TCRLA_Public/071026.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Friday, October 26, 2007, Vol. 8, Issue 213

                          Headlines

A R G E N T I N A

ACXIOM CORP: Earns US$20.4 Mil. in Second Quarter Ended Sept. 30
ALITALIA SPA: Aeroflot to Decide on Bid in Two Weeks
CER SA: Proofs of Claim Verification Deadline Is Nov. 14
CUVERA AGROPECUARIA: Files for Reorganization Petition
FRIGORIFICO FERNAROLO: Trustee Attests Claims Por Via Incidental

OCCIDENTAL LABEL: Trustee Filing Individual Reports on Feb. 6
SATELY SA: Trustee Verifies Proofs of Claim Until Dec. 10
SER SALUD: Proofs of Claim Verification Is Until Dec. 10
WR GRACE: Reports US$16.7-Mil. Net Income in Qtr. Ended Sept. 30


B A H A M A S

JETBLUE AIRWAYS: Earns US$23 Million in Third Quarter
UTSTARCOM INC: Gets Notice of Default from 7/8% Notes Trustee
TUPPERWARE BRANDS: Earns US$6.9 Mil. in Quarter Ended Sept. 29


B E R M U D A

BV ASSET: Proofs of Claim Filing Is Until Oct. 31
LSF3 LATHROP: Proofs of Claim Filing Is Until Nov. 7
MONTPELIER RE: Earns US$101.3 Million in Quarter Ended Sept. 30
MORPHEX (BERMUDA): Supreme Court Hearing Wind-Up Petition Today
UNIDO INVESTMENTS: Proofs of Claim Filing Deadline Is Nov. 7

UNICOM ASSURANCE: Proofs of Claim Filing Ends on Nov. 7
WYNRIGHT INSURANCE: Proofs of Claim Filing Deadline Is Nov. 2


B O L I V I A

INTERMEC INC: Inks License Pact with Metrologic Instruments


B R A Z I L

BANCO NACIONAL: Directors Approve BRL124.3-Mln Loan to Sistema
BANCO NACIONAL: Okays BRL120.4-Mil. Loan for Two Power Plants
BAUSCH & LOMB: Named Defendant in 573 Product Liability Suits
COMPANHIA PARANAENSE: Invests BRL7BB Under 2008-16 Business Plan
FIAT SPA: Great Wall Motor Says It Did Not Copy Panda Model

GENERAL MOTORS: Mulls 1,000 Lay Offs at Lansing Delta Township
HERCULES INC: Third Qtr. Net Income Up to US$42.4 Mil. in 2007
IWT TESORO: Court Approves Focus Management as Financial Advisor
METROLOGIC INSTRUMENTS: Inks License Pact with Intermec
NOVELL INC: Appoints Tim Wolfe as President, Novell Americas

WESTERN UNION: Sept. 30 Balance Sheet Upside-Down by US$146.4MM


C A Y M A N   I S L A N D S

BLACKSTONE FIFTH: Creditors To File Proofs of Claim on Nov. 22
BLACKSTONE PARTNERS: Creditors Have Until Nov. 22 To File Claims
CABLE & WIRELESS: Unit Investing J$2.8B on Cellular Towers
GROPO LTD: Creditors Must File Proofs of Claim by Nov. 30
HIGHLAND SPECIAL: Proofs of Claim Filing Is Until Nov. 30

OPPORTUNITIES JAPAN: Proofs of Claim Filing Is Until Nov. 22
PACIFICA PARTNERS: Holding Final Shareholders Meeting on Nov. 2
PLAZA MIDOUSUJI: Sets Final Shareholders Meeting for Nov. 2
RHOMBUS CDO: Holding Final Shareholders Meeting on Nov. 2
RMB CDO: Final Shareholders Meeting Is on Nov. 2

ROKUMEI HOLDINGS: Sets Final Shareholders Meeting for Nov. 2
ROSFIN GP: Will Hold Final Shareholders Meeting on Nov. 2
SIRES 2000: Holding Final Shareholders Meeting on Nov. 2
SIRES LIMITED: Will Hold Final Shareholders Meeting on Nov. 2
SOVEREIGN INVESTMENT: Sets Final Shareholders Meeting for Nov. 2

SOLEIL FUNDING: Final Shareholders Meeting Is on Nov. 2


C H I L E

NOVA CHEMICALS: Reports US$97-Mil. Net Income in 2007 Third Qtr.


C O L O M B I A

FREEPORT-MCMORAN: 2007 Third Qtr. Net Income Rises to US$763 Mln


C O S T A   R I C A

COVANTA HOLDING: Earnings Up 19% to US$0.25 a Share in 3rd Qtr.

* COSTA RICA: Obtains US$500-Million Financing from IDB


D O M I N I C A N   R E P U B L I C

CAP CANA: To Modify Consent Solicitation Terms
CAP CANA: Moody's Lifts Senior Secured Debt Rating to B2


E L   S A L V A D O R

MILLICOM INT'L: Morgan Joseph Reaffirms Buy Rating on Shares


G U A T E M A L A

ALCATEL-LUCENT: To Market Blackberry Phones in China with RIM


H O N D U R A S

* HONDURAS: Obtains US$40-Mil. Loan to Upgrade Corridor Highway


J A M A I C A

NATIONAL COMMERCIAL: Says No Money Is Stolen During Break-In
NATIONAL WATER: Meeting with Kingston & St. Andrew Corp.


M E X I C O

AXTEL SAB: Reports MXN1,957.8 Million Third Quarter Gross Profit
BEARINGPOINT: Bags US$50-Mln Deal for Motor Vehicle Tech Project
EMPRESAS ICA: Inks Four Contracts with Proyecto Esmeralda
FREESCALE SEMICONDUCTOR: Moody's Reviews Ratings for Downgrade
HARMAN INTERNATIONAL: Inks New Agreement with KKR & GS Capital

HARMAN INTERNATIONAL: Terminated Deal Cues S&P's Positive Watch
HIPOTECARIA SU: Initiates Tender Offer on 8.50% Senior Notes
MOVIE GALLERY: Court Okays Kurtzman Carson as Claims Agent
MOVIE GALLERY: Court Okays Keen as Real Estate Consultants
MOVIE GALLERY: Can Employ Lazard Freres as Financial Advisor

RYERSON INC: Initiates Comprehensive Reorganization Plan
X-RITE INC: Completes Pantone Acquisition for US$180 Million


P A N A M A

SOLO CUP: S&P Puts CCC+ Corp. Credit Rating under Positive Watch


P A R A G U A Y

AGILENT TECH: Moody's Puts Ba1 Rating on US$500-Mln Senior Notes
MILLICOM INT'L: Tigo Revenues Increase 12% in Third Quarter 2007


P E R U

FREEPORT-MCMORAN: Deutsche Reaffirms Buy Rating on Firm's Shares


P U E R T O   R I C O

ANGIOTECH PHARMA: Moody's Lowers Corporate Family Rating to B3
CENTENNIAL COMM: Closes Spectrum Purchase in Key Midwest Markets
ISMAR SECURITY: Case Summary & 17 Largest Unsecured Creditors
PULTE HOMES: Posts US$787.9-Mln Net Loss in Third Quarter 2007


T R I N I D A D   &   T O B A G O

HILTON HOTELS: Closes Merger Pact with Blackstone Affiliate


V E N E Z U E L A

CHRYSLER LLC: UAW Key Locals in Michigan Accept Labor Contract


                            - - - - -

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


ACXIOM CORP: Earns US$20.4 Mil. in Second Quarter Ended Sept. 30
----------------------------------------------------------------
Acxiom(R) Corporation disclosed its financial results for the
second quarter of fiscal 2008 ended Sept. 30, 2007.

Revenue for the three-month period was US$351.0 million, an
increase of 0.8% over US$348.3 million for the comparable prior-
year period.  Income from operations for the three-month period
equaled US$20.4 million compared to US$41.9 million for the
quarter ended Sept. 30, 2006.  Earnings of US$.13 per diluted
share include the impact of US$14.8 million in unusual expense
items net of income tax effect in the quarter.

Charles D. Morgan, Acxiom's company leader and chairman of the
board stated, "We are moving forward as an independent, publicly
owned company. Despite the distraction of the recent course of
events, the company posted a slight revenue increase for the
quarter.  In addition, we instituted an expense reduction plan
during mid-September and we expect to see the benefit of the
plan during the second half of the fiscal year."

During the quarter, Acxiom expanded its interactive marketing
offerings with the acquisition of New York-based EchoTarget, a
leader in dynamic banner retargeting.  The company provides
customized targeting solutions for online advertisers and
publishers, extending Acxiom's personalization expertise across
digital channels that already include email, search and website.
EchoTarget works with marketers and publishers to identify and
target high-value marketing segments based on users' online
behaviors.  Those users are then targeted through relevant
banners on the company's network of websites.

Acxiom was named to the InformationWeek 500 list and ranked No.
117 among the 500 companies listed.  For nearly 20 years,
InformationWeek has identified and honored the nation's most
innovative users of information technology.  The list is unique
among corporate rankings because it spotlights the power of
innovation in information technology, rather than simply
identifying the biggest IT spenders.

For the fiscal year ending March 31, 2008, revenue is expected
to be flat to up 1 percent compared to fiscal 2007.  Earnings
per diluted share, before the effect of any unusual gains or
losses, is expected to be in the range of US$.69 to US$.73.
Reflecting the US$35.4 million of unusual items recorded during
the first two quarters of the fiscal year, and including the
receipt of the US$65 million merger termination fee in the third
quarter, earnings per diluted share for the fiscal year are
expected to be between US$0.91 and US$0.95.

In previous communications, the company provided financial
guidance under a Financial Road Map.  At the present time, the
Company no longer intends to update this guidance.  As such,
previous guidance issued under the Financial Road Map should no
longer be relied upon.

Based in Little Rock, Arkansas, Acxiom(R) Corporation (Nasdaq:
ACXM) -- http://www.acxiom.com/-- integrates data, services and
technology to create and deliver customer and information
management solutions for many of the largest, most respected
companies in the world.  The core components of Acxiom's
solutions are Customer Data Integration technology, data,
database services, IT outsourcing, consulting and analytics, and
privacy leadership.  Founded in 1969, Acxiom has locations
throughout the United States, Europe, Australia and China.

Acxiom has a team of specialists with sales and business
development associates based in the largest Latin American
markets: Brazil, Argentina and Mexico.

                        *     *     *

As reported in the Troubled Company Reporter on Oct. 3, 2007,
Standard & Poor's Ratings Services said its 'BB' corporate
credit rating on Little Rock, Arkansas-based Acxiom Corp.
remains on CreditWatch with negative implications, where it was
placed on May 17, 2007.  At the same time, S&P also placed the
'BB' senior secured debt ratings on CreditWatch with negative
implications, because the debt will no longer be refinanced as
part of the LBO financing.


ALITALIA SPA: Aeroflot to Decide on Bid in Two Weeks
----------------------------------------------------
OAO Aeroflot will decide in the next two weeks whether to bid
for the Italian government's 49.9% stake in Alitalia S.p.A.,
various reports say.

"We have inquired about the procedure, how Alitalia's management
and board of directors see the sale of the state-run stake in
the airline," Mikhail Poluboyarinov, Aeroflot's deputy chief
executive officer for finance and planning, told Kommersant.

Mr. Poluboyarinov, Bloomberg News reports, added Aeroflot may
team up with another interested buyer for Alitalia and could
raise up to EUR1 billion to fund the deal.

As reported on Oct. 23, 2007, Alitalia will choose the buyer for
Italy's stake on Nov. 10, 2007.  Alitalia chairman Maurizio
Prato told the Italian parliament that he will recommend an
industrial buyer for Italy's stake within the first ten days of
November, Agenzia Giornalistica Italia relates.  The government
will then decide how to finalize the sale of its stake.

Alitalia decided to open talks, through the financial advisor
Citi and industrial advisor Roland Berger, with:

   -- OAO Aeroflot,
   -- Air France-KLM,
   -- AP Holding S.p.A.,
   -- Cordata Baldassarre,
   -- Deutsche Lufthansa AG,
   -- TPG Capital.

                     About Alitalia

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

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, and
EUR625.6 million in 2006.


CER SA: Proofs of Claim Verification Deadline Is Nov. 14
--------------------------------------------------------
Oscar Alberto Vertzman, the court-appointed trustee for Cer
S.A.'s bankruptcy proceeding, verifies creditors' proofs of
claim until Nov. 14, 2007.

Mr. Vertzman will present the validated claims in court as
individual reports on Dec. 28, 2007.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Cer 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 Cer's accounting and
banking records will be submitted in court on Feb. 11, 2008.

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

The trustee can be reached at:

       Oscar Alberto Vertzman
       Bartolome Mitre 3120
       Buenos Aires, Argentina


CUVERA AGROPECUARIA: Files for Reorganization Petition
------------------------------------------------------
Cuvera Agropecuaria S.A. has requested for reorganization
approval after failing to pay its liabilities since
May 27, 2005.

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

The case is pending in the National Commercial Court of First
Instance No. 14 in Buenos Aires.  Clerk No. 27 assist in this
case.

The debtor can be reached at:

          Cuvera Agropecuaria SA
          Tandil 2746
          Buenos Aires, Argentina


FRIGORIFICO FERNAROLO: Trustee Attests Claims Por Via Incidental
----------------------------------------------------------------
Juan Carlos Vilanova, the court-appointed trustee for
Frigorifico Fernarolo S.A.'s bankruptcy proceeding, verifies
creditors' proofs of claim "por via incidental."

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

Infobae didn't state the reports submission deadlines.

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

The trustee can be reached at:

       Juan Carlos Vilanova
       Hipolito Yrigoyen 1349
       Buenos Aires, Argentina


OCCIDENTAL LABEL: Trustee Filing Individual Reports on Feb. 6
-------------------------------------------------------------
Jacobo Beker, the court-appointed trustee for Occidental Label
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 Feb. 6, 2008.

Mr. Beker verifies creditors' proofs of claim until
Nov. 16, 2007.  He will submit a general report containing an
audit of Occidental Label's accounting and banking records in
court on March 19, 2008.

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

The trustee can be reached at:

          Jacobo Beker
          Jeronimo Salguero 2244
          Buenos Aires, Argentina


SATELY SA: Trustee Verifies Proofs of Claim Until Dec. 10
---------------------------------------------------------
Clara Auerhan, the court-appointed trustee for Sately SA's
reorganization proceeding, verifies creditors' proofs of claim
until Dec. 10, 2007.

Ms. Auerhan will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 6 in Buenos Aires, with the assistance of Clerk
No. 12, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Sately 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 Sately's accounting
and banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

Creditors will vote to ratify the completed settlement plan
during the assembly on Sept. 29, 2008.

The debtor can be reached at:

       Sately SA
       Juncal 4502
       Buenos Aires, Argentina

The trustee can be reached at:

       Clara Auerhan
       Uruguay 872
       Buenos Aires, Argentina


SER SALUD: Proofs of Claim Verification Is Until Dec. 10
--------------------------------------------------------
Jorge Daniel Alvarez, the court-appointed trustee for Ser Salud
SRL's bankruptcy proceeding, verifies creditors' proofs of claim
until Dec. 10, 2007.

Mr. Alvarez will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 10 in Buenos Aires, with the assistance of Clerk
No. 20, 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 Ser Salud 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 Ser Salud's
accounting and banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

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

The debtor can be reached at:

       Ser Salud SRL
       Besares 4048
       Buenos Aires, Argentina

The trustee can be reached at:

       Jorge Daniel Alvarez
       Bartolome Mitre 1738
       Buenos Aires, Argentina


WR GRACE: Reports US$16.7-Mil. Net Income in Qtr. Ended Sept. 30
----------------------------------------------------------------
W.R. Grace & Co. reported its financial results for the third
quarter ended Sept. 30, 2007.

Net income for the third quarter was US$16.7 million compared
with net income of US$18.4 million in the prior year quarter.
The 2007 and 2006 third quarters were negatively affected by
Chapter 11 expenses, litigation and other matters not related to
core operations.  Excluding such costs, and after tax effects,
net income would have been US$46.3 million for the third quarter
of 2007 compared with US$40.3 million calculated on the same
basis for the third quarter of 2006, a 14.9% increase.

Pre-tax income from core operations was US$74.0 million in the
third quarter compared with US$71.1 million in the prior year
quarter, a 4.1% increase.  Pre-tax operating income of the Grace
Davison operating segment was US$47.6 million, up 4.4% compared
with the third quarter of 2006, attributable principally to
sales increases across most product groups and productivity
gains.  Pre-tax operating income of the Grace Performance
Chemicals operating segment was US$54.1 million, up 4.2%
compared with the third quarter of 2006, attributable primarily
to higher sales of construction products (in regions other than
North America) and packaging products worldwide.  Corporate
operating costs were US$1.3 million higher than the third
quarter of 2006 due primarily to higher performance-based
compensation.

Sales for the third quarter were US$783.1 million compared with
US$741.4 million in the prior year quarter, a 5.6% increase
(2.4% before the effects of currency translation).  The increase
was attributable primarily to higher selling prices in response
to rising raw material costs and to higher volumes in most
product groups, particularly outside the United States.  Sales
increased 1.7% for the Grace Davison operating segment and 10.1%
for the Grace Performance Chemicals operating segment.
Geographically, sales were up 15.2% in Europe, 8.4% in Asia
Pacific and 34.8% in Latin America, and down 7.9% in North
America, where sales were adversely affected by a lower level of
residential construction in the United States and lower sales of
hydroprocessing catalysts.

"Our business performance is on track to deliver strong
financial results for 2007," said Grace's President and Chief
Executive Officer Fred Festa.  "The quarter-over-quarter
comparison was adversely affected by refill order patterns of
hydroprocessing catalysts, which were very strong last year, and
the decline in U.S. housing starts, which continues to cause
lower sales of construction products in North America.  However,
we have enjoyed good growth in several key product groups, and
in Europe, Asia and Latin America where economic activity has
been strong."

                    Corporate Operating Costs

Corporate costs related to core operations were US$27.7 million
in the third quarter of 2007 compared with US$26.4 million in
the prior year quarter, and US$74.4 million year-to-date 2007
compared with US$77.5 million in 2006.  The decrease in year-to-
date corporate operating costs was primarily attributable to
lower pension costs from the effect of contributions made to
defined benefit pension plans in recent years, and higher
investment returns on pension plan assets.

                      Pre-Tax Income (Loss)

Noncore activities (as reflected in the attached Segment Basis
Analysis) comprise events and transactions not directly related
to the generation of operating revenue or the support of core
operations.  The pre-tax loss from noncore activities was
US$12.8 million in the third quarter of 2007 compared with
US$26.0 million in the prior year quarter, and US$39.6 million
year-to-date 2007 compared with US$88.9 million in 2006.  The
year-to-date loss is principally due to:

   (1) a charge of US$12.0 million in the second quarter to
       adjust Grace's estimate of costs to resolve environmental
       remediation claims; and

   (2) defense costs of US$11.2 million related to legal
       proceedings arising from Grace's former vermiculite
       mining operations in Montana.

                     Interest & Income Taxes

Interest expense was US$17.4 million for the quarter ended
Sept. 30, 2007, compared with US$18.8 million for the comparable
period in 2006, and US$57.1 million year-to-date in 2007
compared with US$54.5 million last year.  The year-to-date
increase is attributable to the effects of compounding interest
on certain liabilities subject to compromise over the course of
the Chapter 11 proceeding.  The annualized weighted average
interest rate on such pre-petition obligations for the quarter
was 6.1%.

Income taxes are recorded at a global effective rate of
approximately 35% before considering the effects of certain non-
deductible Chapter 11 expenses and discrete adjustments for
changes in uncertain tax positions.  Income taxes related to
foreign jurisdictions are generally paid in cash, while income
taxes in the United States are generally offset by available net
operating loss carryforwards.

                      Cash Flow & Liquidity

Grace's net cash inflow from operating activities for the nine
months ended Sept. 30, 2007 was US$65.7 million, compared with a
net cash inflow of US$49.4 million for 2006.  The increase in
cash flow from operating activities was principally attributable
to higher pre-tax operating income offset by dividends to joint
venture partners and cash paid to resolve certain tax
contingencies.  Pre-tax income from core operations before
depreciation and amortization was US$311.2 million for the nine
months ended Sept. 30, 2007, 13.0% higher than in the prior
year, a result of the performance from core operations described
above.

At Sept. 30, 2007, Grace had available liquidity in the form of
cash and cash equivalents of US$535.0 million, marketable
securities of US$28.5 million, net cash value of life insurance
of US$93.5 million, available credit under its debtor-in-
possession facility of US$173.7 million and available credit
under various non-U.S. credit facilities equivalent to US$89.3
million.  Grace believes that these sources and amounts of
liquidity are sufficient to support its business operations,
strategic initiatives and Chapter 11 proceedings for the
foreseeable future.

                       About W.R. Grace

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

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

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

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

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




=============
B A H A M A S
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JETBLUE AIRWAYS: Earns US$23 Million in Third Quarter
-----------------------------------------------------
JetBlue Airways Corporation reported Tuesday its results for
third quarter 2007.

Net income for the quarter was US$23 million, compared with
third quarter 2006 net loss of US$500,000.

Operating revenues for the quarter totaled US$765 million,
representing growth of 21.9% over operating revenues of
US$628 million in the third quarter of 2006.

Operating income for the quarter was US$79 million, resulting in
a 10.3% operating margin, compared to operating income of
US$41 million and a 6.6% operating margin in the third quarter
of 2006.

Pre-tax income for the quarter was US$46 million, resulting in a
6.0% pre-tax margin, compared with pre-tax income of US$1
million and a 0.2% pre-tax margin in the year-ago period.

"We are very pleased with our strong performance this quarter,"
said Dave Barger, JetBlue's chief executive officer.  "Thanks to
the dedication of our crewmembers, we continued to drive revenue
growth, productivity improvements and cost discipline.  Our
crewmembers are the reason Conde Nast Traveler readers recently
named JetBlue best domestic airline for the sixth straight
year."

During the third quarter, JetBlue achieved a completion factor
of 98.9% of scheduled flights, compared to 99.6% in 2006.  On-
time performance, defined by the U.S. Department of
Transportation as arrivals within 14 minutes of schedule, was
73.7% in the third quarter compared to 74.6% in the same period
in 2006.  JetBlue attained a load factor in the third quarter of
2007 of 82.0%, an increase of 1.6 points on a capacity increase
of 10.9% over the third quarter of 2006.

"JetBlue's crewmembers continue to deliver exceptional customer
service, despite the operational challenges we continue to face
in the Northeast," said Russ Chew, JetBlue's president and chief
operating officer.  "We are very proud of the efforts our
crewmembers made this quarter."

At Sept. 30, 2007, the company had total assets of US$5.46
billion and total stockholders' equity of US$1.02 billion.
Total debt was US$3.02 billion at Sept. 30, 2007.

                    Discontinued Operations

JetBlue also disclose Tuesday that it will discontinue
operations in Columbus, Ohio and Nashville, Tennessee, effective
Jan. 6, 2008.

"We are taking the difficult but necessary step to discontinue
operations in these two markets," Mr. Barger said.  "After more
than 12 months of service and a detailed review of traffic and
revenue trends in these two cities, we have decided to redeploy
our assets."

                   About JetBlue Airways Corp.

Headquartered in Forest Hills, New York, JetBlue Airways Corp.
(Nasdaq: JBLU) -- http://www.jetblue.com/-- provides passenger
air transportation services in the United States.  As of Feb.
14, 2007, it operated approximately 502 daily flights serving 50
destinations in 21 states, Bahamas, Bermuda, Dominican Republic,
Puerto Rico, Mexico, and the Caribbean; and a fleet of 98 Airbus
A320 aircraft and 23 EMBRAER 190 aircraft.  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.


UTSTARCOM INC: Gets Notice of Default from 7/8% Notes Trustee
-------------------------------------------------------------
UTStarcom, Inc., disclosed that on Oct. 15, 2007, it received a
notice of default from U.S. Bank National Association, as
indenture trustee, pursuant to which the Trustee asserted that
the company was in default of certain obligations under the
Indenture, dated as of March 12, 2003, as amended by the First
Supplemental Indenture, dated Jan. 9, 2007, as further amended
by the Second Supplemental Indenture, dated July 26, 2007,
between the company and the Trustee with respect to the
company's 7/8% Convertible Subordinated Notes due 2008 (CUSIP
Nos. 918076AA8 and 918076AB6).

The specific purported defaults referred to in the Notice of
Default are:

    (1) the company's failure to file with the Securities and
        Exchange Commission and provide copies to the Trustee of
        its Quarterly Report on Form 10-Q for the fiscal quarter
        ending March 31, 2007, and its Quarterly Report on Form
        10-Q for the fiscal quarter ending June 30, 2007, as
        required by the Indenture and the Trust Indenture Act
        and

    (2) the company's failure to deliver to the Trustee the
        officer's certificate of compliance of the company
        required by the Indenture.

Pursuant to the Second Supplemental Indenture, any failure by
the company to comply with covenants in the Original Indenture
as amended by the First Supplemental Indenture relating to the
filing of reports required to be filed with the SEC under the
Securities Exchange Act of 1934, as amended and the furnishing
of copies of SEC Reports and the officer's certificate of
compliance of the company required by the Original Indenture to
the Trustee before 5:30 p.m., New York City time, on
Oct. 15, 2007, would not constitute a default under the
Indenture.  The Notice of Default states that the Covenant
Reversion Date provided for by the Second Supplemental Indenture
had passed and that the company's failure to cure the purported
defaults within 60 consecutive days after the date of the Notice
of Default, would constitute an "Event of Default" under the
Indenture.

The company previously reported in its Notifications of Late
Filing on Form 12b-25 filed on Nov. 11, 2006, March 2, 2007,
May 10, 2007, and Aug. 9, 2007 that the filing of its First
Quarter 2007 Form 10-Q and Second Quarter 2007 Form 10-Q, as
well as certain other SEC Reports that the company has now filed
with the SEC, had been delayed for the reasons stated therein.

                           Update

The company filed its First Quarter 2007 Form 10-Q with the SEC
on Oct. 17, 2007 and Second Quarter 2007 Form 10-Q on
Oct. 19, 2007.

The company contends that as of Oct. 19, 2007, it has, prior to
the Demand Date set forth in the notice of default:

    (i) filed all required reports with the SEC and furnished
        them to the Trustee, and

   (ii) delivered the officer's certificate of compliance
        required by the Original Indenture to the Trustee.

Therefore, the company believes that that no Event of Default
under the Indenture occurred.

                      About UTStarcom

Headquartered in Alameda, California, UTStarcom Inc. (Nasdaq:
UTSI) -- http://www.utstar.com/-- provides IP-based, end-to-end
networking solutions and international service and support.  The
company sells its broadband, wireless, and handset solutions to
operators in both emerging and established telecommunications
markets around the world.  The company maintains operations in
France, Italy, Spain, China, India, Japan, Argentina and Brazil.

                        *     *     *

As reported on Jan. 18, 2007, noteholders of UTStarcom Inc.'s
7/8% convertible subordinated notes due 2008 agreed to the
proposed amendments of certain provisions of the indenture
pursuant to which the notes were issued and a waiver of rights
to pursue remedies available under the indenture with respect to
certain default.

Under the terms of the indenture, during the period beginning
Jan. 9, 2007, and ending 5:30 p.m., May 31, 2007, any failure by
the company to comply with certain provisions will not result in
a default or an event of default, and the Notes will accrue an
additional 6.75% per annum in special interest from and after
Jan. 9, 2007, to the maturity date of the Notes, unless the
Notes are earlier repurchased or converted.


TUPPERWARE BRANDS: Earns US$6.9 Mil. in Quarter Ended Sept. 29
--------------------------------------------------------------
Tupperware Brands disclosed Tuesday its third quarter 2007
results.

The company reported net income of US$6.9 million on net sales
of US$454.7 million for the 13 weeks ended Sept. 29, 2007,
compared with net income of US$13.1 million on net sales of
US$394.9 million for the 13 weeks ended Sept. 30, 2006.

GAAP net income for the 2007 period included the following one-
time charges (after tax):

  -- costs associated with implementing new credit agreement of
     US$6.2 million

  -- purchase accounting intangibles and goodwill impairment of
     US$9.7 million

  -- acquired intangible asset amortization of US$2.3 million

  -- re-engineering and impairment charge expenses of
     US$1.8 million

  -- gain from land sales of US$3.4 million

  -- tax benefit of US$2.1 million versus US$4.7 million benefit
     from taxes in 2006

"Another quarter of strong sales and earnings reaffirms that our
strategic growth initiatives are making a significant positive
impact in the markets" said Rick Goings, chairman and chief
executive officer.  "Overall our local currency sales increase
was 10%, reflecting 20% higher sales in the emerging markets,
which accounted for 46% of sales.  Sales in our established
markets were up slightly, reflecting significant increases by
several  businesses, but a double-digit decrease in Germany,"
Goings continued.

At Sept. 29, 2007, the company's consolidated balance sheet
showed US$1.80 billion in total assets, US$1.33 billion in total
liabilities, and US$469.3 million in total shareholders' equity.

                      About Tupperware

Headquartered in Orlando, Florida, Tupperware Brands Corporation
(NYSE: TUP)-- http://www.tupperware.com/-- is a portfolio of
global direct selling companies, selling premium innovative
products across multiple brands and categories through an
independent sales force of 2.0 million.  Product brands and
categories include design-centric preparation, storage and
serving solutions for the kitchen and home through the
Tupperware brand and beauty and personal care products for
consumers through the Avroy Shlain, BeautiControl, Fuller,
NaturCare, Nutrimetics, Nuvo and Swissgarde brands.

The company has operations in Indonesia, Argentina, Australia,
Bahamas, Brazil, China, France, Germany, Philippines, Spain, and
Sweden, among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 19, 2007, Moody's Investors Service assigned a Ba1 rating
to Tupperware Brands Corporation proposed senior secured credit
facilities, consisting of a US$200 million revolving credit
facility and a US$550 million term loan A, both due 2012.
Moody's also affirmed the company's Ba2 corporate family rating
and Ba3 probability of default rating, and changed the outlook
to positive from stable.




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


BV ASSET: Proofs of Claim Filing Is Until Oct. 31
-------------------------------------------------
BV Asset Management Limited's creditors are given until
Oct. 31, 2007, to prove their claims to Ernest A. Morrison, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

BV Asset's shareholders agreed on Oct. 15, 2007, to place the
company into voluntary liquidation under Bermuda's Companies Act
1981.

The liquidator can be reached at:

         Ernest A. Morrison
         18 Parliament Street
         Hamilton HM12, Bermuda


LSF3 LATHROP: Proofs of Claim Filing Is Until Nov. 7
----------------------------------------------------
LSF3 Lathrop's creditors are given until Nov. 7, 2007, to prove
their claims to Robin J. Mayor, the company's liquidator, or be
excluded from receiving any distribution or payment.

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

LSF3 Lathrop's shareholders agreed on Oct. 17, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

         Robin J. Mayor
         Messrs. Conyers Dill & Pearman
         Clarendon House, Church Street
         Hamilton, HM DX, Bermuda


MONTPELIER RE: Earns US$101.3 Million in Quarter Ended Sept. 30
---------------------------------------------------------------
Montpelier Re Holdings Ltd. recorded net income of US$101.3
million for the quarter ended Sept. 30, 2007, compared to net
income of US$83.4 million.  Operating income, which excludes
foreign exchange, investment gains and losses and income tax,
was US$78.3 million, or US$0.82 per diluted common share.

The loss ratio for the quarter was 26.8%, which includes US$11.4
million, or 8.2 points, of losses incurred as a result of the UK
floods in July.  This was offset in part by net favorable prior
year reserve development of US$4.6 million, or 3.3 points.

The company also reported a fully converted book value per share
of US$17.03 as at Sept. 30, 2007, an increase of 6.6% for the
quarter inclusive of dividends.

At Sept. 30, 2007, the company held US$19.0 million of
securities with exposure to the sub-prime mortgage market with
an estimated weighted average life of 1.9 years and US$63.7
million of securities with exposure to the Alternative-A
mortgage market with an estimated weighted average life of 3.4
years.  All of these securities are currently rated AAA and are
carried at fair value.

Anthony Taylor, Chairman and CEO, commented: "This was a strong
quarter resulting in a 6.6% increase in book value per share.
Since the beginning of 2006, we have grown book value per share
by over 48%, inclusive of dividends."

"Notwithstanding the impact of expenses associated with the
roll-out of our first half initiatives, the combined ratio was a
very strong 57.9% reflecting what turned out to be a relatively
benign catastrophe quarter.  We continue to make steady progress
building out our Lloyd's and US platforms with both operations
binding their first policies in the quarter.  On the capital
front, we have initiated a share repurchase program,
repurchasing approximately 450,000 common shares during the
quarter at an average price of US$16.02."

Headquartered in Bermuda, Montpelier Re Holdings Ltd., through
its operating subsidiary Montpelier Reinsurance Ltd., is a
premier provider of global property and casualty reinsurance and
insurance products.  During the year ended Dec. 31, 2005,
Montpelier underwrote US$978.7 million in gross premiums
written.  Shareholders' equity at Dec. 31, 2005, was US$1.1
billion.

                        *     *     *

As reported in the Troubled Company Reporter on Dec. 19, 2006,
A.M. Best affirms these ratings on Montpelier Re Holdings:

Montpelier Re Holdings Ltd.

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

   MRH Capital Trust I and II (guaranteed by Montpelier Re
   Holdings Ltd.)

   -- "bb" on preferred securities.


MORPHEX (BERMUDA): Supreme Court Hearing Wind-Up Petition Today
---------------------------------------------------------------
The Supreme Court of Bermuda will hear Morphex (Bermuda) Ltd's
wind-up petition on Oct. 26, 2007, at 9:30 a.m.

The Bermuda Monetary Authority filed the wind-up petition on
behalf of Morphex (Bermuda) to the Supreme Court on
Oct. 3, 2007.

Any creditor or contributory of Morphex (Bermuda) who wants to
support or oppose the making of an order on the wind-up petition
may appear during the hearing by himself or his counsel.
Interested parties were given until 4:00 p.m. at Oct. 25, 2007,
to send to Attride-Stirling & Woloniecki -- the attorneys to the
petitioner -- a notice in writing of his intention so to do,
including his name and address of the person, or, if a firm, the
name and address of the firm, and must be signed by the person
or firm, or his or their attorney.

Attride-Stirling & Woloniecki will supply a copy of the petition
on payment of the regulated charge.

The attorneys for the petitioner can be reached at:

          Attride-Stirling & Woloniecki
          Crawford House
          50 Cedar Avenue, Hamilton HM11
          Bermuda


UNIDO INVESTMENTS: Proofs of Claim Filing Deadline Is Nov. 7
------------------------------------------------------------
Unido Investments Limited's creditors are given until
Nov. 7, 2007, to prove their claims to Robin J. Mayor, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

Unido Investments' shareholder agreed on Oct. 19, 2007, to place
the company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

         Robin J. Mayor
         Messrs. Conyers Dill & Pearman
         Clarendon House, Church Street
         Hamilton, HM DX, Bermuda


UNICOM ASSURANCE: Proofs of Claim Filing Ends on Nov. 7
-------------------------------------------------------
Unicom Assurance Company Limited's creditors are given until
Nov. 7, 2007, to prove their claims to Robin J. Mayor, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

Unicom Assurance's shareholders agreed on Oct. 22, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

         Robin J. Mayor
         Messrs. Conyers Dill & Pearman
         Clarendon House, Church Street
         Hamilton, HM DX, Bermuda


WYNRIGHT INSURANCE: Proofs of Claim Filing Deadline Is Nov. 2
-------------------------------------------------------------
Wynright Insurance Company Ltd.'s creditors are given until
Nov. 2, 2007, to prove their claims to Robin J. Mayor, the
company's liquidator, or be excluded from receiving any
distribution or payment.

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

Wynright Insurance's shareholder agreed on Oct. 19, 2007, to
place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

         Robin J. Mayor
         Messrs. Conyers Dill & Pearman
         Clarendon House, Church Street
         Hamilton, HM DX, Bermuda




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


INTERMEC INC: Inks License Pact with Metrologic Instruments
-----------------------------------------------------------
Intermec Inc. has signed an agreement to license cutting-edge
technology to Metrologic Instruments, Inc.  This intellectual
property licensing agreement is part of Intermec's ongoing
commitment to make critical data capture and related
technologies available to the marketplace.  Under this
agreement, Metrologic is taking a running-royalty license under
nine Intermec patents that cover wireless data capture and data
processing devices and systems.  Five of these licensed patents
are the subject of Intermec's recent patent infringement lawsuit
against Palm, Inc.

                About Metrologic Instruments

Headquartered in Blackwood, New Jersey, Metrologic Instruments,
Inc. is a global supplier for data capture and collection
hardware, and image processing software.  The company had LTM
September 2006 revenues of approximately US$210 million.  The
company has operations in Brazil and Mexico.

                      About Intermec Inc.

Intermec Inc. -- http://www.intermec.com/-- develops,
manufactures and integrates technologies that identify, track
and manage supply chain assets.  Core technologies include RFID,
mobile computing and data collection systems, bar code printers
and label media.

The company has locations in Australia, Bolivia, Brazil, China,
France, Hong Kong, Singapore and the United Kingdom.

                        *     *     *

Standard & Poor's Rating Services raised its ratings on Everett,
Washington-based Intermec Inc. to 'BB-' from 'B+'.  The upgrade
reflects expectations that Intermec will sustain current levels
of profitability and leverage.  S&P said the outlook is stable.


PAN AMERICAN: Strong Market Position Cues Moody's to Lift Rtgs.
---------------------------------------------------------------
Moody's Investors Service has upgraded Pan American Energy LLC's
global local currency issuer rating to Ba1 from Ba2.  At the
same time, Moody's upgraded Pan American Energy LLC, Argentine
Branch's foreign currency note ratings to Ba2 from Ba3.  The
global local currency rating and foreign currency note ratings
have a stable outlook.  The company's foreign currency Corporate
Family Rating of B2, positive outlook, was not affected by the
rating actions, as the foreign currency Corporate Family Rating
is constrained by Argentina's B2 ceiling, which has a positive
outlook.

The upgrade of Pan American's global local currency rating
reflects the company's strong market position in Argentina and
performance versus competitors.  Pan American is the second-
largest oil and gas company in Argentina by volume, accounting
for approximately 15% of the total market.  The company has
demonstrated consistently sound financial and operating
performance relative to its peers, with a track record of
maintaining low financial leverage while growing production at
competitive costs.

Pan American has successfully grown its oil and gas production
over the past four years (CAGR of 2.9% excluding Bolivia).  In
particular, the company has continued to demonstrate production
and reserve growth in the Cerro Dragon area in Argentina's Golfo
San Jorge basin.  Pan American derives most of its oil
production (77%) from Cerro Dragon, and the area's reserves are
integral to the company's production growth in the near to
medium term.  Pan American successfully replaced 154% of its
reserves in Cerro Dragon in 2006 and has continued to grow
production over the last four years, with a CAGR of 4.2%.

Pan American has achieved production growth at competitive,
albeit rising, costs, while maintaining appropriately
conservative financial leverage.  The company's unit full cycle
costs remain competitive relative to its peers both in Argentina
and the United States and are more representative of a Baa-rated
E&P company.  Pan American's cost structure benefits from
management's focus on operational efficiency and the successful
deployment of proprietary technologies, which has been supported
by the company's relationship with its majority owner BP plc
(rated Aa1).  However, an increasingly onerous tax burden has
caused the company's cost structure to rise.  Rising drilling
and service costs, including labor costs, have also contributed
to Pan American's increasing cash costs, but Moody's notes that
these costs have risen across the entire sector.  While Moody's
believes that the company's cash operating costs may continue to
increase over the near-term and will be subject to upward
pressure as a result of inflation and secondary recovery costs,
as well as increased taxes, Moody's expects they will remain in
a range consistent with the current ratings.

Moody's believes that the Cerro Dragon area will continue to
provide Pan American with attractive opportunities to grow its
production.  Management continues to pursue a strategy of
expanding Pan American's oil production and reserves through
development drilling, workovers, waterflooding and
extensions/step-outs in the mature Cerro Dragon area.
Management also expects to direct investments towards increasing
domestic gas production in order to meet rising demand in
Argentina.  Longer term production growth from the Cerro Dragon
area is supported by Pan American's extension of the concession
contract to develop and operate the area from 2017 until 2027;
however, it will likely take substantial capital investments in
order to continue to develop Cerro Dragon and grow production.

Moody's notes that while the company's capital spending has
steadily increased, Pan American's overall reserve replacement,
notwithstanding Cerro Dragon, has been weak, underscoring a
longer term challenge for Pan American to increase its
production and reserves while maintaining low unit costs.  Pan
American has not fully replaced its reserves since 2003 and its
total PD reserves have slightly decreased since 2003, with
declines in its two largest fields in Argentina outside of Cerro
Dragon, Cuenca Austral and Acambuco.  Over the longer-term,
Moody's remains concerned that certain production and reserve
growth outside of Cerro Dragon could entail significantly higher
costs, which could result in pressured financial leverage and
returns.  Given Cerro Dragon's seven year proved developed
reserve life, this could prove particularly challenging for the
company as Cerro Dragon continues to mature.

Pan American's Ba1 global local currency rating remains
constrained by the geographic concentration of its reserves and
production, by its exposure to economic instability and
political risks in Argentina and in Bolivia, and by its
significant capital expenditure program and dividend payout
ratio.  Moody's believes that price controls and other
government measures such as taxation may limit the pace of
future development of Pan American's gas reserves over the near
to medium term.  While Moody's notes that Pan American has
successfully lowered the percentage of its total gas sales to
Argentine local distribution companies and that industrial and
power sector gas prices in Argentina have risen, which has
resulted in increased gas price realizations, demand growth
remains strong in the residential sector, where prices continue
to be frozen.  In light of Bolivia's May 1, 2006 nationalization
decree, Moody's continues to exclude Pan American's Bolivian
reserves, production, and associated unit revenues and costs
from the company's operating and financial metrics when
assessing its credit quality, which limits ratings upside
potential.

Pan American's Ba2 foreign currency rating reflects its Ba1
local currency rating, as well as its strong track record in
servicing its foreign currency debt obligations during the
Argentine financial crisis, its ability as an oil and gas
company operating in Argentina to keep up to 70% of its export
proceeds offshore, and the fact that it has a strong majority
owner that operates outside of Argentina.  At the same time, the
Ba2 rating takes into account Argentina's B2 long-term foreign
currency ceiling and B3 foreign currency bond rating, which
indicate a high degree of foreign currency convertibility and
transfer risk.  Both ratings currently have a positive outlook.

The stable outlook for the Ba1 global local currency rating and
Ba2 foreign currency bond rating assumes that Pan American will
continue to maintain conservative financial policies.  Over the
near-term, Moody's expects Pan American's financial leverage
will increase somewhat due to its increased capital-spending
program; however, we expect leverage will remain in a range
consistent with the current ratings. Key to maintaining the
stable outlook and current ratings will be Pan American's
ability as a joint venture to maintain a flexible dividend
policy that is managed in line with its internal capital
requirements and the maintenance of low financial leverage
(below US$3/boe PD reserves) as it seeks to grow its oil and gas
reserves and production.  Moody's notes that Pan American's
ratings can accommodate less leverage than its peers in the U.S.
as Moody's generally attributes a lower value to Pan American's
reserves than to those of its peers in the U.S.  A one-notch
upgrade in Argentina's foreign currency bond rating or ceiling
would not affect Pan American's foreign currency ratings.

Moody's believes there is limited upside for Pan American's Ba1
global local currency rating and Ba2 foreign currency bond
rating at the present time.  Over the longer term, an increase
in Argentina's Ba1 local currency ceiling in addition to a
reduction in government interference risk or material
improvement in regional natural gas markets could have favorable
rating implications.  Materially higher unit full-cycle costs, a
dramatic negative reserve revision in Argentina, materially
increased financial leverage (above US$4/PD reserves) or a
downgrade in Argentina's foreign currency government bond rating
could pressure Pan American's ratings or outlook.

Pan American Energy LLC is the second largest oil and gas
producer in Argentina.  Also, Pan American performs exploration
and production activities in Bolivia.  Total fiscal year 2006
production of 242 thousand barrels of oil equivalent per day was
split 51:49 between oil and gas.  Bolivia represented 23% of
proved reserves and 10% of both production and revenues at FY06.
The proved reserve life is 14 years and 60% of reserves are
developed.  Outside E&P, other assets include participation in
oil transportation, storage and loading, gas distribution and
power generation in Argentina, Uruguay and Bolivia.  Created in
1997 as a Delaware holding company, Pan American is owned 60% by
BP and 40% by Bridas.  The Argentine Branch has historically
been Pan American's primary subsidiary both in terms of assets
and revenues and the entity that assumes most of the financial
debt for the whole group.




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


BANCO NACIONAL: Directors Approve BRL124.3-Mln Loan to Sistema
--------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social aka BNDES'
directors have approved a BRL124.3 million financing for Sistema
de Transmissao Catarinense SA.  The credit is destined for
implementation and Barra Grande/Lages/Rio do Sul transmission
line, located in the State of Santa Catarina.

The project consists of the construction of a double circuit 230
KV transmission line with a 195-kilometer extension.  The Bank
participation is equivalent to 74% of the total investment in
the project, of BRL167.8 million.  The operation will generate
around 537 direct jobs, 850 of which during the work peak.

BNDES participation in the project will bring significant social
effects, as increased quality of the electric power transmission
system in the service regions (the new extension goes through
thirteen cities in Santa Catarina), which will serve as an
incentive for the development of new undertakings and,
consequently, for increased job opportunities and improved
conditions of life for the population.

Since 2003, BNDES has already approved 27 operations for
transmission projects, including STC's, for a total of 9.3
thousand kilometers.  The projects added up to BRL5.6 billion,
which enabled a total of BRL9.3 billion investments.  With this,
BNDES reinforces the high priority given to electric power
generation and transmission projects.

Sistema de Transmissao Catarinense S/A is controlled by Grupo
Alusa -- Cia. Tecnica de Engenharia Eletrica which holds
interest in 11 electric power transmission companies in Brazil
and in one in Chile.  Operating for over 42 years, Alusa is a
Brazilian company specialized in construction and assembly of
energy and telecommunication systems.  Within energy concession
areas, the focus is on businesses involving the construction and
operation of high and extra-high tension transmission lines,
creating new energy transmission companies in partnership with
other organizations in the sector.

The transmission segment has as its purpose to transport the
generated electric power and interconnect the different system
participants -- generators, distributors or free consumers.
This segment has a special importance in Brazil, where the
electric system is characterized by the predominant hydraulic
generation by large-sized plants, mostly far from consumption
centers.  The good utilization of an interconnected system
depends upon the existence of a high capillarity and technical
efficiency transmission network.  In this sense, the main
objective of this project is to increase safety levels of supply
to the State of Santa Catarina, thus contributing to increase
the reliability of the National Integrated System.

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.

                        *     *     *

Banco Nacional currently carries a Ba2 foreign long-term bank
deposit rating from Moody's, and a BB+ long-term foreign issuer
credit rating from Standards and Poor's.  The ratings were
assigned in August and May 2007, respectively.


BANCO NACIONAL: Okays BRL120.4-Mil. Loan for Two Power Plants
-------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social aka BNDES'
The directors of have approved a BRL120.4 million financing for
Goias Sul Geracao de Energia SA to construct two Small
Hydroelectric Power Plants.  One of these, Nova Aurora, shall
have 21 megawatts, while Goiandira, 27 MW installed capacity.
The power plants shall be installed in Verissimo river,
Southeast Goias.

The projects will generate 400 direct jobs and will be important
for the Brazilian energetic matrix, to the extent that it will
supply energy to the system in 2009.  Furthermore, it will
contribute for regional development, above all of the cities of
Goiandira and Nova Aurora, which, during the PCHs' construction
phase, will benefit from the economic recovery resulting from
direct and indirect work posts to be created.

This year, the Bank has already approved 17 PCH operations,
adding up to BRL1.4 billion financings and total investment of
BRL1.9 billion.  The power plants will generate 1.1 thousand MW.

From 2010 on, all the power generated will be commercialized at
Ambiente de Comercializacao Regulado [Regulated Contracting
Ambience], for a 30-year term, as a result of Agencia Nacional
de Energia Eletrica [Brazilian Electric Energy Regulatory
Agency] auction, in December 2005.  The commercialization of the
energy generated in 2009 until 2010 shall take place by means of
bilateral contracts to be signed at Ambiente de Comercializacao
Livre [Free Contracting Ambience].

Goias Sul Geracao de Energia SA is a special purpose society,
controlled by Neoenergia and created for the exclusive purpose
of constructing and operating the PCHs.  The works started in
August 2007 and the first machine shall start up in July 2009,
while the second one in August that same year.  The financing is
structured as Project Finance and BNDES will participate with
66.3% of the total investment.

The constructing consortium for the two projects is formed by
Construtora EIT (Empresa Industrial Tecnica) and Energ Power.
The work shall be under the inspection of Engevix.

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.

                        *     *     *

Banco Nacional currently carries a Ba2 foreign long-term bank
deposit rating from Moody's, and a BB+ long-term foreign issuer
credit rating from Standards and Poor's.  The ratings were
assigned in August and May 2007, respectively.


BAUSCH & LOMB: Named Defendant in 573 Product Liability Suits
-------------------------------------------------------------
Bausch and Lomb Inc. disclosed that its has been named as a
defendant in approximately 573 product liability lawsuits
pending in various U.S. federal and state courts as well as
certain other non-U.S. jurisdictions.  These include 550
individual actions filed on behalf of individuals who claim they
suffered personal injury as a result of using a ReNu solution,
and a federally filed consolidated class action.

On Aug. 14, 2006, the Judicial Panel on Multidistrict Litigation
created a coordinated proceeding and transferred an initial set
of MoistureLoc product liability lawsuits to the Federal
District Court for the District of South Carolina.

On Jan. 2, 2007, the New York State Litigation Coordinating
Panel ordered the consolidation of cases filed in New York
State, and assigned the coordination responsibilities to the
Supreme Court of the State of New York, New York County before
the Honorable Helen Freedman of the Commercial Division of the
New York County Supreme Court.

On Oct. 11, 2007, the U.S. District Court for the District of
South Carolina granted B&L's motion to dismiss the consolidated
class action.

As of Oct. 16, 2007, 209 of the 225 cases filed in federal
courts have been transferred to the JPML.  Also, 308 of the 344
cases filed in state courts have been filed in the New York
Consolidated Proceeding.

These cases and claims involve complex legal and factual
questions relating to causation, scientific evidence, actual
damages and other matters.  Litigation of this type is also
inherently unpredictable, particularly given that these matters
are at an early stage, there are many claimants and many of the
claimants seek unspecified damages.  Accordingly, it is not
possible at this time to predict the outcome of these matters or
to reasonably estimate a range of possible loss.

While the company intends to vigorously defend these matters, it
could in future periods incur judgments or enter into
settlements that individually or in the aggregate could have a
material adverse effect on its results of operations and
financial condition in any such period.

                     About Bausch & Lomb

Headquartered in Rochester, New York, Bausch & Lomb Inc. (NYSE:
BOL) -- http://www.bausch.com/-- develops, manufactures, and
markets eye health products, including contact lenses, contact
lens care solutions, and ophthalmic surgical and pharmaceutical
products.  The company is organized into three geographic
segments: the Americas; Europe, Middle East, and Africa; and
Asia (including operations in India, Australia, China, Hong
Kong, Japan, Korea, Malaysia, the Philippines, Singapore, Taiwan
and Thailand).  In Latin America, the company has operations in
Brazil and Mexico. In Europe, the company maintains operations
in Austria, Germany, the Netherlands, Spain, and the United
Kingdom.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 18, 2007, Moody's Investors Service affirmed Bausch & Lomb
Incorporated's (Newco) ratings with updated LGD assessments:

  -- B2 Corporate Family Rating;

  -- B2 Probability of Default Rating;

  -- SGL-2 Speculative Grade Liquidity Rating;

  -- B1 rating (to LGD3/36% from LGD3/35%) on a US$500 million
     Senior Secured Revolver;

  -- B1 rating (to LGD3/36% from LGD3/35%) on a US$1,200 million
     U.S. Senior Secured Term Loan;

  -- B1 rating (to LGD3/36% from LGD3/35%) on a US$300 million
     Delayed Draw Term Loan; and

  -- Caa1 rating (to LGD5/89% from LGD5/86%) on US$650 million
     Senior Unsecured Notes.


COMPANHIA PARANAENSE: Invests BRL7BB Under 2008-16 Business Plan
----------------------------------------------------------------
Companhia Paranaense de Energia said in a statement that it will
invest some BRL7 billion under its 2008-16 business plan.

Companhia Paranaense Chief Executive Officer Rubens Ghilardi
told Business News Americas that the firm will include the
purchase of small hydro plants in Parana, where it operates, as
well as buying the 156-megawatt Itiquira plant from US power
company NRG Energy in Mato Grosso.

According to Companhia Paranaense's statement, the firm will
increase installed capacity to 2.2 gigawatts, including:

          -- 311 megawatts in small hydros,
          -- 144 megawatts in coal-fired plants, and
          -- 120 megawatts in renewables like biomass.

Companhia Paranaense said in a statement that some 1.4 gigawatts
will be added through a power auction.  Meanwhile, the 361-
megawatt Maua hydro plant, the firm's biggest generation
investment, will launch operations in 2011.  The project will
need BRL950 million.

Companhia Paranaense told BNamericas that it has allocated about
BRL55 million for investments in telecommunications.  The firm
has asked sector regulator Anatel for permission "to play a
bigger role in the industry."

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

                        *     *     *

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

Moody's upgraded these ratings:

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

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

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


FIAT SPA: Great Wall Motor Says It Did Not Copy Panda Model
-----------------------------------------------------------
Great Wall Motor denied a claim by Fiat S.p.A. that its Peri
compact car closely resembles the Italian carmaker's Panda City
car, The Standard reports.

Fiat, according to the news agency, is suing the Hebei-based
automaker in China and Europe in connection with the Peri,
without giving further details other than to reiterate that the
two models looked alike.

Great Wall spokesman Shang Yugui dismissed Fiat's allegation.

"It took us three years and CNY300 million (HK$309.7 million) to
develop the Peri," Mr. Shang said.  He explained that the delay
in launching the new model -- originally scheduled for this
month -- was due to the approval process with regulators.

"The legal action shouldn't affect the sales of Great Wall.  The
management. . . expects a delay in production of the line until
next year," Sun Hung Kai Securities analyst Vivien Chan told The
Standard.

Mr. Shang said, "Once we get the license, we will roll out the
Peri in China and in nearly 80 countries worldwide -- including
Italy."

Great Wall plans to price the Peri at CNY40,000 to CNY50,000,
pitting it against rival Chery Automobile's hot-selling QQ,
which is priced from CNY40,000 to CNY200,000.

                      About Fiat S.p.A

Headquartered in Turin, Italy, Fiat S.p.A.
-- http://www.fiatgroup.com/-- is one of the largest industrial
groups in Italy and the fourth largest European-based automobile
manufacturer, with revenues of EUR33.4 billion in the first nine
months of 2005.  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. 8, Standard & Poor's Ratings Services raised
its long-term corporate credit rating on Italian industrial
group Fiat S.p.A. to 'BB' from 'BB-'.  At the same time,
Standard & Poor's affirmed its 'B' short-term rating on Fiat.
S&P said the outlook is stable.

"The upgrade reflects Fiat's strong debt reduction achievements,
positive trends in the auto sector, and improvements in the
group's profitability and cash generation," said Standard &
Poor's credit analyst Nicolas Baudouin.

As reported in TCR-Europe on Aug. 7, Fitch Ratings changed Fiat
S.p.A.'s Outlook to Positive from Stable.  Its Issuer Default
rating and senior unsecured rating are affirmed at BB-.  The
Short-term rating is affirmed at B. Around EUR6 billion of debt
is affected by this rating action.

The Outlook change is underpinned by the consistent improvement
of the group's financial profile, the pick-up in Fiat Auto's
market shares and earnings since late 2005 and positive
expectations for the CNH and Iveco divisions.

Fiat carries Moody's Ba3 long-term corporate family rating since
July 14, 2003.


GENERAL MOTORS: Mulls 1,000 Lay Offs at Lansing Delta Township
--------------------------------------------------------------
After last week's disclosure of a lay off program at its
Hamtramck assembly plant, General Motors Corp. said Monday that
it will lay off about 1,000 workers at its crossover plant in
Lansing Delta Township by year-end, the Associated Press
reports.

The company intends to drop the third shift at the plant
consisting of 510 low-seniority full-time and 497 temporary
workers, the report says.  The lay off program at the GM plant
that produces Buick Enclave, Saturn Outlook and GMC Acadia, is
only a "temporary measure" as GM tries to manage inventory,
according to GM spokesman Tom Wickham, the reports relates.
However, Mr. Wickham could not confirm a reinstatement of the
third shift, though he assures that the two remaining shifts are
enough to cover the current demand for vehicles.

The Troubled Company Reporter on Oct. 18, 2007, citing various
reports, said that General Motors will initiate a lay off
program in December 2007 at the Hamtramck assembly plant in
Detroit, Michigan, affects 767 workers.

Due to the decline in sales, the assembly plant, which employs
1,847 hourly workers and manufactures Buick Lucerne and Cadillac
DTS sedans, will be fusing two shifts into one on Dec. 14, 2007.
The plant currently produces 40 cars per hour over two shifts.
After Jan. 2, 2008, the plant will manufacture 56 cars per hour
over one shift, sources report, citing Mr. Wickham.

As reported in the Troubled Company Reporter on Sept. 27, 2007,
GM reached a labor deal with the United Auto Workers union,
bringing unprecedented job security with company commitments to
invest in new products for its existing U.S. facilities, as well
as a moratorium on plant closings and outsourcing of work over
the life of the agreement.  The UAW also was able to secure a
commitment to hire 3,000 temporary workers into full-time,
traditional employment.

                    About General Motors

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 Oct. 23, 2007,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating and other ratings on General Motors Corp. and
removed them from CreditWatch with positive implications, where
they were placed Sept. 26, 2007, following agreement on the new
labor contract.  S&P says the outlook is stable.


HERCULES INC: Third Qtr. Net Income Up to US$42.4 Mil. in 2007
--------------------------------------------------------------
Hercules Incorporated reported net income for the quarter ended
Sept. 30, 2007 of US$42.4 million as compared to net income of
US$34.2 million for the third quarter of 2006.

Net sales in the third quarter of 2007 were US$544.2 million, an
increase of 6% from the same period last year.  Volume and
pricing increased by 4% and 1%, respectively.  Rates of exchange
also increased sales by 3%, while product mix was 2% unfavorable
during the quarter.  Net sales for the nine months ended
Sept. 30, 2007, were US$1.596 billion, an increase of 8% as
compared to the same period in 2006, excluding the impact of the
FiberVisions transaction.

"We continue to demonstrate solid growth in revenues, earnings
per share and cash flow," commented Craig A. Rogerson, President
and Chief Executive Officer.  "Our priority is to continue to
invest in high return opportunities supporting our two global
franchises.  We also began returning excess cash flow to our
shareholders by reinstituting a common stock dividend and
through share repurchases."

Net sales in the third quarter of 2007 increased in all regions
of the world.  Sales increased 1% in North America, 7% in Europe
(primarily Euro related), 28% in Latin America and 17% in Asia
Pacific as compared to the same period last year.

Reported profit from operations in the third quarter of 2007 was
US$72.9 million, an increase of 1% compared with the same period
in 2006. Profit from ongoing operations in the third quarter of
2007 was US$84.2 million, an increase of 10% compared with
US$76.4 million in the third quarter of 2006.  The third quarter
of this year included a gain of US$7.4 million on the sale of
the Paper Technology patents.

Interest and debt expense was US$17.0 million in the third
quarter of 2007, up US$0.3 million compared with the third
quarter of 2006.  Interest expense for the nine months ended
Sept. 30, 2007, was US$52.0 million, a decrease of US$2.1
million from the same period of last year.

Net debt, total debt less cash and cash equivalents, was
US$669.0 million at Sept. 30, 2007, a decrease of US$154.7
million from year-end 2006.

Capital spending was US$24.0 million in the third quarter and
US$77.8 million year to date.  This compares to US$26.3 million
and US$49.2 million in the third quarter and year to date
periods last year, respectively.

                Segment Results - Reported Basis

In the Aqualon Group, net sales increased 8% while profit from
operations decreased 3% in the third quarter as compared with
the third quarter of 2006.

All Aqualon business units had increased sales in the third
quarter as compared to the prior year.  In the aggregate, the
sales increase was driven by 7% higher volume, 3% unfavorable
product mix, 1% increased pricing and 3% favorable rates of
exchange.

"We continue to show strong growth outside of North America,
more than offsetting the challenging conditions experienced in
this region.  However, third quarter margins were impacted by
higher supply chain and startup costs associated with our two
major expansions in China to support growing demand in that
region", noted Mr. Rogerson.

Coatings and construction sales increased 13% in the third
quarter of 2007 as compared to the same period of last year,
primarily due to 11% higher volume and 4% favorable rates of
exchange, partially offset by 2% unfavorable product mix.
Coatings sales were up 15% globally (14% from volume), with
strong growth in many regions except the U.S. and Europe.  The
U.S. region increased 1% versus the third quarter of last year,
while Europe was flat versus the prior year, excluding the
favorable Euro.  Sales into construction markets were up 11%
globally (9% from volume) compared to the prior year. Strong
growth in Asia, the Middle East, South America and Canada offset
declines in Europe and the U.S.

The company recently acquired a specialty surfactants business,
which will broaden Aqualon's product offering to the coatings
markets and provide an additional growth platform.

Regulated Industries sales increased 3% in the third quarter of
2007 as compared to the same period of last year, primarily due
to 2% increased price, 2% favorable mix, and 2% from favorable
rates of exchange.  Volume in the aggregate was down 3%. Price
increases were achieved in many end markets.  The improved sales
mix reflects a higher portion of sales in the higher priced
personal care markets.  Volumes were lower in the aggregate as
growth achieved in Europe and China was offset by declines in
the U.S.

Energy & Specialties sales increased 3% in the third quarter of
2007 as compared to the same period of last year.  The increase
was due to 9% higher volume and 1% favorable rates of exchange,
partially offset by 7% unfavorable mix.  Pricing in the
aggregate was flat.  Lower oilfield volumes were offset by
higher volumes in the specialty markets.  The unfavorable mix is
primarily attributable to a higher portion of guar versus other
oilfield product sales.

Aqualon Group's profit from operations decreased US$1.4 million
as the higher volume and the associated contribution margin was
offset by higher raw material, utility and supply chain costs.
Margins were adversely impacted due to increased sales of third
party materials as a result of our delayed capacity expansions
as well as startup costs incurred by the China expansions.
Selling, general and administrative (SG&A) costs were also
higher compared to the prior year, reflecting increased sales
and marketing, business management, and technology costs
incurred to support growth initiatives.

In the Paper Technologies and Ventures Group, net sales in the
third quarter increased 5% and profit from operations increased
34% compared with the same quarter in 2006.

Paper Technologies sales increased 4% due to 1% increased volume
and 4% favorable rates of exchange, partially offset by an
unfavorable mix of 1%. Pricing in the aggregate was flat as
compared to the prior year.  Volume growth was achieved in the
Americas and in Europe, whereas Asia was lower.  Price increases
were achieved in North America, while pricing was lower in both
Europe and Asia.

Venture sales increased 7% primarily due to 3% higher volume, 4%
higher price, and 2% favorable rates of exchange, partially
offset by 2% unfavorable mix.  Volumes increased in most of the
Venture businesses, while pricing increased in all of the
Ventures.  The unfavorable mix reflects higher sales of lower
priced pulp and tolled products.

The company recently invested in a joint venture, H2H
Innovations, to expand our product offering of specialty
formaldehyde-free adhesives, which should enable faster
penetration into the wood products industry.

PTV's increased profit from operations reflects higher volume,
improved selling price, a favorable product mix and the gain on
the sale of the PTV patents, partially offset by higher raw
material, transportation, utility and SG&A costs.  Price
increases were US$1.5 million in the aggregate, whereas raw
material cost increases were US$3.0 million.  Severance,
restructuring and other exit costs in the third quarter of 2007
were US$1.2 million as compared to US$1.5 million in the same
period of 2006. SG&A costs were higher than the prior year
primarily due to increased personnel related costs, partially
offset by lower legal and bad debt expenses.

"Performance in the Americas helped offset weaker European and
Asian performance.  Our success with new product launch,
including emerging markets, continues to support overall
margins," commented Mr. Rogerson.

"We remain confident in our growth strategy and optimistic about
both earnings and cash flow growth for the balance of the year
and as we look to 2008," said Mr. Rogerson.  "Aqualon's volumes
should continue to grow globally across its markets and margins
should benefit as we make progress with our expanded capacities
in China through improved utilization.  Paper Technologies'
margins are expected to be maintained with sales of new products
and growth in emerging markets offsetting raw material
headwinds. We also expect pricing initiatives in both businesses
to take effect in the fourth quarter and as we enter 2008."

                      About Hercules Inc.

Headquartered in Wilmington, Delaware, Hercules Inc. (NYSE:HPC)
-- http://www.herc.com/-- manufactures and markets chemical
specialties globally for making a variety of products for home,
office and industrial markets.  The company has its regional
headquarters in China and Switzerland, and a production facility
in Brazil.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 2, 2007, Standard & Poor's Ratings Services revised its
outlook on Wilmington, Delaware-based Hercules Inc. to positive
from stable and affirmed the existing 'BB' corporate credit
rating.


IWT TESORO: Court Approves Focus Management as Financial Advisor
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
gave I.W.T. Tesoro Corporation and its debtor-affiliates
authority to employ Focus Management Group, USA, Inc. as their
financial advisor.

As reported in the Troubled Company Reporter on Sept. 14, 2007,
Focus Management is expected to:

   a. provide assistance in connection with the Debtors' Chapter
      11 case;

   b. review and validate, or if so requested, assist in the
      preparation of the Debtors' business plans, cash flow
      projections, restructuring programs, and other reports or
      analyses prepared by the Debtors or its professionals in
      order to advise the Debtors on the viability of the
      continuing operations and the reasonableness of
      projections and underlying assumptions;

   c. review and analyze any restructuring plan to be presented
      to the Debtors' provider of post-filing financing;

   d. review, evaluate, assist and analyze the financial
      ramifications of proposed transactions for which the
      Debtors may seek Court approval, including DIP financing
      and cash management compensation or retention and
      severance plans;

   e. assist the Debtors, as may be requested, in communicating
      with its customers, vendors, employees, and other
      stakeholders in the Debtors' business regarding the status
      of its bankruptcy case including the preparation of
      initial communication materials and updates as necessary.

   f. manage and coordinate information requested by Official
      Committee of Unsecured Creditors or the legal and
      financial advisors for any committee;

   g. review, evaluate and analyze the Debtors' internally
      prepared financial statements and related documentation,
      in order to evaluate the performance of the Debtors as
      compared to projected results on an ongoing basis;

   h. review and analyze the development, evaluation and
      documentation of any plan(s) of reorganization or
      strategic transaction(s), including developing,
      structuring and negotiating the terms and conditions of
      potential plan(s) or strategic transaction(s) and the
      consideration that is to be provided to unsecured
      creditors;

   i. render testimony in connection with procedures (a) through
      (i) above, as required, on behalf of the Debtors;

   j. coordinate operations of the Debtors with their management
      and counsel, and assist management with monitoring and
      reporting to the Court and all interested parties;

   k. provide other services, as requested by the Debtors and
      agreed by Focus Management.

The Debtors proposed to pay Focus Management its customary
hourly rate ranging from US$375 for senior consultants to $400
for managing directors.  These hourly rates are adjusted
periodically.

To the best of the Debtors' knowledge, Focus Management has no
connection with the creditors or any other party in interest or
their attorneys.

The firm can be reached at:

      FOCUS Management Group
      5001 W. Lemon Street
      Tampa, FL 33609-1103
      Tel: (813) 281-0062
      Fax: (813) 281-0063
      http://www.focusmg.com/

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

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


METROLOGIC INSTRUMENTS: Inks License Pact with Intermec
-------------------------------------------------------
Intermec Inc. has entered an agreement to license cutting-edge
technology to Metrologic Instruments, Inc.  This intellectual
property licensing agreement is part of Intermec's ongoing
commitment to make critical data capture and related
technologies available to the marketplace.  Under this
agreement, Metrologic is taking a running-royalty license under
nine Intermec patents that cover wireless data capture and data
processing devices and systems.  Five of these licensed patents
are the subject of Intermec's recent patent infringement lawsuit
against Palm, Inc.

                     About Intermec Inc.

Intermec Inc. -- http://www.intermec.com/-- develops,
manufactures and integrates technologies that identify, track
and manage supply chain assets.  Core technologies include RFID,
mobile computing and data collection systems, bar code printers
and label media.

The company has locations in Australia, Bolivia, Brazil, China,
France, Hong Kong, Singapore and the United Kingdom.

                 About Metrologic Instruments

Headquartered in Blackwood, New Jersey, Metrologic Instruments,
Inc. is a global supplier for data capture and collection
hardware, and image processing software.  The company had LTM
September 2006 revenues of approximately US$210 million.  The
company has operations in Brazil and Mexico.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 9, 2007, Standard & Poor's Rating Services revised its
outlook on Metrologic Instruments Inc. to negative from stable,
and affirmed the 'B+' corporate credit rating.  The revision in
the outlook reflects increased leverage, to the mid-5x area from
the mid-4x area, resulting from US$45 million in additional debt
to buy out shares held by the company's founder, as well as a
redemption of preferred equity held by remaining shareholders.

As reported in the Troubled Company Reporter-Latin America on
April 5, 2007, Moody's Investors Service downgraded Metrologic
Instruments' corporate family rating and probability of default
rating to B3 from B2 following the recent debt financed share
repurchase.  At the same time, Moody's assigned a B2 rating to
the first lien secured credit facility, which is comprised of a
US$170 million term loan (split into two tranches) and a US$35
million undrawn revolver, and a Caa2 rating to the US$75 million
senior secured second lien.  Proceeds from the transaction were
used to refinance US$200 million of debt (US$125 million first
lien and US$75 million second lien) and to repurchase about
US$40 million of stock.  The ratings on the existing first and
second lien facilities will be withdrawn upon closing.  Moody's
said the ratings outlook is stable.


NOVELL INC: Appoints Tim Wolfe as President, Novell Americas
------------------------------------------------------------
Novell Inc. has appointed Tim Wolfe as president for Novell
Americas, responsible for the execution of Novell's strategy
across the Americas.  Mr. Wolfe, who brings nearly three decades
of software, technology and consulting leadership experience to
the role, most recently held the position of vice president and
general manager of Novell's East region in the United States.
He will play a key role in Novell's transition to a greater
focus on customers and partners in implementing the company's
go-to-market strategy.

"Tim's promotion comes at an important time for Novell, as we
accelerate our shift from a predominantly direct-sales model to
a partner-leveraged model," said Tom Francese, executive vice
president, Worldwide Sales, for Novell.  "Tim is uniquely
skilled and experienced to lead the Americas team in pursuit of
the opportunities that lie ahead for our customers and partners.
Under his leadership, the U.S. East region performed well, with
particular success in the financial services and retail sectors.
We look to Tim to extend this success widely across the U.S.,
Latin America and Canada."

Mr. Wolfe brings 27 years of IT and software sales experience to
his new role.  He joined Novell in 2003 as vice president and
general manager of the Southeast region, moving to oversee the
East region in 2006.  Prior to joining Novell, he served as
executive vice president at Covansys.  He held a variety of
sales executive and management roles during his 20-year tenure
at IBM.  Mr. Wolfe earned a bachelor's degree from the
University of Missouri Business School and graduated from
Harvard's Advanced Management Program and International Senior
Management Program 148.

"This is an exciting time for Novell, as we extend our
leadership in Linux and open source and deliver important new
identity and resource management solutions to help customers
secure and administer their IT infrastructures," Mr. Wolfe said.
"It's been a privilege helping shape Novell's successful
transformation over the past four years, and I'm looking forward
to helping drive that success effectively across the entire
Americas in my new role."

                      About Novell Inc.

Headquartered in Waltham, Massachusetts, Novell Inc. (Nasdaq:
NOVL) -- http://www.novell.com/-- delivers infrastructure
software for the Open Enterprise based on Linux.  With more than
50,000 customers in 43 countries, Novell helps customers manage,
simplify, secure and integrate their technology environments by
leveraging best-of-breed, open standards-based software.

The company has offices in Australia, Argentina, Austria,
Belgium, Brazil, China, Czech Republic, Finland, Germany, Hong
Kong, Hungary, India, Ireland, Japan, Luxembourg, Malaysia,
Netherlands, New Zealand, Norway, Philippines, Poland,
Singapore, South Korea, Spain, Sweden, Switzerland, Taiwan,
Thailand and United Kingdom.

                        *     *     *

Novell Inc.'s subordinated debt carries Moody's Investors
Service's B1 rating.


WESTERN UNION: Sept. 30 Balance Sheet Upside-Down by US$146.4MM
---------------------------------------------------------------
The Western Union Company disclosed Tuesday financial results
for the third quarter ended Sept. 30, 2007.

At Sept. 30, 2007, the company's consolidated balance sheet
showed US$5.69 billion in total assets and US$5.83 billion in
total liabilities, resulting in a US$146.4 million total
stockholders' deficit.

Net income was US$216.3 million and was also impacted by US$46
million of incremental pretax interest expense, compared to the
third quarter of 2006.

Total revenues were US$1.26 billion in the 2007 third quarter,
compared with total revenues of US$1.14 billion in the same
period in 2006.

Total consumer-to-consumer revenue in the third quarter grew 10%
to US$1.06 billion including US$16 million from Euro
translation, on transaction growth of 15%.  The segment
benefited from improving trends across its three business
categories: international, Mexico and domestic.

In the third quarter, operating income was US$330.1 million and
operating income margin was 26% compared to 30% in last year's
third quarter.  Both operating income and operating income
margin for third quarter 2007 were impacted by the US$22 million
non-cash stock compensation expense and an additional US$4
million of incremental independent public company expenses.

Western Union president and chief executive officer Christina
Gold said, "I am pleased that we achieved third quarter
performance consistent with our expectations.  Our consumer-to-
consumer segment posted strong performance driven by especially
robust results within our international business.  Our Mexico
business continued to improve in a stable pricing environment
and again outperformed the market.  We were further encouraged
by improving transaction trends in our domestic business."

Revenue in the consumer-to-business segment grew 14% to
US$179.5 million in the quarter, including US$17 million of
revenue from the December 2006 acquisition of Pago F cil.

During the third quarter, Western Union repurchased 15.3 million
shares for US$300 million at an average cost of US$19.59 per
share. The company has now repurchased a total of 29.2 million
shares for US$601 million and has nearly US$400 million
remaining under its board-authorized repurchase plan.

    Non-Cash Charge for Accelerated Stock Compensation Expense

In the third quarter 2007, the company recognized a US$22
million, non-cash charge in accordance with FAS 123R accounting
for stock-based compensation resulting from the previously
announced acceleration of vesting in Western Union stock options
and awards granted to current Western Union employees prior to
the spin-off from First Data.  Under the terms of the plan,
vesting was accelerated for these options and awards as a result
of the change of control that occurred when an affiliate of
Kohlberg, Kravis, Roberts & Co acquired First Data Corporation,
Western Union's former parent company, on Sept. 24, 2007.

                     About Western Union

Headquartered in Englewood, Colo., The Western Union Company
(NYSE: WU) -- http://www.westernunion.com/-- provides global
money transfer and bill payment services worldwide,
including Belgium, Brazil and the Philippines.  Together with
its affiliates, Orlandi Valuta, Vigo and Pago Facil, Western
Union provides consumers with fast, reliable and convenient ways
to send and receive money around the world, as well as send
payments and purchase money orders.  It operates through a
network of more than 320,000 Agent locations in over 200
countries and territories.




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


BLACKSTONE FIFTH: Creditors To File Proofs of Claim on Nov. 22
--------------------------------------------------------------
Blackstone Fifth Avenue Offshore Euro Fund Ltd.'s creditors are
required to submit proofs of claim by Nov. 22, 2007, to Scott
Long, the company's liquidator, or be excluded from receiving
any distribution or payment.

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

Blackstone Fifth's shareholders agreed on Oct. 2, 2007, to place
the company into voluntary liquidation under The Cayman Islands'
Companies Law (2007 Revision).

The liquidator can be reached at:

        Scott Long
        345 Park Avenue
        New York, NY 10154


BLACKSTONE PARTNERS: Creditors Have Until Nov. 22 To File Claims
----------------------------------------------------------------
Blackstone Partners Offshore Euro Fund Ltd.'s creditors are
required to submit proofs of claim by Nov. 22, 2007, to Scott
Long, the company's liquidator, or be excluded from receiving
any distribution or payment.

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

Blackstone Partners' shareholders agreed on Oct. 2, 2007, to
place the company into voluntary liquidation under The Cayman
Islands' Companies Law (2007 Revision).

The liquidator can be reached at:

         Scott Long
         345 Park Avenue
         New York, NY 10154


CABLE & WIRELESS: Unit Investing J$2.8B on Cellular Towers
----------------------------------------------------------
Cable & Wireless' Jamaican unit will invest J$2.8 billion to
construct about 120 new cellular towers over 18 months to
modernize its mobile and broadband services, Susan Gordon at the
Jamaica Gleaner reports.

According to The Gleaner, the cell towers or telecommunication
base stations will be installed all over Jamaica.

The Gleaner notes that a review of planning authorizations over
the past few months showed that most of the towers will be in
these parishes:

          -- St. Ann,
          -- St. Elizabeth, and
          -- St. Catherine.

The report says that the program will increase Cable & Wireless'
cell sites to over 600, which is yet far behind its chief rival
competitor Digicel Jamaica Limited's over 1,000 sites.

The Gleaner relates that the J$2.8-billion investment is part of
the J$5-billion program parent company Cable & Wireless
disclosed in 2006 to boost on mobile, voice over Internet
protocol telephone and broadband services.

According to the report, the project began under former Cable &
Wireless Jamaica president Rodney Davis.  However, it is now
being carried through by his successor Phil Green.

Financing would be taken from Cable & Wireless Jamaica's budget,
The Gleaner says, citing company spokesperson Errol Miller.  He
said, "The sites are being rolled out across all parishes.
Their location would have been dictated by our testing to see
where on our network our coverage needed to be boosted to
provide our customers with ever better service."

Cable & Wireless Jamaica will invest about J$2.2 billion of the
J$5 billion on other capital projects aimed at strengthening
several areas of the firm's "value proposition as a full service
telecoms provider," Mr. Miller told The Gleaner.

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%


GROPO LTD: Creditors Must File Proofs of Claim by Nov. 30
---------------------------------------------------------
Gropo Ltd.'s creditors are required to submit proofs of claim by
Nov. 30, 2007, to Derrick Harper, the company's liquidator, or
be excluded from receiving any distribution or payment.

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

Gropo's shareholders agreed on Oct. 2, 2007, to place the
company into voluntary liquidation under The Cayman Islands'
Companies Law (2007 Revision).

The liquidator can be reached at:

        Derrick Harper
        Alexandria Bancorp Limited
        P.O. Box 2428 Georgetown
        Grand Cayman, Cayman Islands
        Tel: 345-945-1111
        Fax: 345-945-1122


HIGHLAND SPECIAL: Proofs of Claim Filing Is Until Nov. 30
---------------------------------------------------------
Highland Special Opportunity Master Fund Ltd.'s creditors are
required to submit proofs of claim by Nov. 30, 2007, to S.L.C.
Whicker and K. Beighton, 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.

Highland Special's shareholders agreed on Sept. 27, 2007, to
place the company into voluntary liquidation under The Cayman
Islands' Companies Law (2007 Revision).

The liquidator can be reached at:

         S.L.C. Whicker
         K. Beighton
         KPMG
         P.O. Box 493
         Grand Cayman KY1-1106
         Cayman Islands

For inquires, you may contact:

         Gundega Tamane
         P.O. Box 493
         Grand Cayman KY1-1106
         Cayman Islands
         Tel: 345-914-4309
         Fax: 345-949-7164


OPPORTUNITIES JAPAN: Proofs of Claim Filing Is Until Nov. 22
------------------------------------------------------------
Opportunities Japan Fund's creditors are required to submit
proofs of claim by Nov. 22, 2007, to John Cullinane and Derrie
Boggess, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Opportunities Japan's shareholders agreed on Sept. 26, 2007, to
place the company into voluntary liquidation under The Cayman
Islands' Companies Law (2007 Revision).

The liquidators can be reached at:

         John Cullinane
         Derrie Boggess
         Walkers SPV Limited
         Walker House
         87 Mary Street, George Town
         Grand Cayman, Cayman Islands KY1-9002
         Tel: 345-914-6305


PACIFICA PARTNERS: Holding Final Shareholders Meeting on Nov. 2
---------------------------------------------------------------
Pacifica Partners I G.P. Co., Ltd., will hold its final
shareholders meeting on Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Pacifica Partners' shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


PLAZA MIDOUSUJI: Sets Final Shareholders Meeting for Nov. 2
-----------------------------------------------------------
Plaza Midousuji Holding Co., Ltd., will hold its final
shareholders meeting on Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Plaza Midousuji's shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


RHOMBUS CDO: Holding Final Shareholders Meeting on Nov. 2
---------------------------------------------------------
Rhombus CDO Limited will hold its final shareholders meeting on
Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Rhombus CDO's shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


RMB CDO: Final Shareholders Meeting Is on Nov. 2
------------------------------------------------
RMB CDO I Limited will hold its final shareholders meeting on
Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

RMB CDO's shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


ROKUMEI HOLDINGS: Sets Final Shareholders Meeting for Nov. 2
------------------------------------------------------------
Rokumei Holdings Inc. will hold its final shareholders meeting
on Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Rokumei Holdings' shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


ROSFIN GP: Will Hold Final Shareholders Meeting on Nov. 2
---------------------------------------------------------
Rosfin GP will hold its final shareholders meeting on
Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Rosfin's shareholders agreed to place the company into voluntary
liquidation under The Cayman Islands' Companies Law (2007
Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


SIRES 2000: Holding Final Shareholders Meeting on Nov. 2
--------------------------------------------------------
Sires 2000 Limited will hold its final shareholders meeting on
Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Sires 2000's shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


SIRES LIMITED: Will Hold Final Shareholders Meeting on Nov. 2
-------------------------------------------------------------
Sires Limited will hold its final shareholders meeting on
Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Sires Limited's shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


SOVEREIGN INVESTMENT: Sets Final Shareholders Meeting for Nov. 2
----------------------------------------------------------------
Sovereign Investment Securities One Limited will hold its final
shareholders meeting on Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Sovereign Investment's shareholders agreed to place the company
into voluntary liquidation under The Cayman Islands' Companies
Law (2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223


SOLEIL FUNDING: Final Shareholders Meeting Is on Nov. 2
-------------------------------------------------------
Soleil Funding Corporation will hold its final shareholders
meeting on Nov. 2, 2007, at:

      Deutsche Bank (Cayman) Limited
      Boundary Hall, Cricket Square
      Grand Cayman KY1-1104, Cayman Islands

These agendas will be taken during the meeting:

   1) accounting of the winding-up process; and
   2) giving explanation to the shareholders.

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.

Soleil Funding's shareholders agreed to place the company into
voluntary liquidation under The Cayman Islands' Companies Law
(2007 Revision).

The liquidator can be reached at:

         David Dyer
         P.O. Box 1984, Grand Cayman KY1-1104
         Cayman Islands
         Telephone: (345) 949-8244
         Fax: (345) 949-5223




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


NOVA CHEMICALS: Reports US$97-Mil. Net Income in 2007 Third Qtr.
----------------------------------------------------------------
NOVA Chemicals Corporation disclosed net income of US$97 million
for the third quarter of 2007 compared to net income of US$80
million for the second quarter of 2007 and a net loss of US$24
million (US$0.29 loss per share) for the third quarter of 2006,
which included charges of US$92 million (US$1.12 per share
diluted) related to restructuring and insurance wind-up costs.

The Olefins/Polyolefins business unit reported record EBITDA of
US$280 million in the third quarter, up from US$228 million in
the second quarter.  The Alberta Advantage averaged a record 21
cent per pound in the third quarter, up from 13 cent per pound
in the second quarter, and has expanded further in October.

"We believe the very strong third quarter market conditions for
our Olefins/Polyolefins business will continue into the fourth
quarter and well beyond," said Jeff Lipton, NOVA Chemicals'
President and CEO.  "We are experiencing strong domestic and
export demand and improving margins due to price increases that
exceed feedstock cost changes."

During the third quarter, the expanded INEOS NOVA styrenics
Joint Venture was approved by the U.S. Federal Trade Commission
and commenced operations on Oct. 1, 2007.  In addition, the
INEOS NOVA Joint Venture agreed to acquire the exclusive
production rights to Sterling Chemicals' Texas City, Texas
styrene monomer asset.

"The combination of the formation of the expanded Joint Venture
and the agreement with Sterling creates a strong foundation for
further cost reductions in our styrenics business.  We also
expect market conditions in Europe to recover from a weak summer
holiday period," said Jeff Lipton.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 25, 2007, Moody's Investors Service has confirmed Nova
Chemicals Corporation's Ba3 corporate family rating and senior
unsecured debt ratings following regulatory approval for the
expansion of its styrenics joint venture and the belief that low
olefin feedstock costs could allow the company to meaningfully
reduce debt over the next 12 to 18 months.




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


FREEPORT-MCMORAN: 2007 Third Qtr. Net Income Rises to US$763 Mln
----------------------------------------------------------------
Freeport-McMoRan Copper & Gold Inc. reported third-quarter 2007
income from continuing operations applicable to common stock of
US$763 million compared with US$351 million for the third
quarter of 2006.

Third-quarter 2006 results included net losses on debt
reductions totaling US$43 million (US$36 million to net income
or US$0.16 per share).  Results for the first nine months of
2006 included net losses on debt reductions totaling US$114
million (US$74 million to net income or US$0.33 per share),
including a US$69 million (US$37 million to net income or
US$0.17 per share) loss on the redemption of FCX's Gold-
Denominated Preferred Stock, Series II.

James R. Moffett, Chairman of the Board, and Richard C.
Adkerson, Chief Executive Officer, said, "Our third-quarter
performance reflects a continuation of positive market
conditions for copper, gold and molybdenum and strong operating
results at our North American, South American and Indonesian
operations.  We are optimistic about the outlook to deliver
strong volumes of metals which will enable us to generate
significant cash flows, invest in attractive development
projects, achieve our debt reduction objectives and provide
returns to shareholders."

                        2007 Outlook

FCX's pro forma consolidated sales volumes for 2007, including
pre-acquisition Phelps Dodge sales, are currently projected to
approximate 3.9 billion pounds of copper, 2.3 million ounces of
gold and 68 million pounds of molybdenum.  Projected sales
volumes for the fourth quarter of 2007 approximate 875 million
pounds of copper, 100 thousand ounces of gold and 18 million
pounds of molybdenum.  The achievement of FCX's sales estimates
will be dependent, among other factors, on the achievement of
targeted mining rates and expansion plans, the successful
operation of production facilities, the impact of weather
conditions and other factors.

Using estimated sales volumes for the fourth quarter of 2007 and
assuming average prices of US$3.50 per pound of copper, US$750
per ounce of gold and US$30 per pound of molybdenum in the
fourth quarter of 2007, FCX's consolidated operating cash flows
would approximate US$6.2 billion in 2007, including
approximately US$1.3 billion projected in the fourth quarter of
2007.  Each US$0.20 per pound change in copper prices in the
fourth quarter would affect 2007 cash flows by approximately
US$140 million.  FCX's capital expenditures for 2007 are
currently estimated to approximate US$1.9 billion.

FCX expects to generate cash flows during 2007 significantly
greater than its capital expenditures, minority interests
distributions, dividends and other cash requirements.  Assuming
average prices of US$3.50 per pound of copper, US$750 per ounce
of gold and US$30 per pound of molybdenum in the balance of the
year, and assuming excess cash is applied to reduce debt, total
debt at year-end 2007 would approximate US$7.3 billion and
consolidated cash would approximate US$1.5 billion.  Based on
these assumptions, FCX's term debt (which had a US$1.55 billion
balance at Sept. 30, 2007) would be substantially repaid by
year-end 2007.

                     About Freeport-McMoRan

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

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America
reported on July 16, 2007, that Fitch Ratings upgrades these
ratings of Freeport-McMoRan Copper & Gold Inc.

FCX

    -- USUS$1 billion Secured Bank Revolver to 'BB+' from 'BB';
    -- 6.875% secured notes due 2014 to 'BB+' from 'BB';
    -- Unsecured notes due 2015 and 2017 to 'BB' from 'BB-';
    -- 7% convertible notes due 2011 to 'BB' from 'BB-'.

In addition, Fitch affirms these ratings on FCX:

    -- Issuer Default Rating at 'BB';

    -- USUS$500 million PT Freeport Indonesia/FCX Secured Bank
       Revolver at 'BBB-';

    -- Convertible Preferred Stock at 'B+'.

Fitch also assigns a rating of 'BB+' to FCX's new US$2.45
billion five-year term loan A.  Proceeds of the loan were used
to repay the US$2.45 billion remaining under the term loan due
March 2014.  The term loan amortizes at 10% per annum with the
remainder due at maturity.

Fitch said the rating outlook remains positive.

On March 29, 2007, Moody's Investors Service upgraded Freeport-
McMoRan Copper & Gold Inc.'s or Freeport's corporate family
rating to Ba2 from Ba3.

As reported in the Troubled Company Reporter on March 27, 2007,
Standard & Poor's Ratings Services assigned its 'B' preferred
stock rating to the proposed USUS$2.5 billion US6.75% mandatory
convertible preferred stock offering of Freeport-McMoRan
Copper & Gold Inc.




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


COVANTA HOLDING: Earnings Up 19% to US$0.25 a Share in 3rd Qtr.
---------------------------------------------------------------
Covanta Holding Corporation has reported diluted earnings per
share grew 19% to US$0.25 in the third quarter of 2007, which
included a net benefit of US$0.01 per diluted share from net
insurance recoveries relating to a fire at the company's SEMASS
facility, which occurred in the first quarter of 2007.  These
results compare to diluted earnings per share of US$0.21 in the
prior year comparative period.

                   Third Quarter Results

For the three months ended Sept. 30, 2007, total company
operating revenues grew 13 percent to US$352 million, up from
US$311 million in the prior year comparative period.

The company's domestic segment's operating revenues grew by 12
percent to US$312 million, driven primarily by construction
revenues related to the Hillsborough County facility expansion,
revenue from four facilities added to the company's portfolio
this year, and contractual service fee escalation.
International revenues of US$37 million grew by 32 percent
primarily due to higher electricity sales at two facilities
located in India.

Adjusted EBITDA at the company's principal subsidiary Covanta
Energy Corporation was US$152 million in the third quarter and
total company Cash Flow Provided by Operating Activities was
US$117 million for the same period.

                         YTD Results

For the nine months ended Sept. 30, 2007, total company
operating revenues rose 9 percent to US$1.04 billion.  Covanta
Energy's Adjusted EBITDA was US$397 million and total company
Operating Cash Flow was US$260 million for the year-to-date
period.

"We are very pleased with the continued progress during the
quarter on our growth initiatives.  In the last two months we
signed a definitive agreement to design, build and operate a
1,700 metric tonnes per day Energy-from-Waste facility in
Dublin, Ireland, and we acquired two Energy-from-Waste
facilities and four transfer stations to expand our portfolio in
the northeastern United States.  At the same time we continue to
see improving growth opportunities in all our key markets,
driven by higher energy prices and the environmental benefits of
Energy-from-Waste," said Anthony Orlando, President and Chief
Executive Officer of Covanta.  "We are also pleased with our
continued strong operating performance and smooth integration of
the businesses we have acquired.  This performance is a
testament to Covanta's relentless focus on client service and
operational excellence throughout the organization."

                       2007 Guidance

The company is reaffirming its full year 2007 guidance for these
key metrics:

-- Covanta Energy Adjusted EBITDA in the range of US$545 mill
    on to US$565 million;

-- Covanta diluted earnings per share in the range of US$0.65
    to US$0.75; and

-- Covanta's Operating Cash Flow is in the range of US$345
    million to US$375 million.

Headquartered in Fairfield, New Jersey, Covanta Holding Corp. --
http://www.covantaenergy.com/-- is a publicly traded holding
company whose subsidiaries develop, own or operate power
generation facilities and water and wastewater facilities in the
United States and abroad.  Covanta has operations in the
Philippines, China, Costa Rica, India, and Bangladesh.

                        *     *     *

The company carries Standard & Poor's Ratings Services' BB-
corporate credit rating with a stable outlook.  It also carries
Moody's Investors Service's Ba2 Corporate Family Rating.


* COSTA RICA: Obtains US$500-Million Financing from IDB
-------------------------------------------------------
The Inter-American Development Bank has approved a US$500
million conditional credit line to support the 2008-2014
investment program of Costa Rica's state-owned utility,
Instituto Costarricense de Electricidad (ICE).

With electricity demand forecast to grow at about 5.4% a year,
Costa Rica will need to double its power generation capacity
every 15 years. Just over the next eight years ICE should invest
some $4 billion in generation, transmission and distribution.

The first US$250 million loan from the conditional credit line
approved by the IDB's Board of Executive Directors will finance
investments that will help ICE continue to provide high-quality,
reliable and affordable services to urban and rural clients and
ensure Costa Rica's competitiveness.

The resources will finance preliminary studies for new
hydroelectric and geothermal generation projects, the
modernization of equipment at the Rio Macho hydroelectric plant
and a program to dredge and restore the reservoirs of six
hydroelectric plants to increase their productivity and extend
their useful life.

Investments will also be made to improve power transmission and
enable transactions among member countries of the Central
American regional power market, such as building 230 KV
circuits, upgrading transformers and substations, acquiring
metering equipment and modernizing ICE's energy control center.

Regarding electricity distribution and marketing, the program
will finance investments to strengthen the urban power network
and to add some 600 kilometers to the rural distribution grid.
Photovoltaic equipment will be purchased to serve isolated
communities.

ICE will also make investments to increase energy efficiency. It
will establish a laboratory to test lighting, cooling and
heating equipment and electrical motors and carry out a public
lighting plan to replace outdated fixtures with more modern and
efficient units. It will automate the meter reading of 15,000
rural clients and take steps to better manage waste at its
sites.

Loans granted under the conditional credit line will be for 25
years, with a five-year grace period and a variable interest
rate.  Local counterpart funds for these investments will total
US$120 million.

In the future the IDB could complement the conditional credit
line with a loan to ICE without a sovereign guarantee.  It may
also provide partial credit guarantees to support ICE debt
issues in local or international capital markets.

The program with ICE also allows the IDB to comply with the
goals of its Sustainable Energy and Climate Change Initiative,
which was launched earlier this year to assist borrowing member
countries in investments in renewable energy sources, energy
efficiency programs, biofuel development and carbon financing.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 10, 2007, Standard & Poor's Ratings Services has affirmed
its 'BB' foreign and 'BB+' local currency long-term credit
ratings on the Republic of Costa Rica.

At the same time, S&P has affirmed its 'B' short-term local and
foreign currency ratings on the Republic.

As reported on Aug. 21, 2006, Fitch Ratings upgraded Costa
Rica's country ceiling to BB+ from BB.




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


CAP CANA: To Modify Consent Solicitation Terms
----------------------------------------------
Cap Cana S.A. has announced its intensions to modify certain
terms of its consent solicitation launched on Oct. 15, 2007, in
connection with its 9.625% Senior Secured Notes due 2013.  In
response to feedback from noteholders, Cap Cana is proposing the
following modifications to the Solicitation and the terms of the
Indenture governing the Notes:

First, Cap Cana will modify clause (1) of the definition of
"Permitted Liens" originally provided for in the Indenture to
make clear that any Pari Passu Debt that is incurred will not be
secured by the collateral underlying the Notes.  This amendment
is intended to clarify the original intent of the provisions of
the Indenture that the collateral pledged to the Notes not be
subject to a lien of another creditor.

Second, in connection with the proposed amendment to modify the
definition of "Total Capitalization" set forth in the
Solicitation, Cap Cana, prior to the date of Phase I Completion,
will limit the credit it takes for amounts reflected as customer
deposits, receivable commitments and deferred revenue, to an
aggregate not to exceed US$100 million.  Based on information at
June 30, 2007, under this revised formulation Cap Cana would be
able to incur a total of US$287 million of debt compared to
US$192 million under the original formulation in the Indenture.
In addition, the terms of this provision will be modified to
require that calculation of the amounts for which Cap Cana
applies credit in the foregoing formula will be subject to
quarterly certification by Cap Cana's independent auditor.

Third, in connection with the Solicitation, Cap Cana proposes to
increase the fee paid to holders of Notes who provide their
consents to the proposed amendments to US$25.00 in cash for each
US$1,000 principal amount of Notes from the current US$12.50 in
cash for each US$1,000 principal amount of Notes.

These modifications will be included in an amendment to the
Consent Solicitation Statement dated Oct. 15, 2007, which will
be distributed to holders of Notes on Oct. 24, 2007.  This press
release does not represent an amendment to the Solicitation or
the Solicitation documents.  Holders of Notes are urged to study
the Amendment, the Solicitation Statement and the Offering
Memorandum for the Notes dated Oct. 27, 2006.

The Solicitation will expire at 5:00 p.m., New York City time,
on Oct. 26, 2007, unless the consent solicitation is extended,
in its sole discretion, by Cap Cana.  The terms and conditions
of the Solicitation are described in the Solicitation Statement,
which has been sent to all holders of record as of
Oct. 12, 2007, and the Amendment to the Solicitation Statement,
which will be sent on Oct. 24, 2007, to such holders of record.
Requests for additional copies of the Solicitation documents or
other related documents should be directed to Global Bondholder
Services Corporation, the information agent, at (866) 873-6300
(toll-free) or (212) 430-3774.  Deutsche Bank Securities Inc.
and Morgan Stanley are the Solicitation Agents for the consent.

Holders with questions regarding the consent are encouraged to
contact Deutsche Bank Securities Inc. by collect call at (212)
250-2955 or at (866) 627-0391 (U.S. toll free), Attn: Liability
Management Group, or Morgan Stanley at (212) 761- 5797 or (800)
624-1808 (toll free), Attn: Sarah Downie.

Located on the Eastern Coast of the Dominican Republic, Cap Cana
is a tourism and real estate project in the Caribbean, spanning
over an area close to 75,000 square miles (120-million sq.
meters), around 3.5 miles (5.5 kilometers) of beaches, and a
series of cliffs bordering its coastline.


CAP CANA: Moody's Lifts Senior Secured Debt Rating to B2
--------------------------------------------------------
Moody's Investors Service has upgraded Cap Cana, S.A.'s senior
secured debt rating to B2, from B3, and affirmed the company's
B3 corporate family rating.  The rating outlook is stable.

"The debt rating upgrade for Cap Cana reflects the substantial
progress it has made across all fronts: construction, property
sales and collateral levels of the debt," says Moody's analyst
Philip Kibel.  Full collateralization with receivables for the
US$250 million secured notes was achieved in nine months,
although Cap Cana had 24 months to do so.  Construction and
deliveries of product are 20% ahead of the execution schedule,
and the project has reached many milestones, such as the
delivery of many of the units in the first project phase,
coupled with the opening of the first golf course and part of
the marina.

"These developments make Phase I's collateral stronger than when
the notes were issued," notes Mr. Kibel.  In addition, the
US$250 million secured notes are backed by mortgage at 2.0
orderly liquidation value, and by a higher percentage of actual
receivables from recent property sales.  Earnings have been
good, too.

Moody's B2 senior secured rating reflects Cap Cana's mix of real
estate product, and the size, location and amenities of the
development, which will differentiate it from other resorts in
Dominican Republic when complete.  The land is 100% owned by the
company, and Cap Cana has displayed good operating margins with
diversified revenue sources, good coverage and low leverage. The
company's management team has decades of collective real estate
development and construction experience.  Moreover, its sales
and marketing team has experience in international sales of
luxury properties.  In addition, the company has developed
partnerships with internationally recognized designers,
specialized construction contractors and operators such as Jack
Nicklaus, Ritz-Carlton, PGA Tour, Frontier Golf, Trump, Weitz
Golf, Troon Golf and Coastal Systems.

Cap Cana's primary credit challenges relate to operating in a
narrow market on a single site, as well as uncertainty regarding
the ultimate demand for its housing and leisure real estate
product. An appraisal of the company and of the industry by CBRE
indicates demand for homes and related real estate may be high,
but the long-term robustness of the Dominican Republic property
market, and of Cap Cana's resort, are not yet proven.
Furthermore, Cap Cana bears 100% of the risk of finding
potential buyers, and not all units in construction are pre-
sold.  The success of the company's project is also
fundamentally tied to the economic, political and weather
conditions in the Dominican Republic.

The stable rating outlook reflects Moody's expectation that Cap
Cana will maintain its conservative approach to leverage and
stable earnings, while at least meeting its sales projections.

Positive ratings movement would be difficult in the intermediate
term, and would reflect the success of the maintenance of total
leverage at current levels, and the demand for Cap Cana's
product outpacing budgeted sales and revenues by 130%.  Negative
ratings movement would reflect economic difficulties in the
Dominican Republic, a natural disaster or other event that
delays or damages the development, or if sales demand for Cap
Cana's housing and related property is less than anticipated by
at a least 10%.

This rating was upgraded with a stable outlook:

-- Cap Cana, S. A. -- US$250 million senior secured notes to
    B2, from B3

This rating was affirmed with a stable outlook:

-- Cap Cana, S. A. -- Corporate family rating at B3

Located on the Eastern Coast of the Dominican Republic, Cap Cana
is a tourism and real estate project in the Caribbean, spanning
over an area close to 75,000 square miles (120-million sq.
meters), around 3.5 miles (5.5 kilometers) of beaches, and a
series of cliffs bordering its coastline.




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


MILLICOM INT'L: Morgan Joseph Reaffirms Buy Rating on Shares
------------------------------------------------------------
Morgan Joseph analysts have reaffirmed their "buy" rating on
Millicom International Cellular SA's shares, Newratings.com
reports.

According to Newratings.com, the target price for Millicom
International's shares was increased to US$130 from US$104.

The analysts said in a research note that Millicom International
disclosed third quarter 2007 results ahead of expectations.

The analysts told Newratings.com that Millicom International has
been showing "continued operational momentum."  Its decision to
boost capex spending seems sound for positioning it to benefit
from the market opportunities in Colombia and Africa.

The earnings per share estimates for 2007 and 2008 were
increased to US$6.61 from US$6.22 and to US$5.38 from US$5.17,
respectively, Newratings.com states.

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

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

                        *     *     *

Standard & Poor's Ratings Services placed its 'B+' long-term
corporate credit rating and 'B-' senior unsecured debt ratings
on Luxembourg-headquartered emerging-markets wireless
telecommunications operator Millicom International Cellular S.A.
on CreditWatch with positive implications, following the signing
of an agreement for sale by Millicom of its 88.9% stake in
Paktel Ltd. to China Mobile Communications Corp.

Millicom International's 10% senior notes due 2013 carry Moody's
B3 rating and Standard & Poor's B- rating.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 4, 2007, Moody's Investors Service confirmed its Ba3
Corporate Family Rating for Millicom International Cellular S.A.

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




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


ALCATEL-LUCENT: To Market Blackberry Phones in China with RIM
-------------------------------------------------------------
BlackBerry maker Research In Motion Ltd has shipped the first of
its smartphones to China and tapped Alcatel-Lucent as its
partner in marketing the handsets and start selling the 8700
model later this year, Reuters reports.

"China and India are emerging mobile phone behemoths that could
contribute millions of subscribers to RIM over the next several
years," Reuters cites Canaccord Adams analyst, Peter Misek, as
saying.

According to the news agency, RIM has recognized China's
importance in its global plans, and first officially announced
plans to sell the BlackBerry in China in May 2006.

The Waterloo, Ontario-based company already has a partnership
with China Mobile for its entry into China, where it will face
competition from low-cost rivals, including a popular local
service called "RedBerry," Reuters notes.

                     About Alcatel-Lucent

Headquartered in Paris, France, Alcatel-Lucent --
http://www.alcatel-lucent.com/-- provides solutions that enable
service providers, enterprises and governments worldwide to
deliver voice, data and video communication services to end
users.  Alcatel-Lucent maintains operations in 130 countries,
including, Austria, Germany, Hungary, Italy, Netherlands,
Ireland, Canada, United States, Costa Rica, Dominican Republic,
El Salvador, Guatemala, Peru, Venezuela, Indonesia, China,
Australia, Brunei and Cambodia.  On Nov. 30, 2006, Alcatel and
Lucent Technologies Inc. completed their merger transaction, and
began operations as a communication solutions provider under the
name Alcatel-Lucent on Dec. 1, 2006.

                        *     *     *

As reported on Sep. 19, 2007, that Standard & Poor's Ratings
Services revised its outlook on international equipment supplier
Alcatel-Lucent and related entity Lucent Technologies Inc. to
stable from positive.  At the same time, the 'BB-' long-term
corporate credit ratings on the group were affirmed.  The 'B'
short-term corporate credit rating on Alcatel-Lucent and 'B-1'
short-term rating on Lucent Technologies were also affirmed.

As reported on April 13, 2007, Fitch Ratings affirmed Alcatel-
Lucent's ratings at Issuer Default 'BB' with a Stable Outlook,
senior unsecured 'BB' and Short-term 'F2' and simultaneously
withdrawn them.

As of Feb. 7, 2007, Moody's Investor Services put a Ba2 rating
on Alcatel's Corporate Family and Senior Debt rating.  Lucent
carries Moody's B1 Senior Debt rating and B2 Subordinated debt &
trust preferred rating.




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


* HONDURAS: Obtains US$40-Mil. Loan to Upgrade Corridor Highway
---------------------------------------------------------------
The Inter-American Development Bank has approved US$40 million
in loans for the first phase of a program to upgrade highway
CA-13, which links Honduras main economic region with its
Caribbean coast.

The program will help Honduras improve almost 330 kilometers of
roads between El Progreso, close to the industrial hub of San
Pedro Sula, and the coastal towns of Tela, La Ceiba and
Trujillo, which have great potential for tourism and hotel
investment projects.

During the first phase of the program investments will be made
on a 68-kilometer stretch of CA-13 between El Progreso and Tela
to transform a two-lane road into a four-lane highway.

Bridges, bypasses and drainage works will be built. Safety
conditions will be improved with signage, pavement markings,
shoulders, bus stop bays, left-turn lanes and pedestrian
crossings.

The program will also help strengthen the planning, evaluation
and management capacity of the Honduran Ministry of Public
Works, Transportation and Housing.

The financing approved by the IDB's Board of Executive Directors
consists of a US$28 million, 30-year loan with a variable
interest rate and a US$12 million, 40-year loan with a fixed
interest rate of 0.25 percent a year.

The IDB is also financing investments to improve CA-5 Norte, the
main highway of Honduras.  Both corridors are priority roads for
Honduras and the Mesoamerican Highways Network under the Puebla-
Panama Plan regional integration initiative.

                        *     *     *

Moody's Investor Service assigned these ratings on Honduras:

                     Rating     Rating Date

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




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


NATIONAL COMMERCIAL: Says No Money Is Stolen During Break-In
------------------------------------------------------------
The National Commercial Bank's officials told Radio Jamaica that
no money was stolen when thieves broke into the bank's May Pen
branch on Tuesday night.

Robbers disconnected the alarm system before entering National
Commercial, RJR News relates, citing a senior investigator.
They broke a window at the top of the building to get into the
bank.

Radio Jamaica notes that the thieves failed to break into the
vault.  Instead they stole food items from the canteen as well
as three electronic equipment.

The May Pen branch was re-opened for business on Wednesday,
Radio Jamaica states.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 18, 2006, Standard & Poor's Rating Services affirmed its
'B/B' counterparty credit and CD ratings on National Commercial
Bank Jamaica Ltd.  S&P said the outlook is stable.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 2, 2007, Fitch Ratings affirmed these ratings on Jamaica-
based National Commercial Bank Jamaica Limited:

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

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

          -- individual at 'D';

          -- support at 4.

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


NATIONAL WATER: Meeting with Kingston & St. Andrew Corp.
--------------------------------------------------------
Radio Jamaica reports that the National Water Commission will
meet with the Kingston and St. Andrew Corporation to resolve
outstanding issues on the road excavation the water utility firm
is conducting.

As reported in the Troubled Company Reporter-Latin America on
Oct. 18, 2007, Kingston Mayor Desmond McKenzie demanded that the
National Water Commission stop its Corporate Area road works for
public safety.  Mayor McKenzie sent a letter to the National
Water's head, E.G. Hunter, threatening to seek a legal
injunction to close down the firm's sewerage project in the
Corporate Area.  He demanded that the firm halt its road
projects until proper signage and warnings had been posted.

The National Water will tackle with the corporation compensation
for vehicles damaged on roads it dug up as well as the approval
process for road work, Radio Jamaica says, citing Mayor
McKenzie.

Radio Jamaica relates that the Kingston and St. Andrew
Corporation had threatened to file an injunction against the
National Water to stop its road works in the Corporate Area.
Mayor McKenzie had said at that time that the National Water
showed slight regard for proper procedures when carrying out
road works.  However, the mayor never "made good on his threat."
The National Water had agreed to discuss the matter with the
Kingston and St. Andrew Corporation.

The corporation will remove and discard illegal billboards and
signs on the road, Radio Jamaica states.

This exercise is a joint effort of the National Solid Waste
Management Authority and the corporation, Mayor McKenzie told
Radio Jamaica.

                        *     *     *

As reported in the Troubled Company Reporter on Feb. 7, 2006,
the National Water Commission of Jamaica had been criticized for
failing to act promptly in cutting its losses.  For the fiscal
years 2002 and 2003, the water commission accumulated a net loss
of US$2.11 billion.  The deficit fell to US$1.86 billion the
following year, and to US$670 million in 2004 and 2005.




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


AXTEL SAB: Reports MXN1,957.8 Million Third Quarter Gross Profit
----------------------------------------------------------------
Axtel, S.A.B. de C.V., has announced a revenue increase of
MXN3,035.2 million in the third quarter ended Sept. 30, 2007.
Figures in this release are based on Mexican GAAP, stated in
constant pesos (MXN) as of Sept. 30, 2007.

                   Revenues from operations

Revenues from operations increased to MXN3,035.2 million in the
third quarter of year 2007 from MXN1,557.3 million for the same
period in 2006, an increment of MXN1,477.9 million, or 95%.

Revenues from operations totaled MXN11,210.9 million in the
twelve-month period ended September 30, 2007, compared to
MXN5,835.4 million in the same period in 2006, an increase of
MXN5,375.5 million, or 92%.

Revenues sources:

Local services

-- Local service revenues contributed with 43% of total
    revenues during the third quarter, compared  with 70% in
    the third quarter of 2006.  The 21% growth reported in the
    third quarter of 2007 versus year-earlier quarter is
    explained by 20%, 19% and 25% increases in monthly rents,
    cellular revenues and measured service revenues,
    respectively.  For the twelve-month period ended Sept. 30,
    2007, revenues from local services totaled MXN5,023.8
    million, an annual increase of MXN897.9 million, or 22%,
    from MXN4,125.8 million recorded in the same period in
    2006.  Monthly rents and measured service revenues
    represented 61% of local revenues during the twelve-month
    period ended Sept. 30, 2007.

Long distance services

-- Long distance service revenues totaled MXN347.0 million in
    the quarter ending Sept. 30, 2007, representing an increase
    of MXN215.2 million or 163%, from MXN131.8 million in the
    same quarter in 2006.  For the twelve month period ended
    Sept. 30, 2007, long distance services grew to MXN1,360.3
    million from MXN493.8 million registered in the same period
    in 2006, an increase of MXN866.4 million or 175%.

Data & Network

-- Driven by managed Internet services and virtual private
    networks, data and network revenues grew to MXN636.1
    million for the three-month period ended Sept. 30, 2007,
    compared to MXN79.1 million in the same period in 2006, an
    increase of MXN557.1 million.  Dedicated Internet and VPNs
    represented 90% of data & network revenues during the
    quarter.  For the twelve month period ended Sept. 30, 2007,
    data and network services revenues totaled MXN2,110.8
    million from MXN265.2 million registered in the same period
    in 2006, an increase of MXN1,845.6 million.

International traffic

-- In the third quarter of 2007, International traffic
    revenues totaled MXN309.3 million, up MXN189.7 million or
    159% versus results for the year-earlier quarter.  For the
    twelve month period ended Sept. 30, 2007, international
    traffic revenues grew to MXN1,108.0 million from MXN484.0
    million registered in the same period in 2006, an increase
    of MXN624.0 million or 129%.  For the twelve month period
    ended Sept. 30, 2007, revenues per minute increased 41%.
    Other services. Revenue from other services accounted for
    14% or MXN425.3 million of total revenues in the third
    quarter of 2007, an increase of MXN289.8 million from
    MXN135.5 million registered in the same period in 2006.
    This change is primarily explained by an MXN105.4
    million increase in integrated services and customer
    premise equipment sales, among others.  Other services
    revenue increased to MXN1,608.0 million for the twelve
    month period ended Sept. 30, 2007, from MXN466.5 million
    for the same period in year 2006, an increase of MXN1,141.5
    million.

           Cost of Revenues and Operating Expenses

For the three-month period ended Sept. 30, 2007, the cost of
revenues grew MXN602.0 million, compared with the same period of
year 2006, primarily due to MXN295.1 million and MXN245.3
million increases in domestic long distance interconnection and
links & co-location costs, respectively.  For the twelve month
period ended Sept. 30, 2007, the cost of revenues reached
MXN4,061.6 million, an increase of MXN2,268.4 million in
comparison with the same period in year 2006.

                         Gross Profit

For the third quarter of 2007, the gross profit accounted for
MXN1,957.8 million, an increase of MXN876.0 million or 81%,
compared with the same period in year 2006.  For the twelve
month period ended Sept. 30, 2007, our gross profit totaled
MXN7,149.2 million, compared to MXN4,042.1 million recorded in
the same period of year 2006, a gain of MXN3,107.1 million or
77%.

                      Operating expenses

For the third quarter of year 2007, operating expenses grew
MXN353.3 million, or 66%, totaling MXN888.0 million compared to
MXN534.6 million for the same period in year 2006.  Among
others, increases of MXN209.6 million and MXN42.7 million in
personnel and building and equipment maintenance, respectively,
related to the new size of the company explain this growth.  For
the twelve month period ended Sept. 30, 2007, operating expenses
totaled MXN3,414.8 million, coming from MXN1,963.8 million in
the same period in 2006, an increase of MXN1,451.0 million.
Personnel represented 48% of total operating expenses during the
twelve month period ended Sept. 30, 2007 versus 44% in the year-
earlier period.

                       Adjusted EBITDA

The Adjusted EBITDA totaled MXN1,069.8 million for the three-
month period ended Sept. 30, 2007, compared to MXN547.2 million
for the same period in 2006, an increase of 96%.  As a
percentage of total revenues, adjusted EBITDA represented 35.2%
in the third quarter of 2007.  For the twelve-month period ended
September 30, 2007, adjusted EBITDA amounted to MXN3,734.4
million, compared to MXN2,078.3 million in the same period in
year 2006, a positive variation of MXN1,656.1 million, or 80%.

                 Depreciation and Amortization

Depreciation and amortization totaled MXN671.1 million in the
three-month period ended Sept. 30, 2007 compared to MXN379.4
million for the same period in year 2006, an increase of
MXN291.6 million or 77%, due to the organic expansion during the
first nine months of 2007 and the consolidation of Avantel.
Depreciation and amortization for the twelve-month period ended
Sept. 30, 2007, reached MXN2,509.1 million, from MXN1,417.9
million in the same period in year 2006, an increase of
MXN1,091.3 million, or 77%.

                       Operating Income

Operating income totaled MXN398.8 million in the three-month
period ended Sept. 30, 2007 compared to an operating income of
MXN167.8 million registered in the same period in year 2006, an
increase of MXN231.0 million or 138%.  For the twelve month
period ended September 30, 2007 our operating income reached
MXN1,225.3 million when compared to the result registered in the
same period of year 2006 of MXN660.4 million, MXN564.9 million
or 86% above.

                Comprehensive Financial Result

The comprehensive financial loss was MXN56.4 million for the
three-month period ended Sept. 30, 2007, compared to a loss of
MXN12.2 million for the same period in 2006.  A net interest
expense increase of MXN141.1 million due to incremental
indebtedness offset by a monetary position gain of MXN120.2
million during the quarter due to the appreciation of the peso,
explain the majority of the CFR increase.  For the twelve-month
period ended Sept. 30, 2007, the incremental loss is explained
by a net interest expense increase of MXN384.2 million, a
monetary position gain increase of MXN110.8 million and a
MXN43.5 increase in the valuation of derivative.

                           Debt

The MXN5,832.8 million of incremental debt versus year-earlier
quarter is due to the December 2006 acquisition of Avantel.

                   Capital Investments

Continuing with its growth strategy, the company has expanded
its local presence into nine new cities in 2007, plus additional
coverage in existing cities, where the majority of the
investments are assigned to access or last-mile assets.  In the
third quarter of 2007, capital investments totaled MXN607.6
million, versus MXN418.5 million in the year- earlier quarter.

Headquartered in Monterrey, Mexico, Axtel S.A.B. de C.V. was
formerly known as Axtel SA DE CV.  The company's principal
activity is providing local and long-distance domestic and
international telephony, data and Internet services, virtual
private networks and value added services. Services include
different access technologies such as fixed wireless telephony,
point-to-point and point-to-multi point radio links, and copper
and fiber optic connections.  Basic services are divided into 5
categories such as voice, conference call, data, Internet and
bundles.  It offers basic telecommunications infrastructure in
Mexico through an intelligent network that provides extensive
coverage to all markets.  It currently operates in Mexico City,
Monterrey, Guadalajara, Puebla, Leon, Toluca, Queretaro, San
Luis Potosi, Aguascalientes, Saltillo, Ciudad Juarez, Tijuana,
La Laguna, Veracruz and Chihuahua.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 16, 2007, Standard & Poor's ratings services said that it
revised its outlook on Axtel S.A.B. de C.V. to stable from
negative.  At the same time, affirmed 'BB-' corporate credit and
senior unsecured debt ratings on Axtel and its notes due 2013
and 2017.


BEARINGPOINT: Bags US$50-Mln Deal for Motor Vehicle Tech Project
----------------------------------------------------------------
BearingPoint Inc. has been awarded a contract up to US$50
million (including a five-year base contract valued at US$36.8
million, plus five option years) from the Missouri Department of
Revenue (DOR) to design, implement and maintain a new motor
vehicle technology solution for the State.  The DOR administers
the titling and registering of all vehicles and administration
of the driver's license program in the State of Missouri.

Under the new contract, BearingPoint will design and implement a
complete motor vehicle technology solution that will automate
and increase the efficiency of managing all motor vehicle
related services provided to Missouri residents, including
automobile registration and titling, dealer licensing and driver
credentialing.

DOR currently uses more than 20 software systems to support a
wide array of motor vehicle services.  Like in many other
states, these disparate systems rely on older technologies that
can be very inefficient compared to more modern information
technology systems.  These older systems can lead to manual and
redundant processes, customer service delays, increased staffing
requirements, greater vulnerability to fraud and theft, and a
general lack of ability to produce timely and complete data for
the department.

BearingPoint will work with DOR to put in place a fully
integrated customer-centric system that will replace the
multiple outdated systems with one integrated solution to
increase data security and reduce repetitive tasks.  This
legacy-system replacement project will incorporate service
enhancements including customer management, cash and finance
management, vehicle titling/registration/inventory, dealer
management, driver services and work management.  The upgrade is
anticipated to decrease customer wait times and allow staff to
better serve Missouri residents.

"Departments of Motor Vehicles are some of the most complex and
highly visible agencies in state government, and they interact
with a large number of residents on a regular basis," said Gary
Miglicco, vice president of BearingPoint's National Motor
Vehicle practice.  "BearingPoint is pleased to work with the
State of Missouri on this project.  We have an excellent team of
professionals with DMV experience that will work closely with
the State to help ensure this new system meets all of its
current requirements, and is robust enough to meet future needs
as well."

BearingPoint's National DMV Practice is one of the leaders in
providing management and technology consulting services to motor
vehicle regulators, and has significant experience in the
development and operation of DMV systems.  The firm has worked
on projects with Departments of Motor Vehicles in California,
New Hampshire, Montana and Texas.

                     About BearingPoint

Headquartered in McLean, Virginia, BearingPoint Inc., (NYSE:
BE) -- http://www.BearingPoint.com/-- provides of management
and technology consulting services to Global 2000 companies and
government organizations in 60 countries worldwide.  The firm
has approximately 17,500 employees, and major practice areas
focusing on the Public Services, Financial Services and
Commercial Services markets.

BearingPoint has global locations including in Indonesia,
Australia, Austria, China, India, Japan, Mexico, Portugal,
Singapore and Thailand.

The company reported total assets of US$1.9 billion, total
liabilities of US$2.1 billion, and total stockholders deficit of
US$177.3 million as of Dec. 31, 2006.


EMPRESAS ICA: Inks Four Contracts with Proyecto Esmeralda
---------------------------------------------------------
Empresas ICA, S.A.B. de C.V. has signed four contracts with
Proyecto Esmeralda Resort, S.A. de C.V., a subsidiary of the
Spanish company Grupo Mall, for the construction of the first
stage of the Campeche Playa, Golf, Marina & Spa Resort project
located 12 km southwest of Champoton, Campeche. The four
contracts total MXN1,029 million.

The fixed price, fixed term contracts are expected to be
executed over periods of 9 to 11.5 months.  The project includes
the construction of 17 buildings in four different architectural
styles, with a total of 518 housing units; recreation areas with
swimming pools and gardens; a marina and docks; as well as
electrical, urbanization, and road works.

Jorge Aguirre, ICA's Vice President for Civil Construction,
said: "This is the second project that we are carrying out for
Grupo Mall.  This project will contribute significantly to the
development of the tourist industry in Champoton, Campeche and
in Mexico, and we are very pleased to participate."

                     About Empresas ICA

Empresas ICA -- http://www.ica.com.mx/-- the largest
engineering, construction, and procurement company in Mexico,
was founded in 1947.  ICA has completed construction and
engineering projects in 21 countries.  ICA's principal business
units include civil construction and industrial construction.

Through its subsidiaries, ICA also develops housing, manages
airports, and operates tunnels, highways, and municipal services
under government concession contracts and/or partial sale of
long-term contract rights.

As reported in the Troubled Company Reporter-Latin America on
Sept. 20, 2007, Standard & Poor's Ratings Services affirmed its
'BB-' long-term corporate credit rating on Empresas ICA S.A.B.
de C.V.  S&P said the outlook is stable.


FREESCALE SEMICONDUCTOR: Moody's Reviews Ratings for Downgrade
--------------------------------------------------------------
Moody's Investors Service has placed the ratings of Freescale
Semiconductor, Inc. under review for possible downgrade.

Moody's noted that the review was prompted by Freescale
Semiconductor's recent third quarter results, which continue to
demonstrate weakness in the company's wireless segment (roughly
32% of total revenues).  Wireless revenues were down 13.3%
compared to the 2006 third quarter although up 33% sequentially
from the recent low point in the 2007 second quarter.  Operating
performance weakness stems principally from reduced wireless
semiconductor shipments as a result of lower cellular demand at
its former parent and largest customer, Motorola, which accounts
for approximately 20 - 25% of Freescale Semiconductor's
revenues.  The review also considers the noticeable softening in
Freescale Semiconductor's networking segment (approximately 22%
of revenues) which witnessed a 15% revenue drop compared to the
same period last year.  Although capital spending in Asian
markets remains robust, North American wireline and wireless
infrastructure spending has remained subdued as the large
communications equipment providers have delayed purchases amid
network consolidation and slowing broadband subscriber growth.
Finally, the review expresses concerns about a continuation of
Freescale Semiconductor's weakened credit profile and reduced
utilization levels should the company's addressable
semiconductor markets experience a protracted period of
softening demand.

With Motorola's continued woes, Moody's believes Freescale
Semiconductor will be challenged to expand its wireless customer
base in a timely manner to alleviate reduced wireless
semiconductor volumes given the long product development cycle
required before design win activity transitions to the
production phase.  Additionally, the ongoing softness in the
networking and computing Systems segment is a credit negative as
it does not afford the company a strong ability to offset
performance deterioration in the Wireless and Mobile Solutions
segment, especially since Transportation and Standard Products
segment growth has been flat to slightly down year over year.
The review will focus on the negative impact on Freescale
Semiconductor's profitability, cash flow generation and
financial leverage as well as steps the company is taking to
improve revenue growth in key market segments, alleviate
operating performance weakness and enhance liquidity.

When the Ba3 corporate family rating was assigned in November
2006, Moody's noted that it was predicated on the expectation
that Freescale Semiconductor would reduce leverage over the
near-to-intermediate term via rising EBITDA and strong levels of
free cash flow generation.  Due to lower than expected operating
cash flow, as of September 2007, the company's total debt to
EBITDA metric has migrated above 6.0, which is more indicative
of single-B rated peers.  Although EBITDA levels have modestly
improved on a sequential basis since the first quarter
shortfall, Moody's does not expect operating cash flow to
materially recover in the fourth quarter or free cash flow
generation to meaningfully effect financial leverage reduction
to previously expected levels.

These ratings/assessments were placed under review for possible
downgrade:

-- Corporate Family Rating (New) -- Ba3

-- Probability of Default Rating -- Ba3

-- US$750 Million Senior Secured Revolving Credit Facility due
    2012 -- Baa3 (LGD-2, 16%)

-- US$3.50 Billion Senior Secured Term Loan B Facility due
    2013 -- Baa3 (LGD-2, 16%)

-- US$2.85 Billion Senior Unsecured Notes due 2014 -- B1 (LGD-
    4, 63%)

-- US$1.50 Billion Senior Unsecured Toggle Notes due 2014 --
    B1 (LGD-4, 63%)

-- US$1.60 Billion Senior Subordinated Unsecured Notes due
    2016 -- B2 (LGD-6, 91%)

The Speculative Grade Liquidity Rating is SGL-1.  The liquidity
rating will be reviewed upon conclusion of the review for
possible downgrade.

Based in Austin, Texas, Freescale Semiconductor, Inc. (NYSE:FSL)
(NYSE:FSL.B) -- http://www.freescale.com/-- designs and
manufactures embedded semiconductors for the automotive,
consumer, industrial, networking and wireless markets.
Freescale Semiconductor became a publicly traded company in July
2004.  The company has design, research and development,
manufacturing or sales operations in more than 30 countries.  In
Latin America, Freescale Semiconductor has operations in
Argentina, Brazil and Mexico.  In Europe, the company has
operations in Czech Republic, France, Germany, Ireland, Italy,
Romania, Turkey and the United Kingdom.  Revenues for the 12
months ended Mar. 31, 2007 were US$6.2 billion.


HARMAN INTERNATIONAL: Inks New Agreement with KKR & GS Capital
--------------------------------------------------------------
Harman International Industries, Incorporated, entered into an
agreement with affiliates of Kohlberg Kravis Roberts & Co. L.P.
and GS Capital Partners relating to the parties' Merger
Agreement, entered in May 2007.  Terms of the new agreement
include:

   a) KKR and GSCP will purchase US$400 million of 1.25% senior
      notes convertible under certain circumstances into Harman
      common stock, convertible at a price of US$104 per share.
      KKR and GSCP have agreed to not sell or hedge their
      position for at least one year.

   b) The parties have agreed to terminate their Merger
      Agreement dated April 26, 2007, without litigation or
      payment of a termination fee.

As reported in the Troubled Company Reporter on Sept. 25, 2007,
Harman was informed that KKR and GSCP no longer intended to
complete their acquisition of Harman by a company formed by
investment funds affiliated with or sponsored by KKR and GSCP.

KKR and GSCP have informed Harman that they believe that a
material adverse change in Harman's business has occurred, that
Harman has breached the merger agreement and that they are not
obligated to complete the merger.

Harman disagreed that a material adverse change has occurred or
that it has breached the merger agreement.

The company also disclosed that Brian F. Carroll, Member of KKR,
will join Harman's Board of Directors.  The company will use the
proceeds from the KKR/GSCP investment to repurchase Harman
common stock through an accelerated share repurchase program.

"We are pleased to have reached an understanding with KKR and
GSCP. Although we do not agree with the reasons for cancellation
of the original merger agreement, we view this US$400 million
investment as a vote of confidence in our business and its
prospects for continued growth," Dr. Sidney Harman, Executive
Chairman of Harman, said.  "Our company benefits from excellent
customer relationships built on world-class products, brands and
technology, and we are well positioned to capitalize on market
opportunities in the automotive, consumer and professional
sectors."

"The significant stock repurchase we announced underscores our
Board's confidence in Harman's financial outlook," Dinesh
Paliwal, Harman Chief Executive Officer, added.  "This
settlement enables us to move forward in a decisive manner to
implement our initiatives to ensure the long-term growth of the
Company and avoid the time, cost and distraction of litigation.
We welcome Brian Carroll and expect that he will make an active
contribution to our business through his service on the Board."

"Harman is a leader in audio and infotainment systems, and
enjoys strong leadership in Chairman Sidney Harman and CEO
Dinesh Paliwal," Henry R. Kravis, Co-Founding Member of KKR,
said.  "The merger unfortunately could not be completed, but we
are pleased to make this investment in the company.  We believe
this investment and our representation on the Board is an
outstanding way to support Harman and its management team in the
future."

Headquartered in Washington, D.C., Harman International
Industries Inc. (NYSE: HAR) -- http://www.harman.com/-- makes
audio systems through auto manufacturers, including
DaimlerChrysler, Toyota/Lexus, and General Motors.  Also the
company makes audio equipment, like studio monitors, amplifiers,
microphones, and mixing consoles for recording studios, cinemas,
touring performers, and others.  Harman Int'l has operations in
Japan, Mexico and France.


HARMAN INTERNATIONAL: Terminated Deal Cues S&P's Positive Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its CreditWatch
implications for the 'BB-' corporate credit rating on Harman
International Industries Inc., a Washington, D.C.-based audio
equipment manufacturer, to positive from developing.  The
revision reflects published reports that the merger agreement
with KKR and GS Capital Partners, the private equity buyers that
agreed to acquire Harman in April 2007, has been terminated
without litigation or payment of a termination fee.
Accordingly, S&P no longer expect to lower the rating on Harman.

"The CreditWatch positive listing means that we could raise the
ratings on Harman because the company's balance sheet will
likely be less leveraged than it would have been if the merger
transaction had proceeded as originally planned," said Standard
& Poor's credit analyst Nancy Messer.

Standard & Poor's expects to resolve the CreditWatch listing
after meeting with management and reviewing the company's
business and financial prospects in light of the termination of
the merger agreement.

Headquartered in Washington, D.C., Harman International
Industries Inc. (NYSE: HAR) -- http://www.harman.com/-- makes
audio systems through auto manufacturers, including
DaimlerChrysler, Toyota/Lexus, and General Motors.  Also the
company makes audio equipment, like studio monitors, amplifiers,
microphones, and mixing consoles for recording studios, cinemas,
touring performers, and others.  Harman Int'l has operations in
Japan, Mexico and France.


HIPOTECARIA SU: Initiates Tender Offer on 8.50% Senior Notes
------------------------------------------------------------
As previously announced on Oct. 10, 2007, Hipotecaria Su Casita,
S.A. de C.V., Sociedad Financiera de Objeto Limitado has
launched an offer to purchase for cash any and all of its
outstanding 8.50% Senior Notes due 2016 and a solicitation of
consents from the holders of the Notes, upon the terms and
subject to the conditions set forth in the Offer to Purchase and
Consent Solicitation Statement dated Oct. 10, 2007, and in the
related Consent and Letter of Transmittal.  Pursuant to the
Tender Offer and Consent Solicitation, as of 5:00 p.m. on
Oct. 23, 2007 (Consent Date), US$111,713,000 in aggregate
principal amount of the company's outstanding Notes had been
tendered and not withdrawn.  In addition, as of the Consent
Date, the company had obtained consents to the Proposals from
holders of Notes representing 74.48% in principal amount of the
outstanding Notes.

The Tender Offer will expire at 12:00 midnight, New York City
time, on Nov. 6, 2007, unless extended or earlier terminated.
Registered holders of the Notes who validly tender, and do not
validly withdraw, their Notes after 5:00 p.m., New York City
time, on the Consent Date and prior to 12:00 midnight, New York
City time, on the Expiration Date will receive only the Offer
Price, and will not be eligible to receive the Total
Consideration.  The total consideration offered for Notes
validly tendered and not validly withdrawn pursuant to the
Tender Offer shall be 105.5% of the principal amount of such
Notes.  The Total Consideration includes a consent payment of
3.0% of the principal amount of such Notes.  The Total
Consideration minus the Consent Payment is referred to as the
"Offer Price."

In connection with the Tender Offer, the company intends to
issue senior unsecured floating rate notes due 2012 in the form
of Certificados Bursatiles under applicable Mexican law, to be
registered and listed exclusively in Mexico through the Mexican
Stock Exchange.  The company is currently in the process of
registering the New Notes before the National Securities
Registry of the Mexican Securities and Banking Commission, and
expects this registration to occur before the Expiration Date.
The company intends to use the proceeds from the offering of the
New Notes to consummate the Tender Offer.  If the New Notes
Offering is not consummated, or if the New Notes Offering does
not result in the receipt by the company of proceeds at least
equal to the Total Consideration or the Offer Price, as
applicable, with respect to all Notes validly tendered and not
validly withdrawn prior to the Expiration Date from the issuance
of the New Notes on terms and conditions satisfactory to the
company (Financing Condition), the company will not be required
to accept for payment, purchase or pay for any tendered Notes,
subject to Rule 14e-1(c) under the U.S. Securities Exchange Act
of 1934, as amended, and the company may extend or terminate the
Offer.

The obligation of the company to accept for payment and to pay
for any Notes validly tendered pursuant to the Tender Offer is
conditioned upon (1) the execution by the company and The Bank
of New York, as trustee under the indenture dated as of
September 29, 2006 under which the Notes were issued, of a
supplemental indenture implementing the proposed amendments to
the Indenture pursuant to the terms of the Indenture, (2) there
having been validly tendered and not validly withdrawn prior to
12:00 midnight, New York City time, on the Expiration Date, not
less than a majority in aggregate principal amount of the Notes
outstanding under the Indenture, excluding Notes owned by the
company or any of its affiliates, (3) the Financing Condition,
and (4) satisfaction of the other conditions to the Tender Offer
set forth in the Offer to Purchase.

The company has retained Merrill Lynch, Pierce, Fenner & Smith
Incorporated to act as Dealer Manager for the Tender Offer and
Consent Solicitation, and Global Bondholder Services Corporation
to act as the depositary and information agent for the Tender
Offer and Consent Solicitation.

Any questions or requests for assistance regarding the Offer may
be made to the Dealer Manager and Solicitation Agent, Merrill
Lynch & Co.,

Attention: Liability Management Group at (888) 654-8637 or (212)
449-4914.

Questions or requests for assistance or additional copies of the
Offer to Purchase and the related Letter of Transmittal may be
directed to the Information Agent, Global Bondholder Services
Corporation, toll free at (866) 794-2200 (bankers and brokers
call collect at (212) 430-3774).

Hipotecaria Su Casita, S.A. de C.V. (HSC) is Mexico's second
largest specialized mortgage lending institution by market
share.  Its main function is to extend mortgage loans to low-
income individuals under the auspices of Sociedad Hipotecaria
Federal financing programs, and to provide construction
financing to developers of low-income housing.  It controls
approximately 18% of the mortgage market served by Sofoles,
based on total loan portfolio.  It has 107 offices in Mexico.
Hipotecaria Su Casita was established in 1994.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 21, 2007, Standard & Poor's Ratings Services raised its
long-term counterparty credit rating on Hipotecaria Su Casita
S.A. de C.V. (HSC) to 'BB' from 'BB-'.  S&P said the outlook is
stable.  At the same time, S&P raised the rating on HSC's senior
unsecured notes to 'BB'.


MOVIE GALLERY: Court Okays Kurtzman Carson as Claims Agent
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia
gave authority to Movie Gallery, Inc. and its debtor-affiliates
to employ Kurtzman Carson Consultants, LLC, as their notice,
claims and balloting agent.

The Debtors related that more than 100,000 potential creditors
must be given notice for various purposes.  The Debtors
determined that as specialists in legal administration services,
specializes in noticing, claims processing, balloting, Kurtzman
is equipped to provide services in the Debtors' Chapter 11
cases.

Kurtzman Carson will perform the necessary administrative tasks
to operate Debtors' Chapter 11 cases effectively.

   (1) For noticing functions, Kurtzman will:

       (a) prepare and serve a variety of documents on behalf
           of the Debtors, including:

              * a notice of the commencement of the Debtors'
                chapter 11 cases and the initial meeting of
                creditors under Section 341(a) of the Bankruptcy
                Code;

              * a notice of any claims bar date;

              * motions, applications and other requests for
                relief and related documents;

              * objections, responses and replies with respect
                to requests for relief;

              * hearing agendas;

              * objections to claims;

              * any disclosure statements, chapter 11 plans and
                all related documents; and

              * all document filings, hearings, and other
                miscellaneous documents deemed necessary or
                appropriate.

       (b) maintain the notice lists in conformity with the
           Debtors' proposed case management procedures.

       (c) prepare for filing and file with the Clerk's Office a
           certificate or affidavit of service in conformity
           with Rule 5005-1 of the Local Bankruptcy Rules for
           the Eastern District of Virginia that includes (i) an
           organized list of persons on whom a document was
           served, along with their addresses and (ii) the date
           and manner of service.

   (2) Kurtzman's claims administration duties include:

       (a) maintaining official claims registers in the each of
           by docketing all proofs of claim and proofs of
           interest in a database that includes:

              * the name and address, of the claimant or
                interest holder and any agent, if appropriate;

              * the date of Kurtzman's or the Court's receipt of
                the claim;

              * the claim number assigned; and

              * the claim's asserted amount and classification.

       (b) maintaining copies of all proofs of claim and proofs
           of interest.

       (c) updating the official claims registers in accordance
           with Court orders.

       (d) implementing necessary security measures to ensure
           the completeness and integrity of the claims
           registers.

       (e) transmitting to the Clerk's Office a copy of the
           claims registers as requested.

       (f) maintaining an up-to-date mailing list for all
           entities that have filed proofs of claim or proofs of
           interest and make the list available upon request to
           the Clerk's Office or any party-in-interest.

       (g) providing access to the public for examination of
           copies of the claims.

       (h) recording all transfers of claims pursuant to Rule
           3001(e) of the Federal Rules of Bankruptcy
           Procedure and, if directed to by the Court,
           provide notice of the transfers.

       (i) establishing a case Web site with case information,
           including key dates, service lists and free access to
           the case docket within three days of docketing.

   (3) Kurtzman will act a as balloting agent, which may
       include:

       (a) printing ballots and coordinating the mailing of
           solicitation packages to all voting and non-voting
           parties, and provide a certificate or affidavit of
           service;

       (b) establishing a toll-free "800" number to receive
           questions regarding voting with respect to any
           Chapter 11 Plan;

       (c) receiving ballots at a post office box, inspecting
           ballots for conformity to voting procedures, date
           stamping and numbering ballots consecutively and
           tabulating and certifying the results; and

       (d) preparing voting reports by plan class, creditor or
           shareholder, and amount for review and approval by
           the Debtors and their counsel.

As agreed in an engagement letter, the firm will receive a
US$100,000 retainer fee and will be reimbursed for necessary
out-of-pocket expenses.  The Debtors will make an advance
payment when expenses exceed US$10,000 monthly.

The Debtors will indemnify and hold the firm, its officers,
employees, and agents harmless of any losses, claims, damages
judgments, liabilities, and reasonable counsel fees and
expenses, resulting from actions taken by the firm in good
faith.

                      About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer.  It operates over 4,600 stores in the United
States, Canada, and Mexico under the Movie Gallery, Hollywood
Entertainment, Game Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, serve as the Debtors' local counsel.  The
Debtors' claims & balloting agent is Kutzman Carson Consultants
LLC.  The U.S. Trustee for Region 4 appointed an Official
Committee of Unsecured Creditors in the Debtors' bankruptcy
proceedings on October 18.

When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.  (Movie Gallery Bankruptcy News, Issue
No. 3 & 4; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Court Okays Keen as Real Estate Consultants
----------------------------------------------------------
Movie Gallery, Inc., and its debtor-affiliates obtained
authority from the U.S. Bankruptcy Court for the Eastern
District of Virginia to employ Keen Consultants and its wholly
owned subsidiary KPMG CF, as their real estate consultants
during their Chapter 11 cases.

KPMG CF Realty, LLC, has gained an excellent reputation in its
25-year experience in connection with the evaluation and
disposition of more than 20,300 properties representing
approximately 2,000,000,000 square feet of real estate across
the
country, William C. Kosturos, managing director at Alvarez &
Marsal North America LLC, and chief restructuring officer of
Movie Gallery, Inc., related.

In October 2007, substantial assets of Keen Consultants, the
real estate division of KPMG Corporate Finance, LLC, was
acquired by KPMG.  Keen's professionals have also accepted
employment with KPMG.  Prior to the Chapter 11 cases, Mr.
Kosturos said, Keen's professionals performed real estate
consulting services for the Debtors.  The addition of Keen to
KPMG's team augments the ability of the firm to provide real
estate services.

Keen Consultants will provide these services to the Debtors:

   (a) Disposition of Leased Properties

       The Debtors will designate a list of Leased Properties
       that are considered excess and disposable.  Once a Leased
       Property is ready to be marketed, Keen will have the
       right to offer the Leased Property on an "exclusive right
       to sell" basis, subject to exclusives already granted to
       other vendors.

       In addition, Keen's services may include:

          -- reviewing documents relating to the Leased
             Properties;

          -- assisting the Debtors with due diligence;

          -- developing a postpetition marketing strategy
             designed to transfer the Leased Properties for the
             highest or otherwise best price;

          -- maintaining records;

          -- meeting with the Debtors and their advisors;

          -- resolving issues that arise in connection with the
             Leased Properties transfers; and

          -- providing expert witness testimony.

   (b) Rejection Claims Related to Leased Properties

       Keen will attempt to negotiate with the relevant landlord
       for the waiver, release or negation of the Rejection
       Claim.

   (c) Renegotiation of Leased Properties

       Upon the written notice and authorization from the
       Debtors, Keen will administer a rent renegotiation
       program and exclusively represent the Debtors in the
       negotiation of Lease Modification Agreements.

       As part of the rent renegotiation program, Keen's
       services may include:

          -- maintaining all lease information for each
             Renegotiated Property in an organized and
             clear manner; and

          -- documenting all lease modification proposals and
             working with the Debtors to establish negotiating
             parameters, including rent reductions, lease term
             modifications and other leasehold concessions.

   (d) Evaluation Services

       Upon the Debtors' determination, in their sole
       discretion, that a formal real estate evaluation of
       certain properties is appropriate, Keen will provide a
       written desktop analysis report detailing the designated
       Evaluation Properties' value or liability.

       The analysis will be based upon the assumption that each
       Evaluation Property will be marketed and disposed of in
       an expedited fashion.

       In addition, these reports will be based on a review of
       the documents provided by the Debtors, an analysis of
       current market conditions and Keen's professional
       judgment.

For the disposition of Leased Properties, Keen will be paid:

   * an amount that is the greater of US$1,250 per Leased
     Property and 3% of the Gross Proceeds; and

   * US$275 for each Leased Property rejected.

For Leased Properties for which the landlord agrees to waive,
release or negate, Keen will be paid an amount equal to the
greater of US$1,250 per Leased Property, and 3% of the Gross
Proceeds.

In addition, upon consummation of the Debtors' plan or plans and
to the extent that calculation results in a positive amount,
Keen will be paid:

   * a consummation fee equaling the difference between
     compensation paid for completed transactions; and

   * 3% of the dollar savings to the estate on account of the
     transactions.

Keen will receive 3% of the gross proceeds for sold Owned
Properties.

For Keen's administration of the Rent Negotiation Program, the
firm will be paid:

   * base compensation of US$1,250 for a completed transaction
     upon the initial payment, instead of the US$275 fee per
     negotiated property; and

   * the difference between the US$1,250 base compensation
     already paid, and 3% of the net present value total rental
     reductions savings from the transactions, upon the earlier
     to occur of one year from the effective date of the lease
     modification, and confirmation of the Debtors' Plans;

For evaluation services, the Debtors will agree on the amount to
be paid for each analysis report requested by the Debtors.

For litigation support and consulting services beyond the scope
of the Agreement, Keen's professionals will be paid based on
their hourly rates:

      Designation                            Hourly Rate
      -----------                            -----------
      Chairman and President                    US$550
      Executive Vice President                  US$475
      Vice Presidents                           US$385
      Directors                                 US$520
      Associates                                US$200
      Administrative Support and Researcher     US$125

The firm is authorized by the Debtors to maintain a US$10,000
expense account, which was advanced to Keen upon the approval of
the firm's  proposed marketing budget on October 8, 2007.

Keen's claims will be treated as administrative expenses, and
will be afforded priority status pursuant to Section 507(a) of
the Bankruptcy Code, and will be granted a carve-out pursuant to
Section 506(c) of the Bankruptcy Code for the payment without
further application to the Court.

Lorie Beers, a managing director of KPMG Corporate Finance and a
director of KPMG CF Realty, assures the Court that Keen is a
"disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.  The firm does not represent an
interest adverse to the Debtors' estates.

                      About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer.  It operates over 4,600 stores in the United
States, Canada, and Mexico under the Movie Gallery, Hollywood
Entertainment, Game Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, serve as the Debtors' local counsel.  The
Debtors' claims & balloting agent is Kutzman Carson Consultants
LLC.  The U.S. Trustee for Region 4 appointed an Official
Committee of Unsecured Creditors in the Debtors' bankruptcy
proceedings on Oct. 18, 2007.

When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.  (Movie Gallery Bankruptcy News, Issue No.
3 & 4; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Can Employ Lazard Freres as Financial Advisor
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia
gave authority to Movie Gallery, Inc., and its debtor affiliates
to employ Lazard, Freres & Co., LLC, as their investment banker
and financial advisors in their Chapter 11 cases.

Pursuant to an engagement letter with the Debtors, Lazard will
render advisory and investment banking services, including:

   (a) reviewing and analyzing the Debtors' business, operations
       and financial projections;

   (b) evaluating the Debtors' potential debt capacity in light
       of its projected cash flows;

   (c) assisting in the determination of a capital structure
       for the Debtors;

   (d) assisting in the determination of a range of values for
       the Debtors on a going concern basis;

   (e) advising the Debtors on tactics and strategies for
       negotiating with the Stakeholders;

   (f) rendering financial advice to the Debtors and
       participating in meetings or negotiations with the
       Stakeholders and rating agencies or other appropriate
       parties in connection with any Restructuring;

   (g) advising the Debtors on the timing, nature and terms of
       new securities, other consideration or other inducements
       to be offered pursuant to the Restructuring;

   (h) advising and assisting the Debtors in evaluating
       potential financing transactions by the Debtors, and,
       subject to Lazard's agreement to so act and, if requested
       by Lazard, to execute appropriate agreements on behalf of
       the Debtors, contacting potential sources of capital as
       the Debtors may designate and assisting the Debtors in
       implementing such a Financing;

   (i) assisting the Debtors in preparing documentation within
       Lazard's area of expertise that is required in connection
       with the Restructuring;

   (j) assisting the Debtors in identifying and evaluating
       candidates for a potential Sale Transaction, advising the
       Debtors in connection with negotiations and aiding in the
       consummation of a Sale Transaction;

   (k) attending meetings of the Movie Gallery, Inc.'s Board of
       Directors and its committees with respect to matters on
       which Lazard has been engaged to advise the Debtors;

   (l) providing testimony, as necessary, with respect to
       matters on which Lazard has been engaged to advise the
       Debtors in any proceeding before the Bankruptcy Court;
       and

   (m) providing the Debtors with other financial restructuring
       advice.

Lazard will be paid based on this fee structure:

   (1) A monthly fee of US$175,000 payable on execution of the
       Engagement Letter and on the first day of each month
       until the earlier of the consummation of the
       Restructuring or Sale Transaction or the termination of
       Lazard's engagement.

   (2) A consummation fee, payable upon the consummation of
       either a Restructuring or Sale Transaction:

          (i) US$6,000,000, if the Restructuring or Sale
              Transaction is effected through a pre-packaged or
              pre-arranged plan where the plan is confirmed
              within four months of the Debtors' filing for
              bankruptcy; or

         (ii) US$5,000,000 if the Restructuring or Sale
              Transaction is consummated otherwise.

   (3) A stand-alone financing fee, payable upon the
       consummation of any Stand-Alone Financing, equal to the
       applicable percentages of the total gross proceeds of a
       Stand-Alone Financing:

          Security Issued                   Percentage Fee
          ---------------                   --------------
          Senior Secured Debt                   1.00%
          Secured Debt                          1.75%
          Subordinated Debt                     2.25%
          Convertible Debt                      2.50%
          Preferred or Convertible Stock        3.75%
          Common Stock                          4.25%

The firm will be reimbursed for all necessary, out-of-pocket
expenses.

To date, the Debtors have paid Lazard a prepetition fee of
US$900,000, and US$50,957 for reimbursement of expenses.

Pursuant to the parties' indemnification agreement, the Debtors
have agreed to indemnify, hold harmless and defend Lazard and
their affiliates and its directors, officers, members,
employees, agents and controlling persons.

David S. Kurtz, a managing director of Lazard, assures the Court
that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.  Lazard does
not hold any interests adverse to the Debtors' estates.

                     About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment
specialty retailer.  It operates over 4,600 stores in the United
States, Canada, and Mexico under the Movie Gallery, Hollywood
Entertainment, Game Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, serve as the Debtors' local counsel.  The
Debtors' claims & balloting agent is Kutzman Carson Consultants
LLC.  The U.S. Trustee for Region 4 appointed an Official
Committee of Unsecured Creditors in the Debtors' bankruptcy
proceedings on October 18.

When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.  (Movie Gallery Bankruptcy News, Issue
No. 3 & 4; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


RYERSON INC: Initiates Comprehensive Reorganization Plan
--------------------------------------------------------
Ryerson Inc. has taken the initial steps in a comprehensive
reorganization to make the company stronger, more nimble and a
better service provider for customers.

Ryerson, A distributor and processor of metals in North America,
was acquired Friday in a take-private transaction by Platinum
Equity, a buyout firm that specializes in complex operational
turnarounds.  On Monday, Platinum made several key appointments
to the company's senior leadership team:

  *  Robert Archambault was named Interim Chief Executive
     Officer.  Mr. Archambault is a partner at Platinum Equity
     overseeing the Ryerson investment.

  *  Stephen Makarewicz was been appointed as President and
     Chief Operating Officer.  Mr. Makarewicz was previously
     President of Ryerson South.

  *  Terence Rogers was appointed as Executive Vice President
     and Chief Financial Officer.  Mr. Rogers was previously
     Vice President of Finance for Ryerson.

As part of the reorganization, Neil Novich, former Chairman and
CEO, Jay Gratz, former Chief Financial Officer, and Gary
Niederpruem, former Executive Vice President, have left the
company.  "We appreciate their longstanding commitment to
Ryerson, their professionalism and leadership, and we wish them
great success in the future," Mr. Archambault said.

Further details of the reorganization will be announced in the
weeks ahead.  In the meantime, "our highest priority is to
minimize any disruption to our customers, suppliers and business
partners," Mr. Archambault said.

"The change in ownership and reorganization gives us an
opportunity to build even stronger working relationships with
all of our business partners," he said.  "I have encouraged
every Ryerson employee to focus on improving service as our
highest priority."

Mr. Makarewicz said the change in ownership and reorganization
marked an important turning point for the company.

"This is an exciting new era for Ryerson, and a unique
opportunity for all of us to chart a course for the future," Mr.
Makarewicz said.  "We will be reorganizing the company to
improve customer service, profitability and achieve operational
excellence."

                       About Ryerson Inc.

Headquartered in Chicago, Illinois, Ryerson Inc. (NYSE: RYI) --
http://www.ryerson.com/-- is a distributor and processor of
metals in North America.  The company services customers through
a network of service centers across the United States and in
Canada, Mexico, India, and China.

                        *     *     *

As reported in the Troubled Company Reporter on Sept. 28, 2007,
Standard & Poor's Ratings Services affirmed its ratings on
Ryerson Inc., including its 'B+' corporate credit rating.  S&P
removed all ratings from CreditWatch, where they had been placed
with negative implications on July 24, 2007, after the company
after it has agreed to be acquired by Platinum Equity for around
US$2 billion.


X-RITE INC: Completes Pantone Acquisition for US$180 Million
------------------------------------------------------------
X-Rite, Inc., has completed the purchase of Pantone, Inc., for a
purchase price of US$180 million.  The transaction was funded
exclusively with cash, financed through new borrowings.

Anticipated strategic, operational and financial benefits of the
acquisition include:

   -- Deepening X-Rite's range of offerings by adding color
      standards to its leadership position in hardware, software
      and services solutions

   -- Leveraging X-Rite's global presence and distribution
      capabilities to expand the reach of Pantone's color
      solutions

   -- Enhancing X-Rite's revenue generating opportunities and
      further diversifying its revenue base

   -- Accelerating technology and business model innovation

   -- Achieving significant synergies in marketing, operations
      and administration

The transaction is expected to be accretive to X-Rite's cash
earnings per share during year two of the combined operations.
X-Rite expects to achieve approximately US$6.5 million of annual
operating expense cost savings associated with the transaction
in this time period.

During the first year, the company expects to incur cash
restructuring costs of approximately US$5.5 million.

"We are very excited to welcome Pantone into the X-Rite family,"
stated Tom Vacchiano, X-Rite's CEO.  "We expect the combination
of our two businesses to further strengthen X-Rite's position as
the market's leading and most comprehensive color management
solutions provider.  The grouping of our broad technology
platforms and standards and an expanded customer base should
help us further several of our strategic objectives, including
driving innovation and growth and further diversifying our
business."

             Organization of the Combined Entity

Pantone will become a new business unit within X-Rite. Current
Pantone leaders will continue to play key roles in the
organization.

                         Financing

This transaction and refinancing of X-Rite's existing debt was
financed through a new debt package totaling US$415 million
provided by Merrill Lynch, Fifth Third Bank, National City Bank,
LaSalle Bank and GoldenTree Asset Management, LP.

                          Advisors

X-Rite was advised exclusively by Headwaters MB for investment
banking and financial advisory services, including securing debt
financing.  McDermott Will & Emery provided legal counsel to X-
Rite. Goldman, Sachs & Co. served as exclusive financial advisor
to Pantone and Skadden, Arps, Slate, Meagher & Flom LLP provided
legal counsel to Pantone.

                        About Pantone

Headquartered in Carlstadt, New Jersey, Pantone, Inc., is the
worldwide market leader in color communication and specification
standards in the creative design industries.  Its flagship
product, the PANTONE(R) MATCHING SYSTEM(R), is the de-facto
color standard in the graphic arts, printing, publishing and
advertising industries.  The company also provides color
standards and design tools for the fashion, home furnishings,
architecture, paint, interior and industrial design industries.
Pantone generated revenues of approximately US$42 million in
2006 with adjusted EBITDA (earnings before interest, taxes,
depreciation and amortization) of approximately 27% of revenues.

                        About X-Rite

Headquartered in Grandville, Michigan, X-Rite Incorporated
(Nasdaq: XRIT) -- http://www.xrite.com/-- offers color
measurement technology solutions comprised of hardware, software
and services for the verification and communication of color
data.  The company serves a broad range of industries, including
graphic arts, digital imaging, industrial and retail color
matching, and medical, among other industries.  X-Rite is
global, with 21 offices throughout Europe, Asia, and the
Americas, serving customers in 100 countries.

The X-Rite Latin America sales team provides assistance to
customers in Mexico, Central and South America, and the
Caribbean.  X-Rite's sales team works together with highly
qualified local vendors and distributors to ensure the best
possible personalized customer assistance, offering a wide and
unparalleled array of products, support and repair services.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 3, 2007, Moody's Investors Service has confirmed X-Rite,
Inc.'s B1 corporate family rating, affirmed the speculative
grade liquidity rating of SGL-1 and revised the outlook to
negative in view of the additional leverage and integration risk
associated with the company's recently announced acquisition of
Pantone, Inc.




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


SOLO CUP: S&P Puts CCC+ Corp. Credit Rating under Positive Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services has placed its 'CCC+'
corporate credit and other ratings on Solo Cup Co. on
CreditWatch with positive implications.  This action follows
significant debt reduction with the proceeds of asset sales and
a sale-leaseback of manufacturing facilities as well as some
recent improvement in operating performance from very weak
levels.

"We believe that a slight upgrade is possible if operating
performance keeps strengthening and prospects for continued
compliance with increasingly stringent financial covenants in
the company's bank credit facilities improve," said S&P's credit
analyst Cindy Werneth.

Operating margins (before depreciation and amortization) have
been very weak, in the mid-single digit percentage area.  With
the most recent asset sales, total debt, which we adjust to
include about US$300 million in capitalized operating leases and
US$30 million in tax-effected postretirement obligations, should
decline to about US$1.15 billion.  Although pro forma debt
leverage has improved from the highly aggressive mid-teens times
area, it remains high in the upper single-digit area.

S&P expects leverage to decline somewhat if management can
continue to build on the operating improvements it has made
during the last several months, which only began to become
evident in the company's second-quarter 2007 results.
Management has had some success in reducing working capital and
selling, general and administrative costs.  Ongoing efforts
include various supply chain initiatives, as well as the
optimization of pricing, salesforce productivity, and marketing
outlays.  In addition, liquidity has improved dramatically, with
US$92 million of bank line availability and US$24 million of
cash at July 1, 2007.  Nevertheless, S&P believes Solo will need
to renegotiate the financial covenants in its bank credit
facility to remain in compliance in 2008.

S&P expects to resolve the CreditWatch during the next few
months in greater confidence that operating results will
continue to strengthen and the company can maintain access to
its bank credit facility.

With annual revenues of about US$2.2 billion, Solo is one of the
largest providers of disposable paper and plastic cups, plates,
and cutlery to foodservice distributors, quick-service
restaurants, and retailers in the U.S.

Headquartered in Highland Park, Illinois, Solo Cup Company --
http://www.solocup.com/-- manufactures disposable foodservice
products for the consumer and retail, foodservice, packaging,
and international markets.  Solo Cup has broad expertise in
plastic, paper, and foam disposables and creates brand name
products under the Solo, Sweetheart, Fonda, and Hoffmaster
names.  The company was established in 1936 and has a global
presence with facilities in Asia, Canada, Europe, Mexico, Panama
and the United States.




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


AGILENT TECH: Moody's Puts Ba1 Rating on US$500-Mln Senior Notes
----------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to Agilent
Technologies, Inc.'s proposed offering of US$500 million senior
notes due 2017 and affirmed its existing ratings and stable
outlook.  The new issue proceeds will be used to fund the
remaining purchases under Agilent's accelerated stock buyback
program and replenish cash balances.  For the nine months ended
July 31, 2007, Agilent purchased US$1.3 billion worth of common
shares, made cash acquisitions totaling US$311 million and
maintained roughly US$1.49 billion of unrestricted cash, down
from US$2.05 billion at April 30, 2007.  Moody's noted that at
the current rating category, Agilent has capacity to incur
additional debt supported by higher EBITDA levels.  Pro forma
for this transaction, debt/LTM EBITDA is 1.1 excluding the
US$1.5 billion enhanced note obligation or 2.5 including the
enhanced note obligation.

The rating for the senior notes is the same as the Ba1 corporate
family rating, which reflects the company's repositioning and
transition to a business model that has the propensity to
deliver enhanced operating margins and consistently higher
levels of positive free cash flow compared to prior periods and
its peers.  Agilent has adopted an outsourced manufacturing
model and reduced infrastructure costs by 35% to better align
its workforce and operating facilities with a smaller revenue
base after the disposition of its Semiconductor Products Group
in 2005 and Semiconductor Test assets in early 2006.  The rating
also considers the company's more focused business strategy in
less volatile business segments affording increased growth
opportunities in Agilent's core electronic and bio-analytical
test and measurement businesses.  Additionally, the rating takes
into account recent R&D and investment efforts that were
refocused to align Agilent's business with new market
opportunities to capture market share and deliver above-average
revenue growth.

The Ba1 rating is constrained by the:

    (i) smaller revenue base and historic growth rates at or
        below the industry average;

   (ii) historic single-digit operating margins (albeit improved
        to 10.5% as of the recent twelve month period), with
        limited opportunities for further cost savings;

  (iii) brief track record demonstrating sustained above-average
        revenue growth and consistent operating performance
        relative to peers following the repositioning;

   (iv) potential for a sizeable acquisition or other leveraging
        event that could increase debt levels and/or reduce
        liquidity; and

    (v) financial policies that are viewed to be more
        shareholder friendly.

Moody's cited the rating also captures recent competitor actions
that include Danaher's US$2.8 billion acquisition of Tektronix,
a supplier of electronic test and measurement equipment and
chief rival of Agilent.  Potential risks to Agilent include
Danaher's increased scale in its Electronic Test division,
Tektronix's access to greater R&D resources, Danaher's expected
implementation of cost and manufacturing improvements at
Tektronix and Danaher's likely strategy to leverage Tektronix's
Asian presence as a platform for growing its instrumentation
business which could lead to heightened competition in Asia
(Asia accounts for 40% of Agilent's sales).  Moody's will
monitor these developments closely.

The stable outlook reflects Agilent's positive operating trends
tempered by the implementation of its US$2 billion share
repurchase program over a twelve-month period instead of the
previously expected 24-month timeframe.  The accelerated stock
repurchase will significantly exceed the level of free cash
flow, after acquisitions that Moody's expects the company to
generate in fiscal 2007.  Moody's views this as a return to a
more aggressive use of Agilent's considerable balance sheet
liquidity, requiring the need for higher debt levels in the
permanent capital structure, which somewhat limits financial
flexibility at the Ba1 level.  The stable outlook also
recognizes Agilent's more stable operating profile, refocused
business strategy in less volatile business segments,
diversification across its core test and measurement markets,
which experienced improved revenue growth of 7% in the recent
quarter, and propensity for predictable free cash flow compared
to prior years.

Upward ratings pressure could occur if Agilent continues to
demonstrate solid organic revenue growth and operating margin
improvement over the next several quarters driven by sustainable
above-average growth in the electronic measurement segment as
well as evidence of financial policies that better align
shareholder and creditor interests.

The company's SGL-1 rating reflects very good liquidity and
financial flexibility.  This is driven by Agilent's US$1.49
billion of unrestricted cash, Moody's expectations for free cash
flow generation of at least US$300 million in fiscal 2007 and
US$320 million in fiscal 2008, plus full access to a US$300
million revolver.  Agilent remains in compliance with its new
unrated 5-year senior unsecured credit facility with substantial
cushion under both the interest coverage and financial leverage
maintenance covenants.

The rating for the senior notes reflect both the overall
probability of default of the company, to which Moody's
previously assigned a probability of default of Ba1 and a loss
given default of LGD-4 for the senior notes.  The Ba1 rating of
the senior notes reflects their senior position in Agilent's
capital structure.  Agilent Technologies, Inc., the issuer of
the notes, is not a parent holding company, but rather an
operating entity with hard assets, inventory and payables.  As
per the note-offering prospectus, the notes are structurally
subordinated to the liabilities and payables at Agilent's
operating subsidiaries, and are ranked as such in Moody's LGD
waterfall.  Although the notes do not benefit from upstream
guarantees, because they are located at a first-tier operating
entity, in a bankruptcy scenario they would share the same
collateral pool as the trade creditors and lenders residing at
the operating subsidiaries.

In accordance with guidance for Moody's LGD framework, Agilent's
subsidiary's US$1.5 billion floating rate enhanced note
obligation residing in the bankruptcy remote vehicle was
excluded from the LGD waterfall.  However, Moody's notes that
senior noteholders are structurally subordinated to the
bankruptcy remote entity's noteholders given that trust
creditors have a first priority claim on assets and cash flows
of certain foreign operating subsidiaries that represent a
substantial portion of Agilent's cash flows.

This new rating/assessment was assigned:

-- US$500 million Senior Unsecured Notes due 2017 -- Ba1 (LGD-
    4, 52%)

These ratings were affirmed:

-- Corporate Family Rating -- Ba1
-- Probability of Default Rating -- Ba1
-- Speculative Grade Liquidity -- SGL-1

Agilent Technologies Inc. (NYSE: A) -- http://www.agilent.com/
-- is the world's premier measurement company and a technology
leader in communications, electronics, life sciences and
chemical analysis.  The company's 19,000 employees serve
customers in more than 110 countries.

The company has operations in India, Argentina, Puerto Rico,
Bolivia, Paraguay, Venezuela, and Luxembourg, among others.


MILLICOM INT'L: Tigo Revenues Increase 12% in Third Quarter 2007
----------------------------------------------------------------
Millicom International Cellular told Business News Americas that
its Colombian mobile operator Tigo' revenues increased 12% in
the third quarter 2007, compared to the same period in 2006.

Millicom International didn't disclose any figures to
BNamericas.

According to Millicom International's press statement, Tigo's
clients increased to 2.5 million in the third quarter 2007, from
2.3 million in the previous quarter.

Millicom International Chief Executive Officer Marc Beuls said
in a conference call, "In Colombia, Millicom added 211,000
subscribers in the quarter showing that we are beginning to gain
traction in this market.  It's going to be gradual improvement
in Colombia.... We have a market share of around 10% now and we
want to grow that market share to the mid 20s and that will take
time."

Tigo is concentrating on increasing its market share through the
continued development of distribution networks, Millicom said in
a statement.

Millicom International "is orienting most of its South American
capex to operations in Colombia," BNamericas states, citing Mr.
Beuls.

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

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

                        *     *     *

Standard & Poor's Ratings Services placed its 'B+' long-term
corporate credit rating and 'B-' senior unsecured debt ratings
on Luxembourg-headquartered emerging-markets wireless
telecommunications operator Millicom International Cellular S.A.
on CreditWatch with positive implications, following the signing
of an agreement for sale by Millicom of its 88.9% stake in
Paktel Ltd. to China Mobile Communications Corp.

Millicom International's 10% senior notes due 2013 carry Moody's
B3 rating and Standard & Poor's B- rating.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 4, 2007, Moody's Investors Service confirmed its Ba3
Corporate Family Rating for Millicom International Cellular S.A.

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




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


FREEPORT-MCMORAN: Deutsche Reaffirms Buy Rating on Firm's Shares
----------------------------------------------------------------
Deutsche Bank Securities analyst Jorge Beristain has reaffirmed
his "buy" rating on Freeport-McMoRan's shares, Newratings.com
reports.

Newratings.com relates that the target price for Freeport-
McMoRan's shares was increased to US$145 from US$110.

According to Mr. Beristain's research note, Freeport-McMoRan is
benefiting from limited supply in the global copper markets and
increasing demand from China.

Mr. Beristain told Newratings.com that Freeport-McMoRan's output
volumes would increase in the long term by the expansion at
Tenke Fungurume.

Deutsche Bank said that the addition of new reserves from PD's
older mines might be "a catalyst" for Freeport-McMoRan's share
price in the future, Newratings.com notes.

The increase in the target price indicates a "shift in the base
year," Newratings.com states, citing Mr. Beristain.

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

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

As reported in the Troubled Company Reporter-Latin America on
Oct. 1, 2007, Moody's Investors Service revised Freeport-McMoRan
Copper & Gold Inc.'s (Freeport) and Phelps Dodge's outlooks to
positive and affirmed all of Freeport and Phelps Dodge's other
ratings.  The ratings reflect the overall probability of default
of Freeport, to which Moody's assigns a PDR of Ba2.

Outlook Actions:

Issuer: Freeport-McMoRan Copper & Gold Inc.

        -- Outlook: Changed To Positive From Stable

Issuer: Phelps Dodge Corporation

        -- Outlook: Changed To Positive From Stable

Ratings affirmed:

Issuer: Freeport-McMoRan Copper & Gold Inc.

        -- Corporate Family Rating: Ba2;

        -- Probability of Default Rating: Ba2;

        -- US$0.5 billion Senior Secured Revolving Credit
           facility, Baa2, LGD1, 2%;

        -- US$1.0 billion Senior Secured Revolving Credit
           Facility, Baa3, LGD2, 17%;

        -- US$2.45 billion Senior Secured Term Loan A, Baa3,
           LGD2, 17%;

        -- US$339.7 million 6.875% Senior Secured Notes due
           2014, Baa3, LGD2, 17%; and

        -- US$6 billion Senior Unsecured Notes: Ba3, LGD5, 80%.

Issuer: Phelps Dodge Corporation

        -- US$107.9 million 8.75% Senior Notes due 2011, Ba1,
           LGD3, 36%;

        -- US$115 million 7.125% Senior Notes due 2027, Ba1,
           LGD3, 36%;

        -- US$150 million 6.125% Senior Notes due 2034, Ba1,
           LGD3, 36%; and

        -- US$193.8 million 9.50% Senior Notes due 2031, Ba1,
           LGD3, 36%.




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


ANGIOTECH PHARMA: Moody's Lowers Corporate Family Rating to B3
--------------------------------------------------------------
Moody's Investors Service has downgraded the Corporate Family
Rating of Angiotech Pharmaceuticals, Inc. to B3 from B2 and
changed the rating outlook to negative from stable.  Although
Moody's affirmed the company's Speculative Grade Liquidity
Rating, Moody's believe the company is more weakly positioned
within the SGL-3 category.

The downgrade of Angiotech's Corporate Family Rating to B3 is
driven primarily by the company's lowered revenue and EBITDA
guidance for fiscal 2007.  As a result of continued constraints
on TAXUS drug-eluting stent sales as well as delayed and slower
than expected new product launches, Moody's anticipates that the
company's free cash flow will be negative during 2007, requiring
use of cash balances.

Diana Lee, a Senior Credit Officer at Moody's said, "If
Angiotech begins to burn through cash at an accelerated rate,
the ratings would likely be downgraded."  The company still
maintains approximately US$132 million in cash and investments
as of Sept. 30, 2007, which is expected to provide some
liquidity cushion over the near term.

Angiotech's implied rating under Moody's Global Medical Products
and Device Methodology is a "B3" based on financial data for the
twelve months ended June 30, 2007.  However, in Moody's opinion,
the company's weaker liquidity and extremely poor credit metrics
-- which are likely to decline further assuming no improvement
in sales -- provide rationale for the negative outlook.

Ratings downgraded:

-- Corporate Family Rating, B3 from B2

-- US$325 Senior Unsecured Notes, B2, LGD3, 46% from B1, LGD3,
    46%

-- US$250 Senior Subordinated Notes, Caa1, LGD6, 91% from B3,
    LGD6, 91%

-- Probability of Default Rating, B2 from B1

Rating affirmed:

-- Speculative Grade Liquidity Rating at SGL-3

Angiotech Pharmaceuticals, Inc., founded in 1992, based in
Vancouver, Canada, is a specialty pharmaceutical company that
focuses on drug-device combinations and drug-loaded surgical
biomaterial implants.  The company reported over US$315 million
in total revenue for the twelve months ended Dec. 31, 2006.

Following the acquisition of American Medical Instruments
Holdings, Inc. in the first quarter of 2006, Angiotech expanded
beyond its strong R&D capabilities to encompass the
manufacturing and marketing of a wide range of single use,
specialty medical devices.  Angiotech has several specialized
direct sales and distribution organizations in Puerto Rico, the
United States, the United Kingdom, Denmark and Switzerland, as
well as significant manufacturing capabilities.


CENTENNIAL COMM: Closes Spectrum Purchase in Key Midwest Markets
----------------------------------------------------------------
Centennial Communications Corp. has completed its purchase of
1900 Mhz wireless spectrum from Highland Cellular Holdings,
Inc., covering an aggregate of approximately 400,000 population
equivalents in Lima and Findlay-Tiffin, Ohio.  This targeted
purchase is contiguous to Ft. Wayne, Indiana and improves the
company's Midwest footprint, supporting already strong momentum
in its U.S. wireless retail business.

"This purchase reinforces our commitment to provide superior
voice and data network performance for our growing subscriber
base," said Michael J. Small, Centennial's chief executive
officer.  "The new territory is an attractive growth opportunity
in its own right and enables us to better market our services to
more of our existing footprint in neighboring Indiana."

Headquartered in Wall, New Jersey, Centennial Communications
Corp. (NASDAQ: CYCL) -- http://www.centennialwireless.com/--
provides regional wireless and integrated communications
services in the United States and the Puerto Rico with
approximately 1.1 million wireless subscribers and 387,500
access lines and equivalents.  The US business owns and operates
wireless networks in the Midwest and Southeast covering parts of
six states.  Centennial's Puerto Rico business owns and operates
wireless networks in Puerto Rico and the U.S. Virgin Islands and
provides facilities-based integrated voice, data and Internet
solutions.  Welsh, Carson, Anderson & Stowe and an affiliate of
the Blackstone Group are controlling shareholders of Centennial.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 13, 2007, Standard & Poor's Ratings Services raised its
ratings on Wall, New Jersey-based Centennial Communications
Corp., including the corporate credit rating, which was raised
to 'B' from 'B-'.

At Feb. 28, 2007, the company's balance sheet showed
USUS$1,393 million in total assets, USUS$2,482.8 million in
total liabilities, and USUS$3.9 million in minority interest in
subsidiaries, resulting in a USUS$1,093.7 million total
stockholders' deficit.


ISMAR SECURITY: Case Summary & 17 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Ismar Security Services & Academy, Inc.
        P.O. Box 2815
        Arecibo, PR 00613-2815

Bankruptcy Case No.: 07-06158

Chapter 11 Petition Date: October 22, 2007

Court: District of Puerto Rico (Old San Juan)

Debtor's Counsel: Wigberto Lugo Mender, Esq.
                  Lugo Mender & Co.
                  Centro Internacional de Mercadeo
                  Road 165 Road, Torre 1, Suite 501
                  Guaynabo, PR 00968
                  Tel: (787) 707-0404

Estimated Assets: US$100,000 to US$1 Million

Estimated Debts:  US$1 Million to US$100 Million

Debtor's list of its 17 Largest Unsecured Creditors:

   Entity                                 Claim Amount
   ------                                 ------------
Banco Popular de Puerto Rico                US$242,431
P.O. Box 362708
San Juan, PR 00936-2708

Israel Martinez                              US$52,000
P.O. Box 2815
Arecibo, PR 00613-2815

Luis Cuevas Borrero                          US$26,365
c/o LCDA Marilyn Rodas
Department of Labor
505 Avenue Munoz Rivera
San Juan, PR 00919

First Bank                                   US$24,749

Euroleasing                                  US$21,000

Progressive Finance                          US$11,748

Eduardo Ruiz Aguilar                         US$10,704

First Bank                                   US$20,655
                                            Secured:
                                             US$13,795

Javier Hernandez CPA                          US$5,000

Guatemala Reto S.A.                           US$5,000

DaLage Lander                                 US$3,086

Wilfredo Nunez                                US$1,483

David Morales Nieves                          US$1,483

Bienvenido Parilla                            US$1,439

Nora Ortiz Ayala                              US$1,368

Miguel Nieves Roman                           US$1,328

Moises Aviles                                 US$1,316


PULTE HOMES: Posts US$787.9-Mln Net Loss in Third Quarter 2007
--------------------------------------------------------------
Pulte Homes has announced financial results for its third
quarter and nine months ended Sept. 30, 2007.  For the quarter,
the company reported a loss from continuing operations of
US$787.9 million, or US$3.12 per share, compared with income
from continuing operations of US$191.5 million for the prior
year third quarter, or US$0.74 per diluted share.  The third
quarter 2007 loss included US$1.18 billion on a pre-tax basis,
or US$3.33 per share after-tax, recorded for impairments, land-
related charges and impairment of goodwill, compared with
US$87.7 million, or US$0.22 per diluted share for the third
quarter of 2006.

Consolidated revenues for the quarter were US$2.5 billion, a
decline of 31% from prior year revenues of US$3.6 billion.

"The operating environment continues to be challenged with
elevated levels of new and resale home inventory, tightening of
mortgage liquidity, and weak consumer sentiment for housing,"
said Richard J. Dugas, Jr., President and Chief Executive
Officer of Pulte Homes.  "In the midst of these conditions, in
the third quarter we were profitable on a pre-impairment basis,
which exceeded the higher end of the guidance we previously
provided of US$0.10 to US$0.20 per diluted share, exclusive of
impairments or land-related charges.  We also modestly improved
our cash position, while reducing outstanding debt under the
revolving credit facility.  We remain focused on maintaining a
strong, transparent balance sheet, generating additional cash,
and managing SG&A costs to better match this challenging
operating environment."

The company ended the quarter with US$102 million in cash and
paid down US$148 million of debt outstanding under its US$1.86
billion revolving credit facility since June 30, 2007.  Pulte's
debt-to-capitalization ratio was 40.3%, as of Sept. 30, 2007,
compared with 39.5% one year ago.

                   Third Quarter Results

Revenues from homebuilding settlements in the third quarter
decreased 31% to US$2.4 billion compared with US$3.5 billion
last year.  The change in revenue for the quarter reflects a 28%
decrease in closings to 7,468 homes, and a 4% decrease in
average selling price to US$322,000.

Third quarter homebuilding pre-tax loss was approximately US$1.1
billion, compared with prior year pre-tax income of US$286.1
million.  The pre-tax loss for the period reflects a decline in
gross margins to -12.2% from 17.1% in the prior year quarter.
Homebuilding SG&A expense decreased 15% compared with the prior
year quarter, but increased to 9.8% as a percentage of home sale
revenues compared with 8% for the same period last year.
Homebuilding pre-tax loss for the third quarter is inclusive of
approximately US$842 million of pre-tax charges, or US$2.10 per
share on an after-tax basis, resulting from adjustments to land
inventory and land held for sale, including the company's
investment in unconsolidated joint ventures, and the write-off
of deposits and other related costs associated with land
transactions the company no longer plans to pursue.  The
homebuilding pre-tax loss also includes goodwill impairment of
US$336 million, or US$1.23 per share on an after-tax basis,
recorded during the quarter.

Net new home orders for the third quarter were 4,582 homes,
valued at US$1.3 billion, which represent declines of 37% and
47%, respectively, from prior year third quarter results. Pulte
Homes' ending backlog as of Sept. 30, 2007 was valued at US$4.1
billion (12,042 homes), compared with a value of US$5.8 billion
(16,375 homes) at the end of last year's third quarter.

The company's financial services operations reported pre-tax
income of US$12.9 million for the third quarter 2007 compared
with US$21.4 million of pre- tax income for the prior year's
quarter.  The decrease in third quarter 2007 pre-tax income was
primarily due to a 38% decline in mortgage loans originated
during the quarter compared with the prior year's quarter.  The
mortgage capture rate for the quarter was approximately 92%,
compared with 91% for the same quarter last year.

                      Nine-Month Results

For the nine months ended Sept. 30, 2007, Pulte Homes' loss from
continuing operations was US$1.38 billion, or US$5.48 per share,
compared with prior year income from continuing operations of
US$697.9 million, or US$2.70 per diluted share.  Consolidated
revenues for the period were US$6.4 billion, down from US$9.9
billion for the first nine months of last year.

Revenues from homebuilding settlements for the period were
US$6.1 billion, down 37% from the prior year. Lower revenues for
the period resulted from a 3% decrease in average selling price
to US$324,000, combined with a 35% decrease in the number of
homes closed to 18,826.

Homebuilding pre-tax loss for the period was approximately
US$2.05 billion, compared with pre-tax income of US$1.04 billion
for the prior year period.  The pre-tax loss for the period
reflects a decline in gross margins to -7.4% from 20.2% in the
prior year period.  Homebuilding SG&A expense declined 2% for
the current year period compared with the prior year period, but
increased to 13.3% as a percentage of home sale revenues
compared with 8.6% for the same period last year. Homebuilding
pre-tax loss for the first nine months of 2007 is inclusive of
approximately US$1.7 billion of pre-tax charges, or US$4.29 per
share on an after-tax basis, resulting from adjustments to land
inventory and land held for sale, including the company's
investment in unconsolidated joint ventures, and the write-off
of deposits and other related costs associated with land
transactions the company no longer plans to pursue.
Homebuilding pre-tax loss also includes goodwill impairment of
US$336 million, or US$1.23 per share on an after-tax basis,
recorded during the period.  A pre-tax restructuring charge of
approximately US$47 million was recorded during the period
related to the restructuring plan announced by the company on
May 29, 2007.

For the first nine months of 2007, Pulte's financial services
operations reported pre-tax income of US$32.7 million, compared
with US$85.8 million in the prior year.  The prior year results
reflect a first-quarter gain of approximately US$31.6 million
from the sale by Pulte Mortgage LLC of its investment in a
Mexico-based mortgage-banking company. In addition, lower loan
originations for the nine-month period, down 40% to 16,719
mortgages, also contributed to the decline.

                Fourth Quarter 2007 Guidance

"In part due to our relatively strong backlog position, combined
with our lower overhead spending, for the fourth quarter of 2007
we are projecting income from continuing operations in the range
from break-even to US$0.10 per diluted share, exclusive of any
additional impairments, land-related charges or goodwill
impairment," said Mr. Dugas.  "Due to the lack of longer-term
earnings visibility and the difficult market conditions that
persist, we are not at this time providing guidance for any
period beyond the fourth quarter of this year."

                      About Pulte Homes

Headquartered in Bloomfield Hills, Michigan, Pulte Homes, Inc.
is one of the country's largest homebuilders, with domestic
operations in 27 states and 52 markets, as well as in Puerto
Rico.  Revenues and net income for the trailing twelve-month
period ended June 30, 2007, were approximately US$11.8 billion
and US$411 million, respectively.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 15, 2007, Moody's Investors Service has lowered the ratings
of Centex Corporation, Lennar Corporation, and Pulte Homes,
Inc., assigning each of the three companies corporate family
ratings of Ba1.  All three companies were also assigned negative
ratings outlooks and were taken off review for downgrade, where
they had been placed on Aug. 22, 2007.




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


HILTON HOTELS: Closes Merger Pact with Blackstone Affiliate
-----------------------------------------------------------
Hilton Hotels Corporation and The Blackstone Group has completed
the previously announced merger of Hilton with an affiliate of
The Blackstone Group's real estate and corporate private equity
funds.

Pursuant to the terms of the merger agreement, holders of
Hilton's common stock will receive US$47.50 in cash, without
interest, for each share of common stock that they own
immediately prior to the effective time of the Merger.  As a
result of the Merger, Hilton's common stock will cease to trade
on the New York Stock Exchange at the close of market today and
will be delisted.

Hilton also announced that, as of 8:00 a.m., New York City time,
on Oct. 24, 2007, the following principal amounts of its
securities had been validly tendered and not withdrawn pursuant
to Hilton's cash tender offers for such securities:

   -- US$363.7 million aggregate principal amount of its 7.625%
      Notes due 2008,

   -- US$129.5 million aggregate principal amount of its 7.200%
      Notes due 2009,

   -- US$290.7 million aggregate principal amount of its 8.250%
      Notes due 2011,

   -- US$369.9 million aggregate principal amount of its 7.625%
      Notes due 2012,

   -- US$145.1 million aggregate principal amount of its 7.500%
      Notes due 2017,

   -- US$103.6 million aggregate principal amount of its 8.000%
      Quarterly Interest Bonds due 2031 and

   -- CLP67,715,000,000 aggregate principal amount of its 7.430%
      Chilean Inflation-Indexed (UF) Notes due 2009.

All securities validly tendered and not withdrawn have been
accepted for payment pursuant to the tender offers.

As a result of the acceptance of securities for purchase
pursuant to Hilton's tender offers, the supplemental indentures
to the Indenture dated as of April 15, 1997, by and between
Hilton and The Bank of New York Trust Company, N.A., which were
previously executed and delivered in connection with the consent
solicitations relating to the tender offers, have become
operative.

In addition, Hilton reported that it had entered into a
supplemental indenture to the Indenture dated as of
April 22, 2003, by and between Hilton and The Bank of New York
Trust Company, N.A., governing Hilton's 3.375% Convertible
Senior Notes due 2023, as required by such indenture.  This
supplemental indenture provides that the Convertible Notes are
now convertible into US$2,111.11 in cash per US$1,000 principal
amount of Convertible Notes converted.

The Merger, the repayment of certain Hilton indebtedness and the
payment of transaction expenses has been financed with US$20.6
billion of mortgage and mezzanine debt financing incurred by
subsidiaries of Hilton and approximately US$5.7 billion of
equity invested by investment funds affiliated with The
Blackstone Group.  The Secured Debt is secured by substantially
all of Hilton's consolidated assets and contains significant
restrictions on the incurrence of any additional indebtedness by
Hilton, including the prohibition of any additional Hilton
indebtedness for money borrowed and/or evidenced by bonds,
debentures, notes and other similar instruments, other than a
limited right for an unsecured financing in an amount of not
less than US$1.0 billion at Hilton, provided that Hilton makes
the election to proceed with such an unsecured financing within
30 days of the Merger.  Thereafter, Hilton would not be
permitted to enter into such a financing without the unanimous
consent of the Secured Debt holders.  The proceeds of any Hilton
unsecured financing, if completed, would be used to repay an
equal amount of the Secured Debt.

Acquisition financing was provided by Bear Stearns, Bank of
America, Deutsche Bank, Goldman Sachs, Lehman Brothers, Merrill
Lynch and Morgan Stanley.  These institutions provided the
mortgage and mezzanine financing and also served as financial
advisors to Blackstone.  Simpson Thacher & Bartlett LLP acted as
legal advisor to Blackstone.  UBS Investment Bank and Moelis
Advisors acted as financial advisors to Hilton, and Sullivan &
Cromwell LLP acted as legal advisor to Hilton.

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

                        *     *     *

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

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




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


CHRYSLER LLC: UAW Key Locals in Michigan Accept Labor Contract
--------------------------------------------------------------
More than 9,000 United Auto Workers union members at four major
Chrysler LLC plants in Michigan voted on Wednesday on a proposed
labor contract between the union and the carmaker, various
papers report.

Sources say that 78% of the union members at Chrysler's assembly
plant in Warren, Michigan, accepted the contract, and 86% of
workers at a metal stamping plant in Sterling Heights, Michigan,
voted yes.  Both plants have a total of 5,200 workers.  Results
from another stamping plant in Warren, and an assembly plant in
Sterling Heights were not yet available.

Meanwhile, back in Kokomo, Indiana, 78% of 751 union members at
Local 1166, a transmission-casing plant, vetoed the tentative
contract on Tuesday, Mike Ramsey of Bloomberg News reports
citing Jim Lederle, recording secretary for the local.

As reported in yesterday's Troubled Company Reporter, UAW Local
685, with 4,500 employees at three Chrysler LLC transmission
plants in Kokomo, Indiana, rejected the tentative labor contract
by a 72% margin.

Four large union locals, representing a majority vote of
Chrysler's 45,000 union members, rejected the United Auto
Workers union's pact with Chrysler LLC over the weekend.  Locals
from Delaware, Missouri and Ohio turned down the pact on
Saturday while a Detroit local with 2,200 UAW members, vetoed it
on Sunday.

A 600-member UAW local in Beldivere, Illinois, will cast their
votes on Friday, concluding the poll, according to Micheline
Maynard of the New York Times.

As previously reported, Bill Parker, Chair of the 2007 UAW
Chrysler National Negotiating Committee, who voted against the
new tentative labor agreement between Chrysler LLC and the
United Auto Workers union, released a minority report to the
members of the UAW Chrysler Council, urging the Council to
reject Chrysler's offer and let the Committee return to the
bargaining table.

The UAW Chrysler Council, which includes local union leaders
from Chrysler LLC facilities throughout the U.S., voted
overwhelmingly to recommend ratification of the tentative
agreement reached on Oct. 10, 2007.

Mr. Parker, however, disclosed that the National Negotiating
Committee had a split vote on the contract.

                       About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- offers cars and minivans, pick-up
trucks, sport utility vehicles, and vans under the Chrysler,
Jeep, and Dodge brand names.  It also sells parts and
accessories under the MOPAR brand.

The company has dealers worldwide, including Canada, Mexico,
U.S., Germany, France, U.K., Argentina, Brazil, Venezuela,
China, Japan and Australia.

                        *     *     *

On Oct. 1, 2007, Standard & Poor's Ratings Services placed its
corporate credit ratings on Chrysler LLC and DaimlerChrysler
Financial Services Americas LLC on CreditWatch with positive
implications.

As reported in the Troubled Company Reporter on Aug. 8, 2007,
Standard & Poor's Ratings Services revised its loan and recovery
ratings on Chrysler LLC (B/Negative/--), including a 'BB-'
rating to the US$5 billion "first-out" first-lien term loan
tranche.  This rating, two notches above the corporate credit
rating of 'B' on Chrysler LLC, and the '1' recovery rating
indicate S&P's expectation for very high recovery in the event
of payment default.  S&P also assigned a 'B' rating to the
US$5 billion "second-out" first-lien term loan tranche.  This
rating, the same as the corporate credit rating, and the '3'
recovery rating indicate S&P's expectation for a meaningful
recovery in the event of payment default.

Moody's Investors Service has affirmed Chrysler Automotive LLC's
B3 Corporate Family Rating, and the Caa1 rating of the company's
US$2 billion senior secured, second lien term loan in connection
with Monday's closing of DaimlerChrysler AG's sale of a majority
interest of Chrysler Group to Cerberus Capital Management LLC.


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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 Ritah K. Jala, Editors.

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

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