colombia), Bakun (Malaysia), Dardanelos (Brazil), Simplicio
(Brazil), Macagua (Venezuela) and Tocoma (Venezuela).  IMPSA
major wind projects are Caera and Santa Catarina, both located
in Brazil.

The Percarmona family owns 93.73% of Industrias Metalurgicas
Percarmona S.A.I.C. y F (IMPSA) through Corporacion IMPSA S.A.
IMPSA is engaged in providing integrated solutions for renewable
energy, including hydroelectric and wind power projects and
associated equipment, as well as in the Port Systems, auto parts
and environmental services industries.  IMPSA has a solid
international presence, marketing and distributing its products
and services from its branches and representation offices in
Argentina, Brazil, China, Colombia, Ecuador, USA, the
Philippines, India, Malaysia and Venezuela.


PETROLEOS DE VENEZUELA: Establishing Transguajiro Trusteeship
-------------------------------------------------------------
Mathaba News Agency reports that Venezuelan state-run oil firm
Petroleos de Venezuela SA's unit PDVSA Gas is trying to
establish "trusteeship" for social investment in the
Transguajiro Gas Pipeline Antonio Ricaurte stretch.

PDVSA Gas director Douglas Machado told Mathaba that the
trusteeship will try to boost the life quality of Venezuelans
and Colombians.  The stipulated total for the social investment
is about 10% of the Gas Pipeline investment.

Mathaba notes that the Venezuelan government is carrying out
agricultural and livestock projects.  The projects are chiefly
concentrated on the indigenous communities affected by the
firm's projects.

The Gas Pipeline Antonio Ricaurte would be launched this Friday,
Mathaba states.  The pipeline project involves these cities:

          * Zulia, Venezuela:

            -- Paez,
            -- Mara,
            -- Jesus Enrique Losada,
            -- San Francisco, and
            -- Maracaibo of the Zulia State in Venezuela; and

          * Colombia:

            -- Manaure, and
            -- Maicao.

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.


* VENEZUELA: Presidents Uribe, Chavez & Correa Open Gas Pipeline
----------------------------------------------------------------
El Universal reports that a Venezuela-Colombia natural gas
pipeline project called Punta Ballenas was launched Friday.  The
presidents of Colombia, Venezuela and Ecuador, Alvaro Uribe,
Hugo Chavez, and Rafael Correa attended the inaugauration
ceremony in Manaure, Goajira department.

According to the report, the three presidents have opened the
valves that pump the gas drilled from the Colombian Caribbean to
be supplied to consumers in Maracaibo, northwestern Venezuela.

Venezuelan Minister of Foreign Affairs Rafael Ramirez disclosed
that the operations of this gas pipeline have just started
saying the project is the first gas pipeline connecting Colombia
and Venezuela, El Universal adds.

Mr. Ramirez related that Punta Ballenas "gives way to great
opportunities to advance our trumpeted energy integration."

The US$467 million project is the first of the nine pumping
stations in the 25 inches diameter, 224-kilometer pipeline,
which has a maximum capacity of 500 million cubic feet of gas,
El Universal states, citing Mr. Ramirez.

                        *     *     *

As reported in the Troubled Company Reporter on Nov. 20, 2006,
Fitch Ratings affirmed Venezuela's long-term foreign and local
currency Issuer Default Ratings at 'BB-'.  At the same time, the
agency also affirmed the short-term foreign currency IDR at 'B'
and the Country Ceiling at 'BB-'.  Fitch said the ratings'
outlook remains stable.


* Large Companies with Insolvent Balance Sheets
-----------------------------------------------

                               Total
                               Shareholders  Total
                               Equity        Assets
Company                 Ticker  (US$MM)       (US$MM)
-------                 ------  ------------  -------
Arthur Lange             ARLA3     (20.56)      53.30
Kuala                    ARTE3     (33.57)      11.86
Chiarelli SA             CCHI3     (58.72)      36.44
Ceper-Inv                CEP        (7.77)     120.08
Ceper-B                  CEP/B      (7.77)     120.08
CIC                      CIC    (1,883.69)  22,312.12
Telefonica Hldg          CITI   (1,481.31)     307.89
Telefonica Hldg          CITI5  (1,481.31)     307.89
SOC Comercial PL         COME     (757.32)     458.59
Angel Estrada            ESTR      (68.23)      68.97
Estrada-A                ESTR5     (68.23)      68.97
Bombril Holding          FPXE3  (1,064.31)      41.97
Gazola                   GAZ03     (43.13)      22.28
Hercules                 HETA3    (233.64)      33.23
IMPSAT Fiber Networks    IMPTQ     (17.16)     535.01
Kepler Weber             KEPL3    (199.10)     286.23
Minupar                  MNPR3     (27.02)     206.98
Telebras-CM RCPT         RCTB30   (139.38)     235.03
Rimet                    REEM3    (219.34)      93.47
Schlosser                SCL03     (55.17)      51.93
Telebras SA              TELB3    (139.38)     235.03
Telebras-CM RCPT         TELE31   (139.38)     235.03
Telebras SA              TLBRON   (139.38)     235.03
Varig SA                 VAGV3  (8,194.58)   2,169.10
FER C Atlant             VSPT3    (155.34)   1,883.02
WIEST                    WISA3    (107.73)      92.66


                        ***********


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, 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
240/629-3300.


           * * * End of Transmission * * *