TCRLA_Public/071116.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, November 16, 2007, Vol. 8, Issue 227

                          Headlines

A R G E N T I N A

BRILLOLAM SA: Proofs of Claim Verification Deadline Is Dec. 11
FIDEICOMISO FINANCIERO: Moody's Puts B1 Global Rating on Debts
FRIO MUNDIAL: Proofs of Claim Verification Ends on Dec. 28
LONGDAY SA: Proofs of Claim Verification Deadline Is Dec. 20
RED HAT: Extends Pact w/ Hyperic on Open Source Systems Mgmt.

REPES SA: Proofs of Claim Verification Is Until March 19
TOP CELULAR: Proofs of Claim Verification Deadline Is March 14
WENDY'S INT'L: Gets Lower Purchase Proposal from Triarc Cos.


B E R M U D A

AIRCASTLE BERMUDA: Proofs of Claim Filing Is Until Today
AIRCASTLE BERMUDA HOLDING: Proofs of Claim Filing Ends Today
AIRCASTLE BERMUDA HOLDING VIII: Claims Filing Is Until Today
AIRCASTLE BERMUDA HOLDING IX: Claims Filing Deadline Is Today
AMSTELVEEN FSC: Proofs of Claim Filing Deadline Is Today

BD MANAGEMENT: Proofs of Claim Filing Is Until Today
CYRUS REINSURANCE: S&P Assigns Low B Ratings on Bank Loans
FOUNTAINS FSC: Proofs of Claim Filing Deadline Is Today
MSD LATINA: Proofs of Claim Filing Deadline Is Today
NIGHT WATCH: Proofs of Claim Filing Ends Nov. 21

OPTIMA SHORT: Proofs of Claim Filing Ends Today
PRO-ACTIVE MANAGEMENT: Wind-Up Petition Hearing Set for Today
REGGA INSURANCE: Proofs of Claim Filing Ends Today
STENA CARRON: Proofs of Claim Filing Deadline Is Today
TREEMONT LIFE: Proofs of Claim Filing Is Until Nov. 21

TREMONT SERVICES: Proofs of Claim Filing Deadline Is Nov. 21
ZEN LIMITED: Proofs of Claim Filing Deadline Is Nov. 21


B R A Z I L

ASPEN TECH: Hires James Hintlian To lead Pharmaceutical Biz Unit
COMPANHIA SIDERURGICA: Earns US$395.6 Million in Third Quarter
DELPHI CORP: To Receive Labor Payments from GM Through 2015
GENERAL MOTORS: Signs 2007 UAW-GM National Labor Contract
GENERAL MOTORS: To Make Labor Payments to Delphi Through 2015

HEXION SPECIALTY: Posts US$2-Mln Net Loss in 2007 Third Quarter

* BRAZIL: Moody's Cuts Series 2002-2 Senior Certificate Ratings


C A Y M A N   I S L A N D S

ANIMI OFFSHORE: Proofs of Claim Filing Deadline Is Nov. 27
ANIMI OFFSHORE FUND: Proofs of Claim Filing Is Until Nov. 27
ANIMI MASTER: Proofs of Claim Filing Is Until Nov. 27
ANIMI MASTER FUND: Proofs of Claim Filing Ends on Nov. 27
ANN FUNDING: Proofs of Claim Filing Deadline Is Nov. 28

EM SPECIAL: Proofs of Claim Filing Deadline Is Nov. 29
FIRST DORMY: Proofs of Claim Filing Ends on Nov. 29
GLOBAL AIR: Proofs of Claim Filing Deadline Is Nov. 29
GLOBAL AIR MOV'T: Proofs of Claim Filing Is Until Nov. 29
MESA 2002-2: Proofs of Claim Filing Deadline Is Nov. 29

SCOTTISH RE: Declares US$0.4531 Per Preferred Share Dividend


C H I L E

CLAXSON INTERACTIVE: Hikes Tender Offer Price to US$12.35/Share
GMAC LLC: Fitch Puts BB Issuer Default Rating on Watch Negative


C O L O M B I A

CHIQUITA BRANDS: Faces Colombian Lawsuit Over Terrorist Payments


C U B A

NASH FINCH: Board Approves One Million Share Repurchase Program
NASH FINCH: Earns US$15.4 Million in Quarter Ended October 6


D O M I N I C A N   R E P U B L I C

AES CORP: To Complete Cash Tender Offer for Senior Notes


E L   S A L V A D O R

MILLICOM INT'L: Moody's Lifts Corporate Family Rating to Ba2


H O N D U R A S

SBARRO INC: Reports US$503,000 Net Income in Qtr. Ended Sept. 30

* HONDURAS: Police To Arrest Hondutel Head for Authority Abuse


J A M A I C A

MIRANT CORP: Moody's Reviews Ratings for Possible Upgrade


M E X I C O

ATARI INC: Streamlines Operations, Establishes Business Plan
FIRST DATA: Incurs US$2-Mln Net Loss in Quarter Ended Sept. 30
FEDERAL MOGUL: District Court Affirms Chapter 11 Plan
GRUPO MEXICO: Safety Violations at Cananea May Cause Disease
MEGA BRANDS: Moody's Reviews Ratings for Possible Downgrade

REMY WORLDWIDE: Files Supplement to Prepackaged Chapter 11 Plan
REMY WORLDWIDE: Plan Confirmation Hearing Set for November 20


N I C A R A G U A

DOLE FOOD: Judge Chaney Says Workers Can Seek Punitive Damages
INFINITY ENERGY: Earns US$3.2 Million in 3rd Qtr. Ended Sept. 30
XEROX CORP: Inks Three-Year Collaborative Deal with NC State


P A N A M A

SOLO CUP: Earns US$5.4 Million in Quarter Ended Sept. 30


P U E R T O   R I C O

MACY'S INC: Earns US$33 Million in Third Quarter Ended Nov. 3
MAXXAM INC: Incurs US$10.5-Mln Net Loss in Third Qtr. of 2007
MYLAN INC: S&P Downgrades Corp. Credit Rating to BB- from BB+


V E N E Z U E L A

ARVINMERITOR INC: Posts US$62 Million Net Loss in Fourth Quarter
PETROLEOS DE VENEZUELA: Venture with Chinese Co. Bags Contract
PETROLEOS DE VENEZUELA: May Suffer Fin'l Crisis, Report Says
SHAW GROUP: Expects To File 2007 Annual Report by Mid-December


                         - - - - -


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


BRILLOLAM SA: Proofs of Claim Verification Deadline Is Dec. 11
--------------------------------------------------------------
Jacobo Beker, the court-appointed trustee for Brillolam S.A.'s
bankruptcy proceeding, verifies creditors' proofs of claim until
Dec. 11, 2007.

Mr. Beker will present the validated claims in court as
individual reports on March 3, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Brillolam 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 Brillolam's
accounting and banking records will be submitted in court on
April 17, 2008.

Mr. Beker is also in charge of administering Brillolam'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


FIDEICOMISO FINANCIERO: Moody's Puts B1 Global Rating on Debts
--------------------------------------------------------------
Moody's Latin America has assigned a rating of Aa3.ar (Argentine
National Scale) and of B1 (Global Scale, Local Currency) to the
debt securities of Fideicomiso Financiero SECUPYME XXVIII issued
by Banco de Valores S.A. -- acting solely in its capacity as
Issuer and Trustee.

The rated securities are backed by a pool of bills of exchange
signed by agricultural producers in Argentina.  The bills of
exchange are guaranteed by Garantizar S.G.R., which is a
financial guarantor in Argentina.  Garantizar has a rating of
Aa3.ar (Argentine National Scale) and of B1 (Global Scale, Local
Currency).

The rating assigned to this transaction is primarily based on
the rating of Garantizar.  Therefore, any future change in the
rating of the guarantor may lead to a change in the rating
assigned to this transaction.  The rating addresses the payment
of interest and principal on or before the legal final maturity
date of the securities.

Banco de Valores S.A. (Issuer and Trustee) issued one class of
debt securities denominated in US dollars.  The rated securities
will bear a 7.5% annual interest rate.

The rated securities will be repaid from cash flow arising from
the assets of the Trust, constituted by a pool of fixed rate
bills of exchange denominated in US dollars signed by
agricultural producers and guaranteed by Garantizar S.G.R.  The
bills of exchange will bear the same interest rate as the rated
securities.

Although the rated securities (and the bills of exchange) are
denominated in US dollars, they are payable in Argentine pesos
at the exchange rate published by Banco de la Nacion Argentina
as of the day prior to the date that the funds are initially
deposited into the Trust account.  As a result, the dollar is
used as a currency of reference and not as a mean of payment.
For that reason, the transaction is considered to be denominated
in local currency.

If, eight days before the final maturity date, the funds on
deposit in the trust account are not sufficient to make payments
to investors, the Trustee is obligated to request Garantizar to
make payment under the bills of exchange.  Garantizar, in turn,
will have five days to make this payment into the trust account.
Under the terms of the transaction documents, the trustee has up
to two days to distribute interest and principal payments to
investors.  Interest on the securities will accrue up to the
date on which the funds are initially deposited by either
Garantizar, the exporter, or the individual producers into the
Trust account.


FRIO MUNDIAL: Proofs of Claim Verification Ends on Dec. 28
----------------------------------------------------------
Jacobo Michan, the court-appointed trustee for Frio Mundial
S.A.'s bankruptcy proceeding, verifies creditors' proofs of
claim until Dec. 28, 2007.

Mr. Michan will present the validated claims in court as
individual reports on March 13, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Frio Mundial 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 Frio Mundial's
accounting and banking records will be submitted in court on
April 30, 2008.

Mr. Michan is also in charge of administering Frio Mundial'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 Michan
         Paraguay 2492
         Buenos Aires, Argentina


LONGDAY SA: Proofs of Claim Verification Deadline Is Dec. 20
------------------------------------------------------------
Mirta Noemi Andrada, the court-appointed trustee for Longday
S.A.'s bankruptcy proceeding, verifies creditors' proofs of
claim until Dec. 20, 2007.

Ms. Andrada will present the validated claims in court as
individual reports on March 10, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Longday 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 Longday's accounting
and banking records will be submitted in court on
April 24, 2008.

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

The trustee can be reached at:

         Mirta Noemi Andrada
         Avenida Corrientes 676
         Buenos Aires, Argentina


RED HAT: Extends Pact w/ Hyperic on Open Source Systems Mgmt.
-------------------------------------------------------------
Red Hat and Hyperic Inc. have extended their agreement to
collaborate on the development of a common systems management
platform.  Development will continue under an open source model.

For years, the JBoss Operations Network team has been developing
code on the Hyperic platform. Red Hat will be contributing its
updates and enhancements to this new open source project.  Both
companies will work to maintain, govern and extend management
capabilities within the new open source systems management
platform project.  Additionally, Hyperic and Red Hat will work
jointly to include this base in both future Hyperic and Red Hat
systems management products.

"Hyperic is committed to improving the manageability of
technology everywhere," said Javier Soltero, CEO of Hyperic.
"This relationship furthers our mission by enabling ISV's,
hardware vendors and users to contribute to and extend our base
platform with tight management of any network, desktop, server,
OS, DB, Middleware or application technology."

In keeping with the open source development model, Red Hat and
Hyperic will share an open source code repository hosted by
Hyperic.  The community will have full access to the code base
via the GPL license.  Red Hat and Hyperic will collaborate on a
development and governance roadmap for the common technology
that will enable both companies to produce innovative solutions
for systems management.

"The combination of Red Hat and Hyperic open source technology
is more than the sum of its parts," said Craig Muzilla, vice
president, Middleware Products at Red Hat.  "Now, companies have
access to a powerful blend of our management depth for the Red
Hat platform, and an extended community building from the same
core technology."

                       About Hyperic Inc.

Hyperic -- http://www.hyperic.com/-- provides the only open
source systems management software purpose-built for the fast-
moving online services market.  Hyperic's software provides
unprecedented cross-stack visibility and helps enterprises to
pinpoint, correct and prevent problems at every layer --
including hardware, networks, virtualization, middleware and
applications.  Hyperic's technology-neutral approach supports
innovation by enabling manageability across technologies in the
market today as well as those of tomorrow.  Hyperic's software
manages online services businesses of all sizes, including hi5
Networks, eHarmony.com, MyNewPlace.com and more.  Founded in
2004 and headquartered in San Francisco, California, Hyperic is
a private company funded by Accel Partners and Benchmark
Capital.

                        About Red Hat

Headquartered in Raleigh, North Carolina Red Hat, Inc. --
http://www.redhat.com/-- is an open source and Linux provider.
Red Hat provides operating system software along with
middleware, applications and management solutions.  Red Hat also
offers support, training, and consulting services to its
customers worldwide and through top-tier partnerships.

The company has offices in Singapore, Germany, and Argentina,
among others.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 19, 2007, Standard & Poor's Ratings Services has revised
its outlook on Red Hat Inc. to positive from stable and affirmed
the ratings, including the 'B+' corporate credit rating.


REPES SA: Proofs of Claim Verification Is Until March 19
--------------------------------------------------------
Jose Cicocioco, the court-appointed trustee for Repes SA's
bankruptcy proceeding, verifies creditors' proofs of claim until
March 19, 2008.

Mr. Cicocioco will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 16 in Buenos Aires, with the assistance of Clerk
No. 32, 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 Repes 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 Repes' accounting and
banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

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

The debtor can be reached at:

         Repes SA
         Miralla 446
         Buenos Aires, Argentina

The trustee can be reached at:

         Jose Cicocioco
         Vidal 3375
         Buenos Aires, Argentina


TOP CELULAR: Proofs of Claim Verification Deadline Is March 14
--------------------------------------------------------------
Alfredo Raul Badaracco, the court-appointed trustee for Top
Celular SRL's bankruptcy proceeding, verifies creditors' proofs
of claim until March 14, 2008.

Mr. Badaracco will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 2 in Buenos Aires, with the assistance of Clerk
No. 3, 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 Top Celular 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 Top Celular's
accounting and banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

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

The debtor can be reached at:

         Top Celular SRL
         Salvador Maria del Carril 2189
         Buenos Aires, Argentina

The trustee can be reached at:

         Alfredo Raul Badaracco
         Esmeralda 980
         Buenos Aires, Argentina


WENDY'S INT'L: Gets Lower Purchase Proposal from Triarc Cos.
------------------------------------------------------------
At the request of the Board of Directors of Wendy's
International Inc. and in connection with the company's sales
process, Triarc Companies Inc. has submitted a proposal to
purchase 100% of the food chain's equity with a proposed
purchase price below the valuation range Triarc had indicated it
would be prepared to offer in its July 30, 2007 letter.

As reported in the Troubled Company Reporter on Aug. 1, 2007,
Nelson Peltz, chairman of Triarc, asked the special committee
working on Wendy's sale to consider his company's purchase
offer.  In his letter, Mr. Peltz dislosed that Triarc's offer
could range from $37 to $41 per share, which could increase
further depending on due diligence results.

In its Nov. 12, 2007 proposal, Triarc indicated that the
consideration would be primarily in the form of cash with a
portion to be paid in the form of Triarc equity.

Triarc's proposal is subject to the receipt of satisfactory
financing commitments, completion of due diligence, and the
approval by Triarc's Board of Directors of the final terms of
the transaction, including the final form of the merger
agreement and all other definitive agreements to be entered into
in connection with the transaction.

The Troubled Company Reporter previously disclosed citing the
Wall Street Journal that among the entities interested in buying
the company is Cedar Enterprises Inc., a Columbus, Ohio-based
franchisee which owns 134 Wendy's restaurants.

A group formed by Fidelity National Financial Inc., Thomas H.
Lee Partners LP, Oaktree Capital Management LP, and Ares
Management LLC also joined to bid for the company.

Last week, Fidelity National decided to put off its buyout
offer for the fastfood chain, according to a source cited by The
Wall Street Journal.

According to WSJ's source, Fidelity National pointed to the
poor terms of a staple financing recently disclosed by Wendy's
banks as the reason why it is not going forward with its bid.

Earlier, an unnamed source told WSJ that the sale of Wendy's
could be affected by a financing package its lenders -- J.P.
Morgan Chase & Co. and Lehman Brothers Holdings Inc. --
provided.

The package, which is anchored by a securitization of the
royalty fees franchisees pay Wendy's, allows the lenders to back
out should financing conditions worsen, the unnamed source said.

Calling the financing as "highly conditional," the unnamed
source believes such term could lower bids or make bidders think
twice about proceeding.

Wendy's decided to sell the business in June 2007 to "minimize
disruption to the company and its operations."

                    About Triarc Companies Inc.

Headquartered in New York City, Triarc Companies Inc.
(NYSE:TRY.B/TRY) -- http://www.triarc.com/-- is a holding
company and, through its subsidiaries, is currently the
franchisor of the Arby's restaurant system and the owner of
approximately 94% of the voting interests, 64% of the capital
interests and at least 52% of the profits interests in Deerfield
& Company LLC, an asset management firm.   The Arby's restaurant
system is comprised of approximately 3,600 restaurants, of
which, as of Dec. 31, 2006, 1,061 were owned and operated by the
company's subsidiaries.

Deerfield & Company LLC, through its wholly owned subsidiary,
Deerfield Capital Management LLC, is a Chicago-based asset
manager offering a diverse range of fixed income and credit-
related strategies to institutional investors with about
US$13.2 billion under management as of Dec. 31, 2006.

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

                        *     *     *

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

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




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


AIRCASTLE BERMUDA: Proofs of Claim Filing Is Until Today
--------------------------------------------------------
Aircastle Bermuda Holding VI Limited's creditors are given until
Nov. 16, 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.

Aircastle Bermuda's shareholder agreed on Nov. 1, 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


AIRCASTLE BERMUDA HOLDING: Proofs of Claim Filing Ends Today
------------------------------------------------------------
Aircastle Bermuda Holding VII Limited's creditors are given
until Nov. 16, 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.

Aircastle Bermuda's shareholder agreed on Nov. 1, 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


AIRCASTLE BERMUDA HOLDING VIII: Claims Filing Is Until Today
------------------------------------------------------------
Aircastle Bermuda Holding VIII Limited's creditors are given
until Nov. 16, 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.

Aircastle Bermuda's shareholder agreed on Nov. 1, 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


AIRCASTLE BERMUDA HOLDING IX: Claims Filing Deadline Is Today
-------------------------------------------------------------
Aircastle Bermuda Holding IX Limited's creditors are given until
Nov. 16, 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.

Aircastle Bermuda's shareholder agreed on Nov. 1, 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


AMSTELVEEN FSC: Proofs of Claim Filing Deadline Is Today
--------------------------------------------------------
Amstelveen FSC Ltd.'s creditors are given until Nov. 16, 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.

Amstelveen FSC's shareholders agreed on Nov. 2, 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


BD MANAGEMENT: Proofs of Claim Filing Is Until Today
----------------------------------------------------
BD Management Limited's creditors are given until Nov. 16, 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.

BD Management's shareholders agreed on Oct. 26, 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


CYRUS REINSURANCE: S&P Assigns Low B Ratings on Bank Loans
----------------------------------------------------------
Standard & Poor's Ratings Services has assigned these bank loan
ratings to Cyrus Reinsurance II Ltd.'s (Cyrus II) three proposed
bank loans totaling US$105 million:

     -- Senior secured term loan (senior debt, US$65 million,
        modeled probability of default of 70 basis points (bps),
        cushion of 15%) rated 'BB+',

     -- Senior subordinated secured term loan (senior
        subordinated debt, US$20 million, 235 bps, 40%) rated
        'B', and

     -- Junior subordinated secured term loan (junior
        subordinated debt, US$20 million, 661 bps, 18%) rated
        'B-'.


"The different ratings reflect differences in the modeled
probability of the tranches attaching and the application of a
cushion to consider the possibility of modeling error and other
risks," said S&P's credit analyst Mark Davidson.

"The cushion is a critical element to our rating process for
sidecars and other forms of indemnified property catastrophe
risk," Mr. Davidson added.  "The cushion equals the percentage
difference between the catastrophe losses associated with the
modeled probability of default and the catastrophe losses at the
point on Cyrus II's aggregate exceedance probability (AEP) curve
that correspond to the maximum adjusted probability of default
that S&P allows for the assigned rating."

The cushion addresses the potential for modeling error,
nonmodeled losses, variances between the modeled portfolio and
the actual portfolio, deviations in assumptions for premiums and
expenses, investment risk, and credit risk.  Adverse outcomes in
any of these areas would lower the catastrophe losses needed to
cause a default.  For example, if nonmodeled losses are US$5
million above the expectations in the sidecar's business plan,
the catastrophe losses needed to cause a default would be US$5
million less than implied by the modeled output based on the
sidecar's business plan.

The cushion will vary by transaction.  Although there are no
formal restrictions, S&P believes most sidecars' debt issuances
will have cushions between 15% and 30%.  The cushion for
securitization of indemnified property catastrophe risk through
an excess of loss reinsurance agreement, often referred to as
indemnified cat bonds or cat loans, will usually be less than
15% because risks other than modeled losses and modeling error
are mitigated through the catastrophe bond or catastrophe loan's
structure.

The cushions applied to Cyrus II are moderately less than the
cushion S&P would assign to a typical sidecar.  Cyrus II's
cushions are at the lower end of this range due to their higher
modeled probability of attachment and XL Re Ltd. and XL Re
Europe Ltd.'s (collectively, XL Re; (A+/Stable/--) strong
geographic diversification.  S&P believes the catastrophe
modeling software is more precise for less remote events because
the lack of historical data for extremely remote events makes it
very difficult to assess their frequency and severity.  XL Re's
portfolio is fairly balanced between exposures in the U.S. and
the rest of the world. Consequently, the modeling software
indicates that a thousand-year event from any peril would not
cause the senior tranche to attach.

Cyrus II is a limited-life, special-purpose Class 3 reinsurance
company domiciled in Bermuda that will assume reinsurance
(retro) risks from XL Re.  XL Re will cede 10% of the premium
and losses from most of its property catastrophe business to
Cyrus II through a policy attaching quota share reinsurance
treaty.  The agreement covers policies starting between Jan. 1,
2008, and July 1, 2008, inclusive.  Cyrus II will continue
reinsuring XL Re until all covered policies cancel or expire.
The loans will be on risk only for events occurring between Jan.
1, 2008 and July 1, 2009.  Cyrus II will deposit the majority of
the proceeds from its debt into a trust, and the trustee will
ensure proper order of payments.  The trust will also include
funds raised from the issuance of common stock by Cyrus
Reinsurance II Holdings SPC, the holding company of Cyrus II.
Capital cannot be released from the trust before Sept. 1, 2009,
except to pay claims and interest expense.

Cyrus Reinsurance Holdings SPC is majority-owned by investment
funds affiliated with Highfields Capital Management LP. Cyrus
Reinsurance Limited is a Class 3 Bermuda reinsurer that has
entered into a collateralized quota share reinsurance treaty
with its sole clients, XL Re Ltd. and XL Re Europe, both
subsidiaries of XL Capital Ltd.  Cyrus Re will assume up to 50%
of certain lines of property catastrophe reinsurance and
retrocession business underwritten by its clients for the 2006
and 2007 underwriting years (commencing Jan. 1, 2006 through and
including July 1, 2007), subject to adjustment under certain
conditions.  The current quota share cession percentage is 35%.


FOUNTAINS FSC: Proofs of Claim Filing Deadline Is Today
-------------------------------------------------------
Fountains FSC. Ltd's creditors are given until Nov. 16, 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.

Fountains FSC.'s shareholder agreed on Oct. 2, 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


MSD LATINA: Proofs of Claim Filing Deadline Is Today
----------------------------------------------------
MSD Latina America Services Ltd's creditors are given until
Nov. 16, 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.

MSD Latina's shareholders agreed on Oct. 26, 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


NIGHT WATCH: Proofs of Claim Filing Ends Nov. 21
------------------------------------------------
Night Watch FSC Ltd.'s creditors are given until Nov. 21, 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.

Night Watch's shareholder agreed on Nov. 2, 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


OPTIMA SHORT: Proofs of Claim Filing Ends Today
-----------------------------------------------
The Optima Short Fund Limited's creditors are given until
Nov. 16, 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.

The Optima Short's shareholder agreed on Nov. 2, 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


PRO-ACTIVE MANAGEMENT: Wind-Up Petition Hearing Set for Today
-------------------------------------------------------------
The Supreme Court of Bermuda will hear the petition for the
wind-up of Pro-Active Management Services Ltd. on Nov. 16, 2007,
at 9:30 a.m.

Michael E. Smith of Smith & Co., Barristers & Attorneys -- a
creditor of Pro-Active Management -- presented the wind-up
petition on Oct. 16, 2007, before the Supreme Court.

Any creditor or contributory of Pro-Active Management who wants
to support or oppose the making of an order on the petition may
attend the hearing by himself or through his counsel.  Those
interested in attending the hearing were required to send by
post a notice in writing of his intention to do so by 4:00 p.m.
on Nov. 15, 2007, to the attorneys for the petitioner:

          Smith & Co.
          95 Front Street, Hamilton
          Bermuda

Creditors or contributories of Pro-Active Management may ask a
copy of the petition upon payment of the regulated charge to
Smith & Co.


REGGA INSURANCE: Proofs of Claim Filing Ends Today
--------------------------------------------------
Regga Insurance Limited's creditors are given until
Nov. 16, 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.

Regga Insurance's shareholders agreed on Nov. 1, 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


STENA CARRON: Proofs of Claim Filing Deadline Is Today
------------------------------------------------------
Stena Carron Limited's creditors are given until Nov. 16, 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.

Stena Carron's shareholders agreed on Oct. 26, 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


TREEMONT LIFE: Proofs of Claim Filing Is Until Nov. 21
------------------------------------------------------
Tremont Life Holdings, Ltd.'s creditors are given until
Nov. 21, 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.

Tremont Life's shareholders agreed on Nov. 2, 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


TREMONT SERVICES: Proofs of Claim Filing Deadline Is Nov. 21
------------------------------------------------------------
Tremont Services Ltd.'s creditors are given until Nov. 21, 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.

Tremont Services' shareholders agreed on Nov. 2, 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


ZEN LIMITED: Proofs of Claim Filing Deadline Is Nov. 21
-------------------------------------------------------
Zen Limited's creditors are given until Nov. 21, 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.

Zen's shareholders agreed on Oct. 31, 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 R A Z I L
===========


ASPEN TECH: Hires James Hintlian To lead Pharmaceutical Biz Unit
----------------------------------------------------------------
Aspen Technology Inc. it has named James Hintlian to launch a
new business unit focused on the Pharmaceuticals industry.  This
move signals AspenTech's commitment to build on its emerging
presence in Pharmaceuticals, and extend the company's core
markets beyond Energy and Chemicals.  Mr. Hintlian will report
directly to AspenTech president and Chief Executive Officer Mark
Fusco.

"More diverse types of process industries are realizing the
benefits of aspenONE integrated process optimization solutions,
and we see tremendous opportunities to expand our penetration
into the pharmaceuticals market," said Mark Fusco, president and
CEO, AspenTech.  "With Jamie's breadth of experience, insight
and passion for the industry, he will be extremely valuable as
the leader of our Pharmaceuticals strategy.  With this focus, we
will also better align our resources and products to create
stronger partnerships with our Pharmaceuticals customers."

Mr. Hintlian will be responsible for developing and executing
AspenTech's pharmaceuticals business, product and go-to-market
strategies, building on AspenTech's existing relationships with
13 of the world's top 15 Pharmaceutical companies. AspenTech
solutions for leading pharmaceutical companies already include
the following aspenONE deployments:

   -- Enabling a multibillion dollar pharmaceutical company to
      transform its process development operations across the
      development work flow, and into commercial manufacture.

   -- Providing a global bio-science manufacturer with the
      capability to efficiently schedule a highly complex U.S.
      manufacturing operation, driving plant utilization and
      customer delivery performance metrics.

   -- Delivering significant manufacturing performance
      improvements and cost reductions for one of the world's
      largest API (Active Pharmaceutical Ingredient)
      manufacturing operations.

Mr. Hintlian joins AspenTech from Accenture, where for several
years he was a senior partner leading the Global Health and Life
Sciences Supply Chain Practice.  In his career at Accenture, and
previously at Data General, Hintlian led several innovation
initiatives.  At Accenture, he developed the first fully
operational supply chain using RFID (radio frequency
identification) to support drug pedigree and anti-counterfeiting
programs, from manufacturer to retail pharmacy.

Mr. Hintlian is also a frequent speaker at industry association
events -- this week, in his first days at AspenTech, he was a
special invited commentator at the AMR Research annual
"Healthcare Exchange" conference.  Mr. Hintlian is also a member
of the editorial board for Supply Chain Management Review.  He
holds both an M.S. and a B.S. in Operations Research from
Cornell University, where he also earned his MBA.

"I look forward to working with a strong AspenTech team as we
bring new process optimization innovations to the
Pharmaceuticals industry," said Mr. Hintlian.  "AspenTech's
ability to integrate core processes from drug discovery through
supply chain execution is unique, and supports critical
manufacturer programs aimed at improving R&D productivity,
design for quality and cost effective manufacturing execution."

Mr. Hintlian continued, "By harnessing the power of AspenTech's
unique process optimization software, pharmaceutical companies
can focus on the management of value, as opposed to assets,
throughout the product lifecycle.  We will build on our
successes by aligning AspenTech pharma solutions with emerging
industry needs, in particular embracing the initiatives of QbD
(Quality by Design), DfM (Design for Manufacture), and
Operational & Process Excellence from lab floor to shop floor to
top floor."

                    About Aspen Technology

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

                        *     *     *

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

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


COMPANHIA SIDERURGICA: Earns US$395.6 Million in Third Quarter
--------------------------------------------------------------
Companhia Siderurgica Nacional, Brazil's third-largest
steelmaker, reported third quarter financial results, showing
higher profitability due to iron ore exports and higher domestic
sales.

According to various reports, the steelmaker earned BRL699
million (US$395.6 million), double that of its earnings in the
same period last year.

Rodrigo Ferraz, a steel analyst with Banco Brascan SA in Sao
Paulo, expected profit of BRL765 million, according to Bloomberg
News.

"Sales volume in the domestic market is still showing an upward
trend," Mr. Ferraz said in a report to investors before results
were released, Bloomberg says.  "The redirection of products to
the internal market in addition to higher average prices should
bring net positive results."

Reuters says the company plans to offer shares for its Casa de
Pedra iron mine to fund its US$2.7 billion expansion plans in
2008.  The Casa Pedra mine is the company's most valuable asset
due to its steady supply of high-grade iron ore.

Companhia Siderurgica's U.S.-traded shares were up US$2.33, or
3.2%, to US$74.32 on Nov. 14, the Associated Press reports.

Headquartered Sao Paolo, Brazil, Companhia Siderurgica Nacional
S.A. -- http://www.csn.com.br/-- produces, sells, exports and
distributes steel products, like hot-dip galvanized sheets,
tin mill products and tinplate.  The company also runs its own
iron ore, manganese, limestone and dolomite mines and has
strategic investments in railroad companies and power supply
projects.  The group also operates in Brazil, Portugal and the
U.S.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 26, 2007, Standard & Poor's Ratings Services affirmed its
'BB' long-term corporate credit rating on Brazil-based steel
maker Companhia Siderurgica Nacional.  S&P said the outlook is
stable.


DELPHI CORP: To Receive Labor Payments from GM Through 2015
-----------------------------------------------------------
General Motors Corp. said in its third quarter 2007 financial
report filed with the U.S. Securities and Exchange Commission
that it expects to make its annual payments to Delphi Corp. for
labor costs through 2015, and said the payments could extend for
up to five more years.

Michigan-based General Motors said it will pay US$300,000,000 to
US$400,000,000 a year for labor costs, as part of the
settlements reached with Delphi and its labor union United
Automobile, Aerospace & Agricultural Implement Workers of
America.  Pursuant to the settlements, which was
contemporaneously filed with Delphi's Joint Plan of
Reorganization on Sept. 6, 2007 before the U.S. Bankruptcy Court
for the Southern District of New York, General Motors agreed to
reimburse a certain portion of Delphi's U.S. hourly labor costs
incurred to produce systems, components, and parts for GM from
Oct. 1, 2006 through Sept. 14, 2015.

General Motors and the bankrupt auto-parts supplier also agreed
to resolve all outstanding issues and claims against each other.
Delphi agreed to withdraw a prior request to terminate its
supply agreements with GM.  Delphi, GM's former parts-making
unit, also agreed to issue a US$1,500,000,000 note in favor of
GM, in exchange for its assumption of Delphi's pension
obligations, and pay US$2,700,000,000 cash to GM on the
effective date of the Plan.

Due to difficulties in obtaining commitment for a proposed
US$7,100,000,000 exit financing contemplated in the Plan,
Delphi, however, has reduced the amount of cash to available for
use as "currency" to be paid to creditors and interest holders.
GM has consented to an amendment, providing that GM would
receive US$1,500,000,000 in a combination of at least
US$750,000,000 in cash and a second lien note for the remaining
amount and US$1,200,000,000 in junior convertible preferred
stock of Delphi, instead of US$2,700,000,000 in cash.

Delphi is scheduled to seek the Bankruptcy Court's approval of
the disclosure statement explaining the terms of the Plan at a
Nov. 29, 2007 hearing, which has already delayed for almost
two months.  Delphi has to obtain approval of the disclosure
statement before it could begin soliciting votes from creditors
and equity holders on the Plan.  Delphi expects to emerge from
bankruptcy in the first quarter of 2008.

                    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.

                     About Delphi Corp.

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

The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors.  As of
Mar. 31, 2007, the Debtors' balance sheet showed
US$11,446,000,000 in total assets and US$23,851,000,000 in total
debts.

The Debtors' exclusive plan-filing period expires on
Dec. 31, 2007.  On Sept. 6, 2007, the Debtors filed their
Chapter 11 Plan of Reorganization and a Disclosure Statement
explaining that Plan.  (Delphi Bankruptcy News, Issue No. 96;
Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


GENERAL MOTORS: Signs 2007 UAW-GM National Labor Contract
---------------------------------------------------------
General Motors Chairman and CEO Rick Wagoner, United Auto
Workers President Ron Gettelfinger and their respective senior
leadership teams, signed the 2007 UAW-GM national labor contract
at a special ceremony held Monday at the UAW-GM Center for Human
Resources in Detroit, Michigan.  The new contract is effective
for the next four years.

As reported in the Troubled Company Reporter on Oct. 11, 2007,
GM confirmed that its UAW-represented employees have ratified
the GM-UAW 2007 national labor agreement.

The Troubled Company Reporter disclosed that GM and the UAW
reached a tentative agreement on Sept. 26, 2007, after more than
two months of bargaining.  The new four-year agreement covers
approximately 74,000 hourly employees located in more than 80
U.S. facilities.

                     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 Nov. 9, 2007,
Moody's Investors Service affirmed its rating for General Motors
Corporation (B3 Corporate Family Rating, Ba3 senior secured,
Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity
rating) but changed the outlook to Stable from Positive.  In an
environment of weakening prospects for US auto sales GM has
announced that it will take a non-cash charge of $39 billion for
the third quarter of 2007 related to establishing a valuation
allowance against its deferred tax assets in the US, Canada and
Germany.  Moody's ratings of GMAC LLC (Ba2 senior
unsecured/Negative outlook) and of Residential Capital LLC (Ba3
senior unsecured/Negative outlook) are unaffected by the action.


GENERAL MOTORS: To Make Labor Payments to Delphi Through 2015
-------------------------------------------------------------
General Motors Corp. said in its third quarter 2007 financial
report filed with the U.S. Securities and Exchange Commission
that it expects to make its annual payments to Delphi Corp. for
labor costs through 2015, and said the payments could extend for
up to five more years.

Michigan-based General Motors said it will pay US$300,000,000 to
US$400,000,000 a year for labor costs, as part of the
settlements reached with Delphi and its labor union United
Automobile, Aerospace & Agricultural Implement Workers of
America.  Pursuant to the settlements, which was
contemporaneously filed with Delphi's Joint Plan of
Reorganization on Sept. 6, 2007 before the U.S. Bankruptcy Court
for the Southern District of New York, General Motors agreed to
reimburse a certain portion of Delphi's U.S. hourly labor costs
incurred to produce systems, components, and parts for GM from
Oct. 1, 2006 through Sept. 14, 2015.

General Motors and the bankrupt auto-parts supplier also agreed
to resolve all outstanding issues and claims against each other.
Delphi agreed to withdraw a prior request to terminate its
supply agreements with GM.  Delphi, GM's former parts-making
unit, also agreed to issue a US$1,500,000,000 note in favor of
GM, in exchange for its assumption of Delphi's pension
obligations, and pay US$2,700,000,000 cash to GM on the
effective date of the Plan.

Due to difficulties in obtaining commitment for a proposed
US$7,100,000,000 exit financing contemplated in the Plan,
Delphi, however, has reduced the amount of cash to available for
use as "currency" to be paid to creditors and interest holders.
GM has consented to an amendment, providing that GM would
receive US$1,500,000,000 in a combination of at least
US$750,000,000 in cash and a second lien note for the remaining
amount and US$1,200,000,000 in junior convertible preferred
stock of Delphi, instead of US$2,700,000,000 in cash.

Delphi is scheduled to seek the Bankruptcy Court's approval of
the disclosure statement explaining the terms of the Plan at a
November 29, 2007 hearing, which has already delayed for almost
two months.  Delphi has to obtain approval of the disclosure
statement before it could begin soliciting votes from creditors
and equity holders on the Plan.  Delphi expects to emerge from
bankruptcy in the first quarter of 2008.

                    About Delphi Corp.

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

The company filed for chapter 11 protection on Oct. 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481).  John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts.  Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represents the Official Committee of Unsecured Creditors.  As of
Mar. 31, 2007, the Debtors' balance sheet showed
US$11,446,000,000 in total assets and US$23,851,000,000 in total
debts.

The Debtors' exclusive plan-filing period expires on
Dec. 31, 2007.  On Sept. 6, 2007, the Debtors filed their
Chapter 11 Plan of Reorganization and a Disclosure Statement
explaining that Plan.

                    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 Nov. 9, 2007,
Moody's Investors Service affirmed its rating for General Motors
Corporation (B3 Corporate Family Rating, Ba3 senior secured,
Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity
rating) but changed the outlook to Stable from Positive.  In an
environment of weakening prospects for US auto sales GM has
announced that it will take a non-cash charge of $39 billion for
the third quarter of 2007 related to establishing a valuation
allowance against its deferred tax assets in the US, Canada and
Germany.

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 said the outlook is stable.


HEXION SPECIALTY: Posts US$2-Mln Net Loss in 2007 Third Quarter
---------------------------------------------------------------
Hexion Specialty Chemicals Inc. reported its results for the
third quarter ended Sept. 30, 2007.  Highlights for the third
quarter of 2007 include:

   -- Revenues of US$1.43 billion in 2007 compared to US$1.34
      billion during the prior year period, an increase of 7%.

   -- Operating income of US$88 million for the third quarter of
      2007 compared to US$57 million during the prior year
      period, an increase of 54%.  Operating income for the
      third quarter of 2007 benefited from improved operating
      performance, as well as decreased integration costs,
      compared to the similar year-ago period.

   -- Net loss of US$2 million for the 2007 quarter versus a net
      loss of US$14 million in the third quarter of 2006.

   -- Segment EBITDA (earnings before interest, taxes,
      depreciation and amortization) increased 20 percent to
      US$162 million in third quarter 2007 compared to US$135
      million during the prior year period.

"We were pleased to achieve double-digit gains in Segment EBITDA
for the fifth consecutive quarter, while our operating income
increased by 54 percent in the third quarter of 2007 compared to
the prior year period, on the strength of several specialty
products within our Epoxy and Phenolic Resins segment, our
oilfield technology products, and our European and Latin
American forest products businesses," said Craig O. Morrison,
Chairman, President and Chief Executive Officer.  "We continue
to offset the challenging North American market conditions in
2007 through our strategy of international diversification,
synergy achievement, productivity initiatives and leveraging
bolt-on acquisitions to better serve our global customers."

"In the near-term, we continue to take the necessary actions to
offset price spikes in certain key raw materials. We have
recently announced several price increases for select products
focused on offsetting the volatility of input costs."

Hexion achieved US$10 million in synergies in the third quarter
of 2007 as the company continued to realize its targeted cost
saving as planned.  As of Sept. 30, 2007, Hexion has achieved
US$105 million in synergies from its full program targeting
US$175 million in savings.

As previously announced on July 12, 2007, Hexion entered into a
definitive merger agreement with Huntsman Corporation in an all-
cash transaction valued at approximately US$10.6 billion,
including assumed debt.  As previously disclosed, Huntsman's
stockholders approved the merger agreement with Hexion on
Oct. 16, 2007.  The transaction is subject to various
conditions, including expiration or termination of applicable
waiting periods under the Hart-Scott-Rodino Act, review by
several foreign jurisdictions and other customary closing
conditions.

"We are pleased that Huntsman's stockholders approved the
merger, and we continue to work diligently to satisfy all
closing conditions and complete the transaction as quickly as
possible," Mr. Morrison said.

Hexion also announced on Nov. 1, 2007, that it had completed the
purchase of ARKEMA GmbH, which had 2006 revenues of
approximately EUR101 million. Terms of the agreement were not
disclosed.  Based in the Leuna industrial park in east central
Germany, the ARKEMA German resins and formaldehyde business
manufactures formaldehyde and formaldehyde-based resins
including urea-formaldehyde, phenol-formaldehyde and melamine-
based resins systems.  These resins are used to manufacture
engineered wood panels including oriented strand board,
particleboard and medium density fiberboard.  The business also
produces impregnation resins used to laminate decorative paper
surfaces to wood products.

"We remain focused on serving an expanding list of leading
global customers in the high-growth regions of Eastern Europe,
Latin America and Asia Pacific through our broad portfolio of
thermoset resins," Mr. Morrison said.

                      About Hexion Specialty

Based in Columbus, Ohio, Hexion Specialty Chemicals Inc. --
http://www.hexion.com/-- serves the global wood and industrial
markets through a broad range of thermoset technologies,
specialty products and technical support for customers in a
diverse range of applications and industries.  Hexion Specialty
Chemicals is owned by an affiliate of Apollo Management, L.P.
The company has locations in China, Australia, Netherlands, and
Brazil. It is an Apollo Management L.P. portfolio company.
Hexion had 2006 sales of USUS$5.2 billion and employs more than
7,000 associates.

                        *     *     *

As reported in the Troubled Company Reporter on July 9, 2007,
Standard & Poor's Ratings Services placed its 'B' corporate
credit rating and other ratings on Columbus, Ohio-based Hexion
Specialty Chemicals Inc. on CreditWatch with negative
implications.  The ratings on related entities were also placed
on CreditWatch.


* BRAZIL: Moody's Cuts Series 2002-2 Senior Certificate Ratings
---------------------------------------------------------------
Moody's America Latina Ltda. has downgraded the ratings of the
senior certificates of Brazilian Securities Series 2002-2 (aka
Series 9 or BBRAZ S005) to B2 from B1 (Global Scale, Local
Currency), and to Ba1.br from Baa1.br (Brazilian National
Scale).  The ratings of these securities will remain on review
for possible further downgrade.

The downgrade of the Series 2002-2 certificates reflects Moody's
concerns over the high level of delinquencies and defaults in
the collateral portfolio relative to the senior certificates'
outstanding balance.  As of September 2007, Brazilian Securities
reports that only 33% of the mortgage pool is current in its
monthly payments, with serious delinquencies (90+ days) and
loans in foreclosure accounting for approximately 50% of the
securitized pool.

The Series 2002-2 has been on review since July 2006.  The
continuation of the review reflects Moody's concerns over the
sustainability of collections to meet the interest and principal
payments required under the transaction documents, given the
high level of non-performing loans. Moody's review will focus on
the results of the collection efforts on non-performing
collateral and the liquidation of real-estate owned, as well as
on the reliability of performance data provided to Moody's for
this transaction.

Approximately BRL1.2 Million of Debt Securities Affected.

The complete rating action is:

Issuer: Brazilian Securities Companhia de Securitizacao

    -- Senior Certificates Series 2002-2, downgraded to B2 from
       B1 (Global Scale, Local Currency) and to Ba1.br from
       Baa1.br (Brazilian National Scale), on review for
       possible further downgrade.




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


ANIMI OFFSHORE: Proofs of Claim Filing Deadline Is Nov. 27
----------------------------------------------------------
The Animi Offshore Concentrated Risk Fund, Ltd.'s creditors are
given until Nov. 27, 2007, to prove their claims to Archeus
Capital Management, LLC -- 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.

The Animi Offshore's shareholder agreed on Oct. 18, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Archeus Capital Management, LLC
              Attention: Ramanan Navakadadcham
              c/o Ogier
              P.O. Box 1234, Grand Cayman KY1-1108
              Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 949 1986


ANIMI OFFSHORE FUND: Proofs of Claim Filing Is Until Nov. 27
------------------------------------------------------------
The Animi Offshore Fund, Ltd.'s creditors are given until
Nov. 27, 2007, to prove their claims to Archeus Capital
Management, LLC -- 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.

The Animi Offshore's shareholder agreed on Oct. 18, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Archeus Capital Management, LLC
              Attention: Ramanan Navakadadcham
              c/o Ogier
              P.O. Box 1234, Grand Cayman KY1-1108
              Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 949 1986


ANIMI MASTER: Proofs of Claim Filing Is Until Nov. 27
-----------------------------------------------------
The Animi Master Concentrated Risk Fund, Ltd.'s creditors are
given until Nov. 27, 2007, to prove their claims to Archeus
Capital Management, LLC -- 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.

The Animi Master's shareholder agreed on Oct. 18, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Archeus Capital Management, LLC
              Attention: Ramanan Navakadadcham
              c/o Ogier
              P.O. Box 1234, Grand Cayman KY1-1108
              Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 949 1986


ANIMI MASTER FUND: Proofs of Claim Filing Ends on Nov. 27
---------------------------------------------------------
The Animi Master Fund, Ltd.'s creditors are given until
Nov. 27, 2007, to prove their claims to Archeus Capital
Management, LLC -- 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.

The Animi Master's shareholder agreed on Oct. 18, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Archeus Capital Management, LLC
              Attention: Ramanan Navakadadcham
              c/o Ogier
              P.O. Box 1234, Grand Cayman KY1-1108
              Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 949 1986


ANN FUNDING: Proofs of Claim Filing Deadline Is Nov. 28
-------------------------------------------------------
Ann Funding Two Co., Ltd.'s creditors are given until
Nov. 28, 2007, to prove their claims 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.

Ann Funding's shareholder agreed on Oct. 29, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               John Cullinane
               Derrie Boggess
               c/o Walkers SPV Limited
               Walker House, 87 Mary Street
               George Town, Grand Cayman KY1-9002
               Cayman Islands
               Telephone: (345) 914-6305


EM SPECIAL: Proofs of Claim Filing Deadline Is Nov. 29
------------------------------------------------------
EM Special Opportunities TPC Ltd.'s creditors are given until
Nov. 29, 2007, to prove their claims to Jan Neveril and Richard
Gordon, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

EM Special's shareholder agreed on Oct. 31, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


FIRST DORMY: Proofs of Claim Filing Ends on Nov. 29
---------------------------------------------------
First Dormy Holdings' creditors are given until Nov. 29, 2007,
to prove their claims 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.

First Dormy's shareholder agreed on Oct. 31, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               John Cullinane
               Derrie Boggess
               c/o Walkers SPV Limited
               Walker House, 87 Mary Street
               George Town, Grand Cayman KY1-9002
               Cayman Islands
               Telephone: (345) 914-6305


GLOBAL AIR: Proofs of Claim Filing Deadline Is Nov. 29
------------------------------------------------------
Global Air Movement Cayman - Holdco's creditors are given until
Nov. 29, 2007, to prove their claims to Guy Major and Joshua
Grant, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

Global Air's shareholder agreed on Oct. 5, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


GLOBAL AIR MOV'T: Proofs of Claim Filing Is Until Nov. 29
---------------------------------------------------------
Global Air Movement Cayman - PEC Co.'s creditors are given until
Nov. 29, 2007, to prove their claims to Guy Major and Joshua
Grant, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

Global Air's shareholder agreed on Oct. 5, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


MESA 2002-2: Proofs of Claim Filing Deadline Is Nov. 29
-------------------------------------------------------
Mesa 2002-2 Global Issuance Company's creditors are given until
Nov. 29, 2007, to prove their claims to Andrew Millar and Joshua
Grant, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

Mesa 2002-2's shareholder agreed on Oct. 9, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


SCOTTISH RE: Declares US$0.4531 Per Preferred Share Dividend
------------------------------------------------------------
Scottish Re Group Limited's Board of Directors has declared a
cash dividend of US$0.4531 per Perpetual Preferred Share
outstanding to be paid on Jan. 15, 2008 to Perpetual Preferred
Share shareholders of record as of the close of business on
Jan. 2, 2008.

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

On June 30, 2007, Scottish Re reported total assets of US$13.6
billion and shareholder's equity of US$1.2 billion.




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


CLAXSON INTERACTIVE: Hikes Tender Offer Price to US$12.35/Share
---------------------------------------------------------------
Claxson Interactive, with the support of a group of the
company's controlling shareholders, the Cisneros Group, Hicks
Muse, Roberto Vivo and Luis H. Moreno, has submitted to the
special committee of independent directors an amendment to the
going private proposal made on March 19, 2007, to increase the
price per share offered to acquire for cash up to all of the
outstanding Class A Common Shares of the Company held by the
shareholders other than the Group to US$12.35 per share.

The offer is subject to approvals and definitive documentation
and this proposed transaction, or any similar transaction, may
not take place on these or any other terms.

Headquartered in Buenos Aires, Argentina, and Miami, Florida,
Claxson Interactive Group Inc. (Pink Sheets: XSONF) has a
presence in the United States and all key Ibero-American
countries, including Mexico, Chile, Brazil, Spain and Portugal.
Claxson's principal shareholders are the Cisneros Group of
Companies and funds affiliated with Hicks, Muse, Tate & Furst
Inc.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 4, 2007, Claxson Interactive Group Inc.'s obligaciones
negociables for US$44,400,000 is rated BB by Fitch Argentina.
The rating action was based on the company's balance sheet at
Sept. 30, 2006.


GMAC LLC: Fitch Puts BB Issuer Default Rating on Watch Negative
---------------------------------------------------------------
Fitch Ratings has placed GMAC LLC and its related subsidiaries
'BB+' long-term Issuer Default Ratings on Rating Watch Negative.
This action reflects the ongoing pressures in the company's
residential mortgage subsidiary, Residential Capital LLC
(ResCap, IDR 'BB+' by Fitch with Rating Watch Negative).

Fitch's review of GMAC and ResCap will consider the:

    -- the ability of ResCap to return to profitability in the
       near-term.

    -- the potential for additional financial support from GMAC.

    -- unencumbered asset coverage at both the GMAC and ResCap
       levels.

    -- appropriate risk-adjusted capital levels at GMAC and
       ResCap.

The review will also focus on the relative creditworthiness of
GMAC and ResCap, particularly in light of the demonstrated
financial support from GMAC to ResCap.  Fitch expects to
complete its review of both GMAC and ResCap in the next four to
six weeks.

Fitch acknowledges that GMAC's automotive and insurance
businesses have continued to perform well; however, this has
been more than offset by losses in the residential mortgage
business.  Fitch believes that the residential mortgage business
will remain stressed, at least over the near-term. Moreover,
Fitch also recognizes the good relative liquidity position of
GMAC at this juncture.

These ratings have been placed on Rating Watch Negative:

GMAC LLC

    -- Long-term IDR 'BB+';
    -- Short-term IDR 'B';
    -- Senior unsecured 'BB+';
    -- Short-term debt 'B'.

GMAC Australia (Finance) Limited

    -- Short-term debt 'B';
    -- Short-term IDR 'B'.

GMAC Bank GmbH

    -- Long-term IDR 'BB+';
    -- Short-term IDR 'B';
    -- Senior unsecured 'BB+';
    -- Short-term debt 'B'.

GMAC International Finance B.V.

    -- Long-term IDR 'BB+';
    -- Short-term IDR 'B';
    -- Senior unsecured 'BB+';
    -- Short-term debt 'B'.

General Motors Acceptance Corp. (N.Z.) Ltd.

    -- Long-term IDR 'BB+';
    -- Short-term IDR 'B';
    -- Short-term debt 'B'.

General Motors Acceptance Corp. of Canada Limited

    -- Long-term IDR 'BB+';
    -- Short-term IDR 'B';
    -- Senior unsecured 'BB+';
    -- Short-term debt 'B'.

General Motors Acceptance Corporation (U.K.) plc


    -- Short-term IDR 'B';
    -- Short-term debt 'B'.

General Motors Acceptance Corporation, Australia

    -- Long-term IDR 'BB+';
    -- Short-term IDR 'B';
    -- Senior unsecured 'BB+';
    -- Short-term debt 'B'.

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




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


CHIQUITA BRANDS: Faces Colombian Lawsuit Over Terrorist Payments
----------------------------------------------------------------
Colombian terrorism victims have filed in the U.S. District
Court in Manhattan an almost US$8-billion lawsuit against the
U.S. banana firm Chiquita Brands International for paying the
terrorist group The United Self-Defense Forces of Colombia, the
Associated Press reports.

As reported in the Troubled Company Reporter-Latin America on
Sept. 24, 2007, the Colombian government said that it would seek
the Chiquita Brands International officials' extradition if they
had broken local law after the company made a US$25-million
settlement for paying off terrorists.  The U.S. federal court
ordered Chiquita Brands to pay US$25 million in fines for paying
millions of dollars to Colombian terrorist groups from 1997 to
2004.  Chiquita Brands pleaded guilty to paying some US$1.7
million to Colombian paramilitary group United Self-Defense
Committees of Colombia, explaining that the payments were made
by a former unit due to threats to the safety of workers.  The
Honorable Royce Lamberth authorized an accord between Chiquita
Brands and the US government in March 2007 that spared company
officials.  Theprosecution also agreed not to name or prosecute
Chiquita Brands executives who were involved in paying the
terrorist groups.  Colombian officials were angry the
settlement.  The fine was small compared to other cases.

The Colombian terrorism victims accused Chiquita Brands of
"complicity in hundreds of deaths by financially supporting the
United Self-Defense, the AP says.  The complainants include
relatives of 387 people allegedly killed by the terrorism group.
They are seeking US$7.86 billion in damages from Chiquita
Brands.

A Chiquita Brands spokesperson told the AP that it would contest
the civil lawsuit.

Chiquita Brands admitted that its former subsidiary Banadex paid
US$1.7 million to the terrorist group between 1997 and 2004.  It
also admitted that the payments were illegal and pleaded guilty
this year to breaching the US counterterrorism laws and agreed
to pay a US$25-million fine, the AP states.

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

                        *     *     *

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

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




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


NASH FINCH: Board Approves One Million Share Repurchase Program
---------------------------------------------------------------
The Board of Directors of Nash Finch Company authorized, last
week, a share repurchase program authorizing the company to
purchase up to 1 million shares of the company's common stock.
The program will take effect on Nov. 19, 2007 and will continue
until Jan. 3, 2009.

                       Notice of Default

On Sept. 10, 2007, Nash Finch received a purported notice of
default, which was subsequently reissued on Sept. 27, 2007, to
correct a procedural defect in the initial notice, from certain
hedge funds who are beneficial owners purporting to hold at
least 25% of the aggregate principal amount of the Notes.  The
hedge funds alleged in the notice that Nash Finch was in breach
of Section 4.08(a)(5) of the Indenture governing the Notes,
which provides for an adjustment of the conversion rate on the
Notes in the event of an increase in the amount of certain cash
dividends to holders of Nash Finch's common stock.

Nash Finch believes it made all required adjustments to the
conversion rate on the Notes after it increased the quarterly
dividends paid to shareholders from US$0.135 to US$0.18 per
share and, accordingly, does not believe that a default has
occurred under the Indenture.  However, to avoid any
uncertainty, Nash Finch has asked the Trustee to execute a
supplemental indenture clarifying the company's obligations with
respect to such increases in its quarterly dividends.  The
Indenture trustee has filed an action in the Hennepin County
District Court, in Minneapolis, Minnesota for an order
determining its obligations with respect to the supplemental
indenture.  Nash Finch has filed its own action in the same
court, seeking a determination that the supplemental indenture
is proper and should be executed, and that regardless of whether
the supplemental indenture is executed, no default has occurred
under the Indenture.

Under the terms of the Indenture, if a default has occurred,
Nash Finch would have 30 days from the date of receipt of a
valid notice of default to cure.  Nash Finch has asked the Court
to toll the 30-day cure period while the Court determines
whether the Indenture trustee must execute the supplemental
indenture and whether Nash Finch adjusted the conversion rate in
accordance with the requirements of the Indenture.  If the Court
determines the hedge fund's assertion to be correct, Nash Finch
would cure the default by making an upward adjustment in the
conversion rate of 0.4307 shares per US$1,000 bond.

"In consultation with our legal and financial advisors, Nash
Finch determined that it made all required adjustments to the
conversion rate on the Notes, and therefore we are confident
that no event of default has occurred," Bob Dimond, Executive
Vice President and CFO of Nash Finch, said.   "We are
disappointed that this small group of noteholders has chosen to
pursue this path -- it appears to be nothing more than an
opportunistic attempt to achieve financial gain that is well
beyond what they are due."

                       About Nash Finch

Headquartered in Minneapolis, Minnesota, Nash Finch Company
(NASDAQ:NAFC) -- http://www.nashfinch.com/-- distributes food
products.  Nash Finch's core business, food distribution, serves
independent retailers and military commissaries in 31 states,
the District of Columbia, Europe, Cuba, Puerto Rico, the Azores
and Egypt.  The company also owns and operates a base of retail
stores, primarily supermarkets under the Econofoods(R), Family
Thrift Center(R) and Sun Mart(R) trade names.


NASH FINCH: Earns US$15.4 Million in Quarter Ended October 6
------------------------------------------------------------
Nash Finch Company disclosed financial results for the third
quarter ended Oct. 6, 2007.

Net earnings for the third quarter 2007 were US$15.4 million, as
compared to net loss of US$4.6 million in the prior year
quarter. During the third quarter the company reported the
effect of resolving two Internal Revenue Service examinations,
2003 statute of limitations expiration and filing of various
reports to settle potential tax liabilities resulting in a
decrease to income tax expense of approximately US$4.9 million.
Net earnings for the first forty weeks of 2007 were US$30.3
million, as compared to net earnings of US$3.4 million in the
prior-year period.

Total company sales for the sixteen week third quarter of 2007
were US$1.3 billion compared to US$1.4 billion in the prior-year
quarter.  Sales for the first forty weeks of 2007 were
US$3.4 billion compared to US$3.5 billion in the prior-year
period. The third quarter and year-to-date sales declines of
4.2% and 2.0%, respectively, result primarily from the
transition of a large customer to another supplier, which was
announced earlier this year, the closure of unprofitable retail
stores, and to a lesser degree customer attrition that occurred
in 2006 that has not yet been fully offset by new customer gains
in 2007.

"I remain quite pleased with the overall improvements our
company has made thus far this year, and specifically the
improvements in EBITDA visible in the third quarter results,"
Alec Covington, President and CEO of Nash Finch, said.  "EBITDA
as a percentage of sales increased once again among all three
business units versus the prior year, a trend which we have been
able to sustain throughout 2007.  These accomplishments have
primarily resulted from improved inventory management resulting
in higher gross margins and lower product cost, as well as
significant reductions in our overall expense structure."

During the third quarter and year-to-date periods of 2007, the
Company repaid US$16.0 million and US$41.3 million,
respectively, of debt on its senior credit facilities.  The
company continues to focus on effectively managing its working
capital, reducing indebtedness, improving cash flow, and is
currently in compliance with all of its debt covenants.  The
debt leverage ratio as of the end of the third quarter 2007 was
2.51, a significant improvement from 3.42 at the end of fiscal
2006.  Availability on the company's revolving credit facility
at the end of the quarter was US$105.9 million.

As of Oct. 6, 2007, the company's balance sheet showed total
assets of US$981.5 million and total liabilities of US$657.9
million, resulting in a US$323.6 million stockholders' equity.

                     Notice of Default

On Sept. 10, 2007, Nash Finch received a purported notice of
default, which was subsequently reissued on Sept. 27, 2007, to
correct a procedural defect in the initial notice, from certain
hedge funds who are beneficial owners purporting to hold at
least 25% of the aggregate principal amount of the Notes.  The
hedge funds alleged in the notice that Nash Finch was in breach
of Section 4.08(a)(5) of the Indenture governing the Notes,
which provides for an adjustment of the conversion rate on the
Notes in the event of an increase in the amount of certain cash
dividends to holders of Nash Finch's common stock.

Nash Finch believes it made all required adjustments to the
conversion rate on the Notes after it increased the quarterly
dividends paid to shareholders from US$0.135 to US$0.18 per
share and, accordingly, does not believe that a default has
occurred under the Indenture.  However, to avoid any
uncertainty, Nash Finch has asked the Trustee to execute a
supplemental indenture clarifying the company's obligations with
respect to such increases in its quarterly dividends.  The
Indenture trustee has filed an action in the Hennepin County
District Court, in Minneapolis, Minnesota for an order
determining its obligations with respect to the supplemental
indenture.  Nash Finch has filed its own action in the same
court, seeking a determination that the supplemental indenture
is proper and should be executed, and that regardless of whether
the supplemental indenture is executed, no default has occurred
under the Indenture.

Under the terms of the Indenture, if a default has occurred,
Nash Finch would have 30 days from the date of receipt of a
valid notice of default to cure.  Nash Finch has asked the Court
to toll the 30-day cure period while the Court determines
whether the Indenture trustee must execute the supplemental
indenture and whether Nash Finch adjusted the conversion rate in
accordance with the requirements of the Indenture.  If the Court
determines the hedge fund's assertion to be correct, Nash Finch
would cure the default by making an upward adjustment in the
conversion rate of 0.4307 shares per US$1,000 bond.

"In consultation with our legal and financial advisors, Nash
Finch determined that it made all required adjustments to the
conversion rate on the Notes, and therefore we are confident
that no event of default has occurred," Bob Dimond, Executive
Vice President and CFO of Nash Finch, said.   "We are
disappointed that this small group of noteholders has chosen to
pursue this path -- it appears to be nothing more than an
opportunistic attempt to achieve financial gain that is well
beyond what they are due."

                      About Nash Finch

Headquartered in Minneapolis, Minnesota, Nash Finch Company
(NASDAQ:NAFC) -- http://www.nashfinch.com/-- distributes food
products.  Nash Finch's core business, food distribution, serves
independent retailers and military commissaries in 31 states,
the District of Columbia, Europe, Cuba, Puerto Rico, the Azores
and Egypt.  The company also owns and operates a base of retail
stores, primarily supermarkets under the Econofoods(R), Family
Thrift Center(R) and Sun Mart(R) trade names.




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


AES CORP: To Complete Cash Tender Offer for Senior Notes
--------------------------------------------------------
The AES Corporation disclosed that its previously announced
offer to purchase up to US$1.24 billion aggregate principal
amount of its outstanding senior notes in accordance with the
terms and conditions described in its Offer to Purchase and the
related Letter of Transmittal expired as scheduled at 12:00
midnight on Nov. 13, 2007.

As of such time, a total of approximately US$1,980.8 million
aggregate principal amount of Notes had been validly tendered,
consisting of approximately:

    (i) US$192.6 million principal amount of 8.75% Senior Notes
        due 2008,

   (ii) US$600.0 million principal amount of 9.00% Second
        Priority Senior Secured Notes due 2015 and


  (iii) US$1,188.3 million principal amount of 8.75% Second
        Priority Senior Secured Notes due 2013.

In accordance with the terms of the tender offer, since the
total amount of Notes tendered exceeded the Tender Cap, the
company accepted for purchase all of the 2008 Notes, all of the
2015 Notes and approximately US$447.4 million principal amount
of the 2013 Notes (representing a pro ration factor of 37.6714%,
with each amount tendered rounded down to the nearest US$1,000)
that were validly tendered prior to the expiration time.
Settlement of the tender offer occurred at which time none of
the 2015 Notes, approximately US$9.3 million principal amount of
the 2008 Notes and approximately US$752.6 million principal
amount of the 2013 Notes remained outstanding.

                       About AES Corp.

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

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

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




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


MILLICOM INT'L: Moody's Lifts Corporate Family Rating to Ba2
------------------------------------------------------------
Moody's Investors Service has upgraded ratings of Millicom
International Cellular S.A.  The corporate family rating was
upgraded to Ba2 from Ba3 and the rating on the existing senior
notes was upgraded to B1 from B2.  The outlook on the ratings is
stable.

The upgrade reflects Millicom's continued robust operational and
financial performance and a strong growth momentum in its
countries of operations underpinned by low to moderate levels of
mobile penetration.  The upgrade also takes into account the
company's conservative leverage level of 1.5 Debt to EBITDA
based on the third quarter of 2007 annualized basis and
substantial liquidity of approximately US$1 billion in cash and
cash equivalents at the end of the third quarter of 2007.
Furthermore, the Ba2 corporate family rating is supported by the
company's relatively conservative financial policies under which
they have articulated a 2.0 Net Debt to EBITDA parameter.

At the same time, Moody's notes that Millicom's ratings also
reflect the political, economic and legal risks of the emerging
market countries in which the company operates.  The majority of
the countries either have sub-investment grade ratings or do not
have a publicly assigned rating. Moody's, however, relies on the
company's representations that it has never experienced any
substantial operational problems or any difficulty in
repatriating funds from its countries of operations.

The company expects to be free cash flow negative in 2007 as it
intends to spend approximately US$1 billion in capital
expenditures.  However, it has been the company's policy to
finance its capital expenditures at the level of its operating
subsidiaries and to upstream available cash; e.g. the company
spent US$738 million in capex whilst upstreaming US$484 million
in cash in the nine months 2007.

The upgrade of the senior notes to B1 is driven by the upgrade
of the corporate family rating.  The Loss Given Default
assessment remains at LGD-5.

The stable outlook on the rating reflects Moody's expectations
that the company will continue to grow its revenue and EBITDA
underpinned by subscriber growth.  At the same time, the ratings
are likely to be constrained by the sovereign risk of Millicom's
countries of operations and negative free cash flow generation
over the near term.

What Could Change the Rating -- UP

    -- The rating could come under upward pressure if the
       company generates free cash flow with the leverage level
       substantially below 2.0 Debt to EBITDA to offset emerging
       market risk

What Could Change the Rating -- Down

    -- The rating could come under downward pressure if the
       company's leverage moves towards 2.5 Debt to EBITDA in
       conjunction with reduced financial flexibility in terms
       of cash balances.

                       About Millicom

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.




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


SBARRO INC: Reports US$503,000 Net Income in Qtr. Ended Sept. 30
----------------------------------------------------------------
Sbarro Inc. reported net income of US$503,000 for the three
months ended Sept. 30, 2007, compared to net income of US$2.1
million for the same period in 2006.  The decrease in net income
was primarily due to higher net interest expense and
depreciation and amortization resulting from the Merger.

Revenues were US$91.0 million for the quarter ended September
30, 2007 as compared to US$79.2 million for the quarter ended
October 8, 2006.  The third quarter of 2007 consisted of
thirteen weeks as compared to  twelve weeks in the third quarter
of 2006.  The one week difference in  2007 generated revenues of
approximately US$6.8 million.  The company's revenue  increase
was primarily driven by same-store sales growth of 3.2% in its
company-owned stores, 4.3% in our domestic franchise stores and
6.6% in its international franchise stores as well as revenue
from new stores opened in 2007.

EBITDA, as calculated in accordance with the terms of the
company's bank credit agreement, was US$14.7 million for the
third quarter ended Sept. 30, 2007, as compared to US$13.0
million for the third quarter ended Oct. 8, 2006.  The one week
difference in 2007 generated EBITDA of approximately US$0.9
million.  EBITDA increased after absorbing higher product costs,
in particular the cost of cheese, which increased approximately
US$1.5 million.

On Jan. 31, 2007, MidOcean SBR Acquisition Corp., an indirect
subsidiary of MidOcean SBR Holdings, LLC, an affiliate
of MidOcean Partners III, L.P., and certain of its affiliates,
merged with and into the company in exchange for consideration
of US$450 million in cash, subject to certain adjustments.  As a
result of the Merger, the company is now an indirect wholly
owned subsidiary of Holdings.

                        About Sbarro

Headquartered in Melville, New York, Sbarro Inc. is a quick
service restaurant chain that serves Italian specialty foods.
As of Oct. 8, 2006, the company owned and operated 479 and
franchised 476 restaurants worldwide under brand names such
as "Sbarro," "Umberto's," and "Carmela's Pizzeria."  The company
also operated 25 other restaurant concepts and joint ventures
under various brand names.  Total revenues for fiscal 2005 were
approximately USUS$348 million.  The company announced on
June 19, 2006, its international expansion by opening more than
25 restaurants in Guatemala, El Salvador, Honduras, The Bahamas
and Romania.

                        *     *     *

As reported in the Troubled Company Reporter on Jan. 29, 2007,
Standard & Poor's Ratings Services affirmed its bank loan and
recovery ratings on Sbarro Inc.'s bank facility, after the
report that the company will increase the size of the loan to
USUS$208 million from USUS$175 million.

These ratings were affirmed:

      -- Corporate credit rating affirmed B-;
      -- USUS$25 million revolver due 2013 affirmed at B; and
      -- USUS$183 million term loan due 2014 affirmed B.


* HONDURAS: Police To Arrest Hondutel Head for Authority Abuse
--------------------------------------------------------------
Published reports say that the police are looking for Honduran
state-run telecom firm Hondutel head, Marcelo Chimirri, who was
charged with abuse of authority and spying on government
officials.

Cellular-News relates that President Manuel Zelaya issued the
order for the search and arrest of Mr. Chimirri on
Oct. 22, 2007.

The police raided Mr. Chimirri's residence on Nov. 9, 2007,
according to the reports.  However, Mr. Chimirri was in La Ceiba
for the launch of a cellphone service.  Mr. Chimirri, through
his family, has sought guarantees that his human rights will be
respected.  He also requested asylum in the Italian consulate,
due to his Italian lineage.

The reports say that Hondutel allegedly allowed tapping of calls
made by government officials, including President Zelaya and
congress head Roberto Michelleti.  The crime investigation
agency DGIC then raided Hondutel offices in San Pedro Sula and
confiscated equipment.

Authorities told the press that they have evidence in the form
of recordings, along with various testimonies from Hondutel
workers who admitted they were ordered to record conversations.

                        *     *     *

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


MIRANT CORP: Moody's Reviews Ratings for Possible Upgrade
---------------------------------------------------------
Moody's Investors Service has placed the ratings for Mirant
Corporation (Mirant: B2 Corporate Family Rating) and its
subsidiaries Mirant Mid-Atlantic, LLC, Mirant North America, LLC
and Mirant Americas Generation, LLC under review for possible
upgrade.  Separately, Moody's affirmed Mirant's Speculative
Grade Liquidity Rating at SGL-2.

This rating action takes into account the conclusion of Mirant's
strategic review process and its decision to return US$4.6
billion in cash to shareholders.  Mirant's consolidated cash
balance as of Sept. 30, 2007, totaled approximately US$6.3
billion.

The review for possible upgrade reflects the elimination of the
concern that Mirant's strategic review would result in a course
of action that would increase its business risk profile and
pressure financial flexibility.  Furthermore, it recognizes the
company's success in generating significant proceeds from asset
divestitures that has allowed it to reward shareholders while
retaining an adequate liquidity profile.  The review also
acknowledges that the company's cash flow generation and
consolidated financial metrics have exceeded initial
expectations.  Mirant's cash flow has been driven by declining
reserve margins and an increase in the price paid for power and
capacity in the markets that Mirant operates.  Moody's expects
Mirant's ratio of consolidated funds from operations to
consolidated debt to exceed 15% at fiscal year-end compared to
its prior expectation that this ratio would not exceed 10%.

Moody's review for possible upgrade will consider Mirant's
forecasted financial performance, including its existing hedge
positions and funding sources for its significant near-term
environmental-related capital expenditures.  Furthermore,
Moody's intends to discuss management's long-term strategic
direction for the business, including the likelihood of further
shareholder rewards. Moody's notes that Mirant's strategic
direction has gone through several iterations since the company
emerged from bankruptcy in January 2006.

                      About Mirant Corp.

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

Mirant Corporation filed for chapter 11 protection on
July 14, 2003 (Bankr. N.D. Tex. 03-46590), and emerged under the
terms of a confirmed Second Amended Plan on Jan. 3, 2006.
Thomas E. Lauria, Esq., at White & Case LLP, represented the
Debtors in their successful restructuring.  When the Debtors
filed for protection from their creditors, they listed
US$20,574,000,000 in assets and US$11,401,000,000 in debts.  The
Debtors emerged from bankruptcy on Jan. 3, 2006.  On Mar. 7,
2007, the Court entered a final decree closing 46 Mirant cases.

Mirant NY-Gen LLC, Mirant Bowline LLC, Mirant Lovett LLC, Mirant
New York Inc., and Hudson Valley Gas Corporation, were not
included.  On Feb. 15, 2007, Mirant NY-Gen filed its Chapter 11
Plan of Reorganization and on Feb. 22 filed a Disclosure
Statement explaining that Plan.  The Court approved the adequacy
of Mirant NY-Gen's Disclosure Statement on Mar. 22, 2007, and
confirmed the Amended Plan on May 7, 2007.  Mirant NY-Gen
emerged from chapter 11 on May 7, 2007.

On July 13, 2007, Mirant Lovett filed its Chapter 11 Plan of
Reorganization.  The Court confirmed Mirant Lovett's Plan on
Sept. 19, 2007.




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


ATARI INC: Streamlines Operations, Establishes Business Plan
------------------------------------------------------------
Atari Inc. will re-focus its operations on publishing and
distribution in North America, completing its withdrawal from
the production business.  Atari has licensed its Test Drive
franchise to Infogrames Entertainment, S.A. under an agreement
that includes a US$5 million advance royalty.

                  Restructuring Initiative

Atari has determined to focus its resources on the publishing
and distribution segments of the rapidly growing video game
business.  The company's operations will involve title
acquisition, sales and marketing, and physical distribution of
products from IESA, its 51% shareholder, and other selected
partners.

In line with that goal, Atari has agreed in principle with IESA
to terminate its Production Services Agreement in the near
future.  As a result, Atari will no longer provide production
and quality assurances services to IESA.  Rather, Atari plans to
transfer certain employees and contract other staff on a project
basis for a limited period of time.

As part of the company restructuring, Atari, Inc. will reduce
its current workforce in order to re-align the company's cost
structure with its on-going business base.

                Test Drive Licensing Agreement

Test Drive Unlimited, an award-winning product in 2006, together
with the entire Test Drive franchise has been licensed to IESA
under a 6-year agreement that provides for a $5 million advance
royalty.  Test Drive Unlimited, an award-winning product in
2006, together with the entire Test Drive franchise has been
licensed to IESA under a 6-year agreement that provides for a $5
million advance royalty.  The agreement allows IESA, whose Eden
Studios originally developed Test Drive Unlimited for Atari, to
develop and market at least two new releases of the franchise
during the life of the license.  It is anticipated that the
deal, signed on Nov. 8, 2007, will assure the continued vitality
of the franchise and will strengthen the relationship between
Atari and its parent company while providing an important
element in the on-going financial restructuring of Atari.

"Atari continues to take important steps to streamline
operations and establish a winning business plan," Curtis G.
Solsvig III, Atari's Chief Restructuring Officer, commented.
"We expect that the actions we are undertaking today will
position us for the future as a preferred business and
distribution partner."

                   BlueBay Credit Facility

As reported in the Troubled Company Reporter on Oct. 26, 2007,
Atari recently signed a deal with BlueBay High Yield Investments
(Luxembourg) S.A.R.L for financial support in the form of a $10
million credit facility as part of its overall financial
restructuring.  Blue Bay owns in excess of 20% of IESA's stock.

                      About Atari Inc.

Headquartered in New York, Atari Incorporated, (NASDAQ: ATAR)
-- http://www.atari.com/-- together with its subsidiaries,
publishes, develops, and distributes video game software in
North America.  It offers games for various platforms.  Its
portfolio of games includes action, adventure, strategy, role-
playing, and racing.  Atari distributes its video game software
in the United States, Canada, and Mexico through mass merchants,
retail outlets, online outlets, specialty retailers, and
distributors.  The company, founded in 1992, was formerly known
as Infogrames Inc. and GT Interactive Software Corp.  It changed
its name to Atari Incorporated in 2003 and is a subsidiary of
Infogrames Entertainment SA.

Atari Inc.'s consolidated balance sheet at June 30, 2007, showed
US$35.0 million in total assets and US$43.6 million in total
liabilities, resulting in an US$8.6 million in total
shareholders' deficit.

                    Going Concern Doubt

New York-based Deloitte & Touche LLP expressed substantial doubt
about Atari's ability to continue as a going concern after
auditing the company's consolidated financial statements for the
year ended March 31, 2007.  The auditing firm pointed to the
company's significant operating losses.


FIRST DATA: Incurs US$2-Mln Net Loss in Quarter Ended Sept. 30
--------------------------------------------------------------
First Data Corp. posted a net loss of US$28.7 million on net
revenues of US$135.3 million for the three months ended
Sept. 30, 2007, compared to net income of US$342.2 million on
net revenues of US$1.8 billion for the same period in 2006.

For the quarter, income from continuing operations was US$35
million, down 73% but included US$208 million of after-tax
merger related costs and other costs directly attributable to
the transaction with an affiliate of Kohlberg Kravis Roberts &
Co. such as accelerated stock based compensation and related
payroll taxes, increased amortization as the result of purchase
accounting, incremental net interest expense on the new debt
structure and non-recurring charges related to debt repayment
loss and non cash derivative losses of the corporation merged
into the company.  Income from continuing operations was US$436
million year to date, down 28%, but included Merger Impacts of
US$221 million.  Excluding Merger Impacts, year to date 2007
income from continuing operations grew 8%.

"First Data delivered a strong quarter reflecting solid growth
in overall electronic transactions," said Michael Capellas,
Chairman and Chief Executive Officer.  "At our core, First Data
is really a technology company.  Going forward, you will see us
accelerate the areas of new product development and innovation
while simplifying our sales approach with one face to the
customer."

                    Significant Events

On Sept. 24, 2007, First Data was acquired by an affiliate of
Kohlberg Kravis Roberts & Co.  Under the terms of the merger
agreement, the company's stockholders received US$34 per share
in cash.

Also effective Sept. 24, 2007, Michael D. Capellas became First
Data's new Chairman and Chief Executive Officer, replacing Ric
Duques.  Mr. Duques served as Chairman and CEO since November
2005, and previously served as Chairman from 1992 to 2003 and
CEO from 1987 to 2003.  Mr. Capellas was previously CEO of MCI,
President of Hewlett-Packard Company and Chairman and CEO of
Compaq Computer Corporation.

Substantially all of First Data's U.S. operations will be led by
Edward (Ed) Labry.  These operations include the current
Commercial Services and Financial Institution Services
businesses.  Mr. Labry has been serving as President of the
company's Commercial Services business.

First Data's international operations will be led by David Yates
and will continue to be organized regionally with a focus on
selling the company's suite of payments services to merchant and
financial institution clients outside of the United States.  Mr.
Yates has been serving as President of the company's Europe,
Middle East and Africa region.

Tom Bell has joined the company as Executive Vice President and
Chief Strategy Officer.  Mr. Bell has assumed primary
responsibility for corporate strategy and the company's high
growth areas for innovation.  Mr. Bell joins First Data after 25
years at Accenture where he served as Managing Director in the
Communications & High Tech practice.

First Data has implemented a "100 day plan" to provide strategic
direction for the company under new leadership.  The highlights
of the plan include generating organic growth through improved
sales effectiveness, accelerating new product innovations and
continued targeted international expansion.  The plan also
captures efficiencies related to the simplification of U.S. and
international operations and other near term cost saving
initiatives as well as certain reductions in personnel.

                     About First Data

First Data Corp. (NYSE: FDC) -- http://www.firstdata.com/
-- provides  electronic commerce and payment solutions for
businesses worldwide, including those in New Zealand, the
Netherlands and Mexico.  The company's portfolio of services and
solutions includes merchant transaction processing services;
credit, debit, private-label, gift, payroll and other prepaid
card offerings; fraud protection and authentication solutions;
receivables management solutions; electronic check acceptance
services through TeleCheck; as well as Internet commerce and
mobile payment solutions.  The company's STAR Network offers
PIN-secured debit acceptance at 2 million ATM and retail
locations.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 17, 2007, Fitch Ratings has assigned a 'B-' rating to First
Data Corp.'s proposed USUS$2 billion senior unsecured notes due
2015 offering.

As reported in the Troubled Company Reporter-Latin America on
Sept. 19, 2007, Moody's Investors Service has assigned these
ratings:

   -- Corporate Family Rating - B2

   -- USUS$2 billion senior secured revolving credit facility
      (expires 2013) - Ba3, LGD2 (27%)

   -- USUS$13 billion senior secured Term Loan B (due 2014) -
      Ba3, LGD2 (27%).


FEDERAL MOGUL: District Court Affirms Chapter 11 Plan
-----------------------------------------------------
The Honorable Joseph H. Rodriguez of the U.S. District Court for
the District of Delaware affirmed on November 13, 2007, the
order of U.S. Bankruptcy Court Judge Judith Fitzgerald,
confirming the Fourth Amended Joint Plan of Reorganization of
Federal-Mogul Corporation and its debtor affiliates.

To recall, the Bankruptcy Court confirmed the Federal-Mogul Plan
on Nov. 8, 2007, on a wholly consensual basis without
objections.

The District Court and Bankruptcy Court approvals of the Fourth
Amended Plan will allow the Company's emergence from Chapter 11
before year-end, Federal-Mogul stated in a press release.

"We are extremely pleased to have reached this significant
milestone signaling the emergence of the Company from Chapter 11
proceedings," Federal-Mogul Chairman, President and Chief
Executive Officer Jose Maria Alapont said in a press release.
"The Federal-Mogul team worldwide is devoted to exceeding
employee, customer and stakeholder expectations through service
and operational excellence, leading technology and the Company's
sustainable global profitable growth strategy."

Federal-Mogul voluntarily filed for bankruptcy in 2001 for
Chapter 11 in the United States and Administration in the UK in
order to separate its asbestos liabilities from its true
operating potential.

The Company reported, in a regulatory filing with the Securities
and Exchange Commission, that the Fourth Amended Plan provides
that:

   (a) present and future asbestos personal injury claimants
       will be permanently channeled to a trust established
       pursuant to Section 524(g) of the Bankruptcy Code,
       thereby protecting the company from existing and future
       asbestos liability; and

   (b) all currently outstanding stock of the Company will be
       cancelled, 50.1% of newly issued common stock of
       reorganized Federal-Mogul will be distributed to the
       asbestos trust, and 49.9% of the newly issued common
       stock of reorganized Federal-Mogul will be distributed
       pro rata to the noteholders and holders of unsecured
       claims against the U.S. Debtors that elected to have
       their claims satisfied by receiving shares of common
       stock of reorganized Federal-Mogul rather than cash.

The holders of currently outstanding common and preferred stock
of the Company, at the time those shares are cancelled, will
receive warrants that may be used to purchase shares of common
stock of reorganized Federal-Mogul at a predetermined exercise
price.

The Plan also provides that the U.S. asbestos trust will:

   (i) make a payment to the reorganized Company, or pay a
       portion of the common stock of reorganized Federal-Mogul
       to be issued to the U.S. asbestos trust in lieu thereof,
       for the agreed amounts that will be used by the U.K.
       Administrators to provide distributions on account of
       U.K. asbestos personal injury claims; and

  (ii) provide an option to an affiliate of Carl Icahn for the
       purchase of the remaining shares of common stock of
       reorganized Federal-Mogul held by that trust.  If the
       affiliate of Mr. Icahn does not exercise such option, an
       affiliate of Mr. Icahn will provide certain financing to
       the U.S. asbestos trust.

The Federal-Mogul Plan intends to resolve approximately US$9.4
billion in asbestos claims, according to Bloomberg News.

Furthermore, unsecured creditors of the U.S. Debtors have the
option to either receive shares of common stock of reorganized
Federal-Mogul or receive cash distributions under the Plan equal
to 35% of their allowed claims, payable in three annual
installments, provided that the aggregate payout of all allowed
unsecured claims against the U.S. Debtors does not exceed
US$258,000,000.

                    About Federal-Mogul

Based in Southfield, Michigan, Federal-Mogul Corporation --
http://www.federal-mogul.com/-- is an automotive parts company
with worldwide revenue of some US$6 billion.  Federal-Mogul also
has operations in Mexico and the Asia Pacific Region, which
includes, Malaysia, Australia, China, India, Japan, Korea, and
Thailand.

The Company filed for chapter 11 protection on Oct. 1, 2001
(Bankr. Del. Case No. 01-10582).  Lawrence J. Nyhan Esq., James
F. Conlan Esq., and Kevin T. Lantry Esq., at Sidley Austin Brown
& Wood, and Laura Davis Jones Esq., at Pachulski, Stang, Ziehl &
Jones, P.C., represent the Debtors in their restructuring
efforts.  When the Debtors filed for protection from their
creditors, they listed US$10.15 billion in assets and US$8.86
billion in liabilities.  Federal-Mogul Corp.'s U.K. affiliate,
Turner & Newall, is based at Dudley Hill, Bradford.  Peter D.
Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D.
Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq.,
at The Bayard Firm represent the Official Committee of Unsecured
Creditors.

On March 7, 2003, the Debtors filed their Joint Chapter 11 Plan.
They submitted a Disclosure Statement explaining that plan on
April 21, 2003.  They submitted several amendments and on
June 6, 2004, the Bankruptcy Court approved the Third Amended
Disclosure Statement for their Third Amended Plan.  On
July 28, 2004, the District Court approved the Disclosure
Statement.  The estimation hearing began on June 14, 2005.  The
Debtors submitted a Fourth Amended Plan and Disclosure Statement
on Nov. 21, 2006, and the Bankruptcy Court approved that
Disclosure Statement on Feb. 6, 2007.

The Bankruptcy Court confirmed the Fourth Amended Plan on
Nov. 8, 2007.


GRUPO MEXICO: Safety Violations at Cananea May Cause Disease
------------------------------------------------------------
Workers in Grupo Mexico SA, de C.V.'s Cananea mine are showing
signs of respiratory disease likely due to health and safety
violations, Katherine Torres at the Occupational Hazards says,
citing a report by a group of independent health and safety
experts.

The Occupational Hazards relates that Mexico's National Union of
Mine and Metal Workers released the report on Nov. 12, 2007.  It
was conducted by a volunteer team of:

          -- a US pulmonary specialist,
          -- two Mexican doctors, and
          -- three industrial hygienists organized by the
             Maquiladora Health and Safety Support Network,
             a volunteer network of 400 occupational health
             and safety professionals.

The team interviewed and performed lung function tests on 68
Cananea employees, the Occupational Hazards states.  It had a
four-hour walk-around site visit of Cananea and its ore
processing plants.  The United Steel Workers Union paid for
travel expenses.

According to the Occupational Hazards, these are the violations
mentioned in the report:

          -- a lack of preventive maintenance,
          -- failing equipment,
          -- high levels of toxic dusts and acid mist, and
          -- Grupo Mexico's refusal to properly implement worker
             health and safety programs.

The Occupational Hazards notes that the report found that the
miners "have been exposed to concentrations of silica dust of at
least 1.2 mg/m3 or 10 times greater than the Mexican Maximum
Permissible Exposure Limit (LMPE) of 0.1 mg/m3.  The conditions
observed inside the mine and processing plants, and the work
practices reported by the interviewed workers, paint a clear
picture of a workplace being deliberately run into the ground."

Experts found insufficient ventilation in the mine, lack of
safety equipment, a very high rate of accidents, the
Occupational Hazards says, citing Ben Davis of the AFL-CIO's
Solidarity Center in Mexico City.

The Occupational Hazards states that other the investigation
conducted by the volunteer team include:

     -- Grupo Mexico has not conducted sufficient industrial
        hygiene monitoring to identify, evaluate, and later
        control health hazards to miners.  The employer also
        failed to inform, as required by Mexican law, monitored
        employees of their measured exposures to hazardous
        substances;

     -- Grupo Mexico has not conducted a comprehensive medical
        surveillance program to determine the health status of
        workers exposed to airborne contaminants (silica, heavy
        metals like lead, acid mist, solvents) and physical
        hazards like noise and vibration;

     -- Grupo Mexico has not provided the training required by
        Mexican law to workers with hazardous exposures that
        trigger the training requirement.  Despite high noise
        levels, exposure to chemicals, and exposures to
        energized machines, 91% of the interviewed mines had not
        received noise training, 58% had not received chemical
        hazards training, 70% had not received electrical
        hazards training, and 75% didn't have training on
        lockout/tagout procedures for operating and repairing
        energized equipment;

     -- In addition to disassembling or failing to deploy
        effective local exhaust ventilation to reduce worker
        exposure to airborne contaminants, Grupo Mexico has
        relied on inappropriate N-95 paper respirators to
        protect workers from particulates, acids and vapors.
        Respirator users weren't medically evaluated, fit-tested
        and trained in the use of the PPE; and

     -- Although the survey team was unable to verify the exact
        circumstances of the 50 separate accidents reported to
        have occurred on site in the last 12 months, reports of
        broken limbs, amputations, electrocutions, falls, burns
        and at least one fatality suggest these incidents were
        due to unsafe working conditions, poorly maintained
        machinery and equipment and inadequate safety
        procedures.

The volunteer team recommended that Grupo Mexico must conduct
massive clean-up operation to eradicate the most immediate
hazards to the employees' health and safety.  The company must
also implement a comprehensive health and safety remediation
plan to set up a program to supervise the immediate repairs and
clean-up, according to the Occupational Hazard.

The Occupational Hazard reports that the team also recommended
that Grupo Mexico must also implement a long-term strategy of:

          -- preventive maintenance,
          -- hazard identification and evaluation,
          -- hazard correction,
          -- medical surveillance of workers, and
          -- employee training.

As reported in the Troubled Company Reporter-Latin America on
Nov 13, 2007, Grupo Mexico expects a court ruling before
Dec. 15, 2007, on the legality of a strike workers launched
against the firm.  Mexican courts will close on Dec. 15, 2007,
until January 2008 for the holiday season.  If the court ruling
is in Grupo Mexico's favor, the firm could move to dismiss
employees at Cananea and at two smaller striking mines.

Grupo Mexico SA de C.V. -- http://www.grupomexico.com/--
through its ownership of Asarco and the Southern Peru Copper
Company, Grupo Mexico is the world's third largest copper
producer, fourth largest silver producer and fifth largest
producer of zinc and molybdenum.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 29, 2006, Fitch upgraded the local and foreign currency
Issuer Default Rating assigned to Grupo Mexico, S.A. de C. V. to
'BB+' from 'BB'.  Fitch said the rating outlook is stable.


MEGA BRANDS: Moody's Reviews Ratings for Possible Downgrade
-----------------------------------------------------------
Moody's has placed the B1 corporate family rating and other long
term ratings of MEGA Brands, Inc. on review for possible
downgrade after the company announced weaker than expected
results for the third quarter of 2007 and for year-to-date.  The
LGD rates are also subject to change.  The speculative grade
liquidity rating was affirmed at SGL-3.

These ratings were placed on review for possible downgrade:

MEGA Brands, Inc.:

    -- Corporate Family Rating of B1:

    -- Probability of Default of B2;

    -- US$120 million 5-year revolving credit facility maturing
       July 2010 of Ba3;

    -- US$40 million, 5-year term loan A facility of Ba3.

MEGA Brands Finco

    -- US$260 million 7-year term loan B facility of Ba3.

The rating was last lowered in July 2007 due to poor results in
2006 and in early 2007.  The new review is prompted by the fact
that expectations of improvements in the latter half of 2007
have not materialized.  Third quarter sales were down 8.8%
versus the prior year mainly due to production delays in Asia
and lower shipments of Magnetix products, and Gross Profit
plummeted more than 60% due in part to inventory write-offs and
adjustments.  Mega reported an operating loss for the quarter of
US$5.1 million versus a profit of US$26.4 million a year
earlier.  Moody's review will focus on the likelihood of a
return to sustainable profitability in the near term.  It will
also revisit the current status of pending litigation, the
issues around the company's self insurance for product liability
for Magnetix products manufactured before May 1, 2006 and for
incidents occurring after Dec. 1, 2006, and the likely timing
and payout of the disputed Rose Art earn-out payment.

The SGL-3 was affirmed based on Moody's continued expectation
for adequate near-term liquidity for the company.  Absent the
Rose Art earn-out payment, which the company does not expect to
make before 2009, MEGA Brands' liquidity is supported by balance
sheet cash and availability under its US$120 million revolver,
offset by the seasonal nature of its cash flow which requires
reliance on its bank facility, the potential for limited
covenant cushion under its credit agreement over the medium
term, and its limited alternative sources of liquidity.

MEGA Brands Inc. -- http://www.megabrands.com/-- (TSE:MB) is a
distributor of construction toys, games & puzzles, arts & crafts
and stationery.  The company is headquartered in Montreal,
Canada and has offices in Belgium, United Kingdom, Germany,
France, Spain, Mexico, and Australia.


REMY WORLDWIDE: Files Supplement to Prepackaged Chapter 11 Plan
---------------------------------------------------------------
Remy and its debtor affiliates delivered to the Court on
Nov. 7, 2007, a plan supplement in support of their Joint
Prepackaged Plan of Reorganization.

To recall, the Debtors filed a Prepackaged Plan on Oct. 9, 2007.
The Plan provides for, among others,

   (i) full payment of secured and unsecured claims;

  (ii) a backstopped rights offering to raise US$85 million in
       preferred equity;

(iii) the exchange of existing 8-5/8% Senior Notes for
       US$100 million of new third lien notes and US$45 million
       in cash,

  (iv) the conversion of certain subordinated notes into common
       equity of the company; and

   (v) the cancellation of all existing equity interests in
       Remy.

The Plan Supplement includes Principal Exit Financing Documents,
Employee-Related Documents, and Corporate Governance Documents.

                     Financing Documents

The Principal Exit Financing Documents are comprised of:

1. The Intercreditor Agreements with respect to the (i) the
   First Lien Revolver Credit Facility and (ii) Second Lien Term
   Loan Facility

      The Debtors entered into the two Intercreditor Agreements
      with Barclays Bank PLC, as administrative agent of the
      financing facilities, and certain lenders, on October 10,
      2007.

      The Revolver Cap Amount is US$100 million minus the
      aggregate of all repayments and prepayments of the
      revolver obligations under the Revolver Credit Agreement.
      The Second Lien Cap Amount is US$50 million minus the
      aggregate of all repayments and prepayments of the term
      loan obligations under the Second Lien Credit Agreement.

2. The Intercreditor and Subordination Agreement with respect to
   the Third Lien Notes

      The Plan provides for the issuance of new third lien
      notes.  The Subordination Agreement provides that each of
      the Third Lien Noteholders agrees that the payment of the
      Third Lien Obligations is and will be subordinate to the
      prior payment in full of the First Lien and Second Lien
      Obligations.

3. The Borrower Pledge Agreement and the Borrower Security
   Agreement among the Debtors, as pledgors and grantors; and
   The Bank of New York Trust Company, N.A., as collateral agent
   for itself and the holders of Third Lien Notes

      Under the Pledge Agreement, to induce the Agent and
      the noteholders to accept the Third Lien Indenture and
      the related securities, the Pledgor Entities agree to
      pledge collateral, which include (i) limited liability
      company membership interests and (ii) certain shares of
      capital stock the Pledgors hold and own.

      Among the Pledgor Entities are Remy International, Inc.,
      Remy International Holdings, Inc., Power Investments,
      Inc., and Reman Holdings, LLC.

      Under the Security Agreement, the Grantors agree to grant
      to the Collateral Agent a continuing Lien on certain
      personal property -- the Collateral -- to secure the
      prompt and complete payment and performance of all
      Obligations, including all reasonable out-of-pocket fees,
      costs, and expenses.

      Among the Grantor Entities are Remy International, Inc.,
      Remy, Inc., Remy Sales, Inc., Remy Korea Holdings, L.L.C.,
      Remy India Holdings, Inc., and M&M Knopf Auto Parts,
      L.L.C., Power Investments, Inc., and Reman Holdings, LLC.

4. The Intellectual Property Security Agreement, whereby Debtor
   Grantors agree to grant to The Bank of New York, as
   collateral agent for the Third Lien Noteholders, a continuing
   Lien on the Intellectual Property Collateral.  The
   Intellectual Property Collateral includes patents,
   trademarks, copyrights and related licenses.

5. The Third-Priority Floating Rate Secured PIK Toggle Notes Due
   2014 Indenture.  The Bank of New York serves as trustee under
   the 2014 Indenture.

                Employee-Related Documents

Included in the Plan Supplement are Amended Employment
Agreements and Restricted Stock Award Agreements the Debtors
will enter into with certain officers and directors.

The Debtors will amend their Employment Agreements with John H.
Weber, Kerry Shiba, John Pittas, David Muir, Gerald Mills, and
Douglas C. Laux, whereby the Executives will receive these
salaries and bonuses:

                                               Bonus
                                     ----------------------
     Executive        Base Salary      Annual      Long-term
     ---------        -----------     ----------   ----------
     John H. Weber    US$875,000   US$2,400,000  US$4,000,000
     Kerry A. Shiba      469,000      1,006,000     1,670,000
     John Pittas         378,000        507,780       990,000
     David Muir          375,000        400,020       660,000
     Gerald Mills        375,000        400,020       660,000
     Douglas C. Laux     450,000        763,040     1,320,000

Under Remy's 2010 Long-Term Incentive Cash Bonus Plan and Remy's
Amended Annual Incentive Bonus Plan, each Participant will be
paid bonus upon the attainment of EBITDAR objectives established
by the Company's Board of Directors.  The Board will determine
which employees of the Company will become participants of the
Bonus Plans.

Upon the occurrence of the Plan becoming effective, Mr. Weber
will be paid an emergence bonus equal to 1.5 times his Base
Salary.  He will be employed and as the chief executive officer
of Remy and will be a member of the company's Board of
Directors.  The other Executives, except for Mr. Laux, will be
paid emergence bonuses equal to 0.75 times their Base Salaries.

After the Effective Date, the Executives will also be entitled
to receive an award of restricted common stock of Remy, par
value US$0.0001 per share, equal to the number of shares of
Restricted Stock with a value equal to 2% of the total equity
value of the Company immediately after the Effective Date.

The shares will vest 12% of the shares on each of the first,
second, and third anniversaries of the date of grant of the
award and 32% on each of the fourth and fifth anniversaries of
the Grant Date, provided that the Executive remains continually
employed through each anniversary date and satisfies the terms
of the applicable award.

Under the Amended Employment Agreements, the Executives are
eligible to participate in all pension, 401(k) and other
employee pension benefit plans, policies and programs.

                     Governance Documents

The Plan Supplement also provides a copy of:

   * The Registration Rights Agreement,
   * Remy International, Inc.'s Amended and Restated By-laws,
     and
   * The Fourth Amended and Restated Certificate of
     Incorporation of Remy International, Inc.

The Debtors disclose that these individuals will serve as
directors of Reorganized Remy International, Inc.:

     1. John H. Weber
     2. Eric A. Scroggins
     3. Brent B. Bickett
     4. William P. Foley
     5. Al Stinson
     6. Norman Stout
     7. Stephen Magee

The individuals who will serve as officers of Reorganized RII,
the Debtors add, are:

   Name             Position
   ----             --------
   John H. Weber    CEO, President, and Director
   Gerald T. Mills  Senior V-Pres., Chief Human Resources
                    Officer
   David R. Muir    Senior V-Pres., Chief Procurement Officer
   Douglas C. Laux  Senior V-Pres., Chief Financial Officer
   John J. Pittas   Senior V-Pres., President of the Electrical
                    Aftermarket Business of Remy

A full-text copy of the 610-page Remy Plan Supplement is
available for free at http://ResearchArchives.com/t/s?255a

Certain of the Plan documents remain subject to approval by some
or all of the Plan Support Parties, the Committed Purchasers,
the Steering Committee, the Informal Committee, the Debtors and
certain other parties.

The Debtors aver that the Plan Supplement is integral to the
Plan and, if the Plan is approved, will be approved in the
Confirmation Order.

                   About Remy Worldwide

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

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

At Sept. 30, 2006, Remy Worldwide's balance sheet showed total
assets of US$919,736,000 and total liabilities of
US$1,265,648,000.  (Remy Bankruptcy News; Issue No. 7,
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


REMY WORLDWIDE: Plan Confirmation Hearing Set for November 20
-------------------------------------------------------------
A hearing to consider the confirmation of Remy Worldwide
Holdings Inc. and its debtor-affiliates' Joint Prepackaged Plan
of Reorganization has been set for Nov. 20, 2007.

Based in Anderson, Indiana, Remy Worldwide Holdings Inc. acts as
a holding company of all the outstanding capital stock of Remy
International Inc.

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

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

At Sept. 30, 2006, Remy Worldwide's balance sheet showed total
assets of US$919,736,000 and total liabilities of
US$1,265,648,000.  (Remy Bankruptcy News; Issue No. 7,
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)




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


DOLE FOOD: Judge Chaney Says Workers Can Seek Punitive Damages
--------------------------------------------------------------
Los Angeles Superior Court Judge Victoria G. Chaney has
authorized five former Nicaraguan employees of Dole Fresh Fruit
Co., a subsidiary of Dole Food Co. Inc., to seek punitive
damages as a result of exposing them to harmful pesticides in
the 1970s, leading to the workers' sterility, the Mercury News
reports.

Dole balked at the ruling, to which Judge Chaney replied, "...we
need to leave this up to the jury," the same report adds.  Only
last week, Dole was ordered by the Court to pay six out of the
12 plaintiffs for more than US$3 million in damages due to their
sterility after being exposed to the DBCP pesticide more than 30
years ago.  DBCP was manufactured by Dow and was used by Dole to
kill microscopic worms in banana tree roots.

                        Jury Hearing

On Nov. 14, the same jury who heard the sterility-related suit,
gathered in Judge Chaney's courtroom to consider punitive
damages against the firm, John Spano at the Los Angeles Times
relates.

C. Michael Carter, Dole's executive vice president and general
counsel, pleaded with jurors to dismiss punitive damages against
the company.  He testified that Dole "has cleaned up its acts,"
explaining that the company has pledged never to use pesticides
that are harmful to humans.  He added that Dole gives more
priority to worker safety and environmental concern over
production quotas, the LA Times relates.

According to Mr. Spano, previous cases of punitive damages
against companies often led to bankruptcy, a path that might be
trudged by Dole.

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

                        *     *     *

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

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


INFINITY ENERGY: Earns US$3.2 Million in 3rd Qtr. Ended Sept. 30
----------------------------------------------------------------
Infinity Energy Resources Inc. reported Monday its operating
results for the third quarter and first nine months of 2007.

The company reported net income of US$3.2 million for the third
quarter ended Sept. 30, 2007, compared with a net loss of
US$28.3 million for the corresponding quarter of 2006.

Net income from continuing operations was US$3.1 million for the
third quarter of 2007, versus a net loss from continuing
operations of US$32.6 million in the three months ended
Sept. 30, 2006.

For the three months ended Sept. 30, 2007, revenues approximated
US$2.5 million, compared with approximately US$3.7 million in
the third quarter of 2006.  The US$1.3 million, or 34%, decrease
in revenue consisted of an approximate US$100,000 decrease
attributable to lower average prices and a US$1.2 million
decrease attributable to lower oil and gas production.

Net income in the third quarters of 2007 and 2006 benefited from
US$4.8 million and US$11.9 million of income related to changes
in derivative values, respectively.  In the third quarter of
2006, the company reported a US$15.0 million ceiling write-down
of oil and gas properties and a US$26.9 million charge related
to the early extinguishment of debt.

For the nine months ended Sept. 30, 2007, revenues approximated
US$7.1 million, compared with approximately US$9.5 million in
the first nine months of 2006.  The US$2.4 million, or 25%,
decrease in revenue consisted of an approximate US$500,000
decrease attributable to lower average prices and a US$1.9
million decrease attributable to lower oil and gas production.

The company reported a net loss of US$16.6 million in the first
nine months of 2007, versus a net loss of US$36.9 million in the
nine months ended Sept. 30, 2006.  Net income in the first nine
months of 2007 and 2006 benefited from US$4.5 million and
US$11.7 million of income related to changes in derivative
values, respectively.  In the first nine months of 2007, the
company reported a US$15.8 million ceiling write-down of oil and
gas properties, versus a ceiling write-down of US$26.6 million
in the first nine months of 2006.  Nine-month results in 2006
also included a charge of US$27.1 million related to the early
extinguishment of debt.

EBITDA (earnings from continuing operations before interest,
income taxes, depreciation, depletion, amortization and
accretion expenses, gains and losses on the sale of assets,
expense related to the early extinguishment of debt, change in
derivative fair value and ceiling write-down of oil an gas
properties) for the three- and nine-month periods ended
Sept. 30, 2007, totaled US$643,000 and US$639,000, respectively.

Exploration and production operations produced 340 MMcfe (3.7
MMcfe per day) and 996 MMcfe (3.6 MMcfe per day) during the
three and nine months ended Sept. 30, 2007, respectively,
compared with 500 MMcfe (5.4 MMcfe per day) and 1,242 MMcfe (4.6
MMcfe per day) in the respective prior-year periods.

Approximately US$5.0 million in net cash was used in operating
activities during the nine months ended Sept. 30, 2007, compared
with US$13.5 million in net cash provided by operating
activities in the corresponding period of the previous year.
Net cash used in investing activities, including capital
expenditures involving exploration and production activities,
totaled US$16.7 million in the first nine months of 2007, versus
US$29.0 million in the nine months ended Sept. 30, 2006.

                       Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet
showed US$55.5 million in total assets, US$33.7 million in total
liabilities, and US$21.8 million in total stockholders' equity.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with US$3.1 million in total current
assets available to pay US$31.9 million in total current
liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 30, 2007, are available
for free at http://researcharchives.com/t/s?2543

                     Management Comments

"Our new management team is working diligently, and making
progress, on addressing the company's borrowing deficiency with
Amegy Bank and positioning Infinity to pursue the development
potential of its properties in Texas and offshore Nicaragua,"
stated Stanton E. Ross, chief executive officer of Infinity
Energy Resources Inc.

"The workout agreement with our bank is progressing well,"
continued Ross.  "We have entered into two non-binding letters
of intent with a substantially larger oil and gas exploration
company to farm in to Infinity's acreage position in Erath and
Hamilton Counties in Texas, and to purchase all of our oil and
gas producing properties in the Rocky Mountains.  While there
can be no assurance that these transactions will occur, we are
optimistic and expect to release additional information prior to
the end of this month."

"In addition, I am pleased to report that progress continues
regarding our 1.4 million-acre oil and gas concession offshore
Nicaragua, which we believe has the potential to be the
company's most valuable asset.  Negotiations between federal and
regional governmental agencies in Nicaragua regarding a variety
of issues have been ongoing for the past several months, and
based upon recent progress, I will be traveling to Managua later
this month. We are hopeful that all issues regarding our
contract will be finalized before year- end, in which case we
expect to move forward with additional seismic and development
work in early 2008," concluded Ross.

                   About Infinity Energy

Headquartered in Denver, Infinity Energy Resources Inc.
(NasdaqGM: IFNY) -- http://www.infinity-res.com/-- is an
independent energy company engaged in the exploration,
development production of natural gas and oil and the
acquisition of natural gas and oil properties in Texas and the
Rocky Mountain region of the United States.  The company also
has a 1.4 million-acre oil and gas concession offshore Nicaragua
in the Caribbean Sea.

            Amegy Bank Deficiency and Defaults

Under the Forbearance Agreement entered into with Amegy Bank
N.A. in August, Infinity is required to repay an US$11.5 million
borrowing base deficiency by Nov. 30, 2007.  In order to satisfy
the US$11.5 million borrowing base deficiency, Infinity is
required to sell the assets of Infinity Oil & Gas of Wyoming
Inc., which holds its Rocky Mountain oil and gas assets, and may
be required to sell Infinity Oil and Gas of Texas Inc.

In addition, Infinity is currently in default under the loan
agreement with Amegy.  The company failed to meet certain
financial and other covenants during the three months ended
Sept. 30, 2007, including the interest coverage ratio and the
funded debt to EBITDA ratio.  Although Infinity intends to seek
waivers of existing and future defaults as they occur, Amegy
currently has the right to declare an event of default and
foreclose on substantially all of Infinity's assets.


XEROX CORP: Inks Three-Year Collaborative Deal with NC State
------------------------------------------------------------
Xerox Corporation has entered into a three-year collaborative
project with North Carolina State University College of
Management to fund research that will lead to new courses in
professional service management and innovation management.

"We are operating in a service-led economy and increasingly
larger segments of our Xerox research portfolio are dedicated to
developing differentiated technologies for services," said
Sophie Vandebroek, Xerox chief technology office and president,
Xerox Innovation Group.  "Our collaboration with faculty at NC
State, who are global leaders in services and innovation
management, is an excellent way to advance knowledge in this
area."

"Establishing such industry-academic partnerships reflects the
university's commitment to economic development," said James
Oblinger, chancellor of NC State University.  "Our students
benefit through relevant coursework and employment opportunities
that evolve from these relationships, and both the faculty and
industry benefit through a dynamic exchange of knowledge."

The new academic programs and research are being developed and
delivered through NC State College of Management's Service and
Product Innovation Initiative and the Center for Innovation
Management Studies, a collaborative venture between academia and
corporate R&D centers based at the college.

The new courses include the Service Innovation Lab where
graduate and undergraduate students will work with companies to
develop innovative service concepts.  In addition, a new
graduate-level service management course will be taught in
partnership with Indiana University, using emerging virtual
world tools and technology.

"At the College of Management, our faculty has leveraged NC
State's strengths in engineering and design to establish a
technology focus in all our programs," said Ira R. Weiss, dean
of the college.  "Working in collaboration with engineering,
textiles and design faculty, as well as industry leaders such as
Xerox and IBM, assures a depth of relevance to our research and
coursework in this area."

A CIMS partner since 2002, Xerox recently hosted the biannual
CIMS meeting at the Xerox Research Center Webster, one of the
company's four worldwide research centers.

                    About NC State SSME

North Carolina State University's management and engineering
faculty offer graduate courses in Services Science, Management
and Engineering.  The MBA program in NC State's Jenkins Graduate
School of Management offers a concentration in services with two
options: one emphasizing professional services and relationship
management, and one emphasizing service innovation.  The Jenkins
Graduate School is part of NC State's College of Management.  NC
State's College of Engineering offers a master of science in
computer networking with concentrations in IT services and
network services.  Business and engineering students and faculty
work collaboratively in several of the service courses.

                      About Xerox Corp.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 29, 2007, Moody's Investors Service has placed the ratings
of Xerox Corporation and supported subsidiaries under review for
possible upgrade.

Xerox Corporation:

  -- Senior unsecured at Baa3
  -- Subordinated at Ba1

Xerox Credit Corporation:

  -- Senior unsecured at Baa3 (support agreement from Xerox
     Corp.)




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


SOLO CUP: Earns US$5.4 Million in Quarter Ended Sept. 30
--------------------------------------------------------
Solo Cup Company reported net income of US$5.4 million for the
three months ended Sept. 30, 2007, compared to a net loss of
US$19.9 million for the comparable period in 2006, a US$25.3
million improvement.

For the third quarter of 2007, the company reported net sales
from continuing operations of US$536.4 million, versus US$548.3
million for the same quarter in 2006.  Gross profit from
continuing operations for the quarter increased from the year
ago period by US$9.5 million to US$63.0 million, reflecting a
gross margin of 11.7% for the current quarter versus 9.7% for
the comparable period in 2006.  Selling, general and
administrative expenses from continuing operations as a
percentage of sales decreased to 9.7% for the thirteen weeks
ended Sept. 30, 2007, from 10.2% for the thirteen weeks ended
Oct. 1, 2006.  Operating income from continuing operations for
the third quarter 2007 was US$21.0 million, which represents a
US$24.6 million improvement over the prior year.

"Our performance continued to improve during the third quarter
and we are now experiencing the benefits of investments made
earlier this year," said Robert M. Korzenski, chief executive
officer, Solo Cup Company.  "Deliberate actions taken to address
low-margin volume and investments in higher growth product lines
brought our overall sales volume down but improved our gross
profit.  Continued savings in logistics and manufacturing
positively impacted cost of goods sold, which further improved
our results."

The decrease in net sales during the third quarter of 2007
reflects a 9.2% decrease in sales volume partially offset by a
7.0% increase in average realized sales price as compared to the
thirteen weeks ended Oct. 1, 2006.  The lower volume is a result
of the divestiture of the company's dairy business in Japan in
December 2006, which contributed approximately US$9.3 million to
net sales in the third quarter of 2006, as well as the company's
ongoing product rationalization efforts, actions taken to
improve commercial arrangements and soft market conditions.  A
shift toward higher value products and more disciplined
implementation of pricing policies contributed to a higher
average realized sales price.

The increases in gross profit and gross margin reflect the
continuing impact of operational efficiencies, the company's
investments in information systems and an increase in average
realized sales price.  These improvements helped to offset
continued increases in raw material costs as well as
professional fees related to the company's performance
improvement program.

Selling, general and administrative expenses decreased US$3.5
million for the thirteen weeks ended Sept. 30, 2007, as compared
to the year ago period.  The improvement reflects an asset
impairment charge in the prior year period related to the
Company's dairy assets in Japan partially offset by increased
professional fees related to the performance improvement
program, transaction costs and an increase in reserves for
performance-based compensation during the quarter.

The company recognized US$10.3 million of gain on the sale of
property, plant and equipment during the thirteen weeks ended
Sept. 30, 2007.  The gain is primarily attributable to the sale
of assets related to the company's uncoated white paper plate
business.

"As planned, we have exited non-core, non-strategic businesses
in order to reduce debt and invest in higher growth
opportunities," said Mr. Korzenski.  "Thus far in the fourth
quarter, we have completed the previously announced sales of
both our Hoffmaster and Japanese businesses.  We expect to apply
the combined net proceeds of approximately US$200 million to
retire term debt, bringing our total debt reduction in 2007 to
more than US$360 million."

"Solo is a stronger company today than it was a year ago," Mr.
Korzenski summarized.  "Our performance improvement initiatives
have increased our margins while improved commercial terms are
enabling us to better manage volatility in raw material costs.
These operating improvements combined with lower debt are
generating momentum that will continue into 2008 and beyond."

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.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 29, 2007, Fitch Ratings has upgraded Solo Cup Company's
bank debt and subordinated notes ratings:

-- affirmed Issuer default rating affirmed at 'B-';

-- Senior secured first lien term loan upgraded to 'BB-/RR1'
    from 'B+/RR2';

-- Senior secured revolving credit facility upgraded to
    'BB-/RR1' from 'B+/RR2';

-- Senior subordinated notes upgraded to 'CCC+/RR5' from
    'CCC/RR6'.




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


MACY'S INC: Earns US$33 Million in Third Quarter Ended Nov. 3
-------------------------------------------------------------
Macy's Inc. reported Wednesday net earnings of US$33 million for
the third quarter of 2007, ended Nov. 3, 2007.  This compares
with a net loss of US$3 million in the same period ended
Oct. 28, 2006.

The company reported income from continuing operations of
US$33 million for the third quarter ended Nov. 2007, compared
with income from continuing operations of US$20 million for the
same 13-week period last year.

Results of the third quarter of 2007 includes May Company merger
integration costs of US$17 million.

The third quarter of 2006 included merger integration costs and
related merchandise inventory adjustments of US$145 million.

For the first three quarters of 2007, Macy's Inc. reported net
income of US$143 million compared with net income of US$262
million for the first three quarters of 2006.  Income from
continuing operations was US$159 million, compared to income
from continuing operations of US$228 million in the first three
quarters of 2006.  Results for the first three quarters of 2007
includes May Company merger integration costs of US$150 million.
The first three quarters of 2006 included merger integration
costs and related merchandise inventory adjustments of US$451
million, as well as gains on the sale of credit receivables of
US$191 million.

Terry J. Lundgren, Macy's Inc. chairman, president and chief
executive officer, said, "Despite the unseasonably warm weather
in September and October, we were able to deliver third quarter
same-store sales within our guidance and earnings per share at
the top end of our guidance.  We have a wide range of new and
distinctive merchandise in our assortment for the holiday season
at both Macy's and Bloomingdale's, and we believe we will
compete successfully in the fourth quarter, despite what
continues to be a challenging economic environment."

                           Sales

Sales in the third quarter totaled US$5.906 billion, an increase
of 0.3% compared to total sales of US$5.886 billion in the same
period last year.  On a same-store basis, Macy's Inc.'s third
quarter sales were down 0.8%.  This is within the company's
guidance for third quarter sales to be in the range of down 1%
to up 1%.

For the year to date, Macy's Inc.'s sales totaled US$17.719
billion, down 0.5% from total sales of US$17.811 billion in the
first 39 weeks of 2006.  On a same-store basis, Macy's Inc.'s
year-to-date sales were down 1.0%.

In the third quarter of 2007, the company opened four stores and
closed one.  Macy's opened stores in Northridge and Brea,
California, and Portland, Oregon.  Bloomingdale's opened a store
in Chevy Chase, Maryland.  Macy's closed a store in Columbus,
Ohio.

                     Operating Income

Macy's Inc.'s operating income totaled US$183 million or 3.1% of
sales for the quarter ended Nov. 3, 2007, compared to operating
income of US$134 million or 2.3% of sales for the same period
last year.

For the first nine months of 2007, Macy's Inc.'s operating
income totaled US$641 million or 3.6% of sales, compared to
operating income of US$576 million or 3.2% of sales for the same
period last year.

                         Cash Flow

Net cash provided by continuing operating activities was
US$285 million for the first nine months of 2007, compared with
US$1.971 billion for the first nine months of last year.  The
first nine months of 2006 included US$1.860 billion in proceeds
from the sale of proprietary credit receivables.

Net cash used by continuing investing activities in the first
nine months of 2007 was US$618 million, compared with cash
provided by continuing investing activities of US$865 million in
the first nine months of last year.  The first nine months of
2007 included US$96 million from the disposal of property and
equipment, primarily from the sale of duplicate facilities
associated with the May Company integration.  In the first nine
months of 2006, cash from continuing investing activities
included the company's purchase of US$1.141 billion in credit
receivables from General Electric Capital Corporation, which
then were sold to Citigroup for US$1.323 billion, as well as
US$1.047 billion in proceeds from the disposition of Lord &
Taylor and US$494 million from the disposal of property and
equipment, primarily from the sale of approximately 60 duplicate
store locations.

Net cash used by continuing financing activities was US$602
million in the first nine months of 2007, compared with US$2.345
billion in cash used by continuing financing activities in the
first nine months of last year.  The company issued US$2.9
billion in debt in the first nine months of 2007.

The company repurchased approximately 2.7 million shares of its
common stock for a total of approximately US$84 million in the
third quarter of 2007.  In the first nine months of 2007, the
company repurchased approximately 72.2 million shares of its
common stock for approximately US$3 billion.  At Nov. 3, 2007,
the company had remaining authorization to repurchase up to
approximately US$1.17 billion of its common stock.

At Nov. 3, 2007, the company's consolidated balance sheet showed
US$29.669 billion in total assets, US$20.229 billion in total
liabilities, and US$9.440 billion in total shareholders' equity.

                     About Macy's Inc.

Headquartered in Cincinnati and New York, Macy's Inc. (NYSE: M)
-- http://www.fds.com/-- is one of the nation's premier
retailers, with fiscal 2006 sales of $27 billion.  The company
operates more than 850 department stores in 45 states, the
District of Columbia, Guam and Puerto Rico under the names of
Macy's and Bloomingdale's. The company also operates macys.com,
bloomingdales.com and Bloomingdale's By Mail.  Prior to
June 1, 2007, Macy's Inc. was known as Federated Department
Stores Inc.

                        *     *     *

As reported on Oct. 23, 2007, Moody's Investors Service affirmed
all ratings of Macy's Inc., including its long term rating of
Baa2, Prime 2 short term rating, and (P)Ba1 Preferred shelf
rating but changed the outlook to negative from stable.  The
change in outlook was prompted by the continuing negative
comparable store sales in the former May doors, credit metrics
that are at the trigger points cited in Moody's Credit Opinion
of Feb. 28, 2007, for a downgrade, and the uncertain outlook on
consumer spending that could further delay improvement in the
former May stores' performance.


MAXXAM INC: Incurs US$10.5-Mln Net Loss in Third Qtr. of 2007
-------------------------------------------------------------
MAXXAM Inc. posted a net loss of US$10.5 million for the third
quarter of 2007, compared to net income of US$418.7 million for
the same period a year ago.  The 2006 results included a net
gain of US$430.9 million due to the cancellation of MAXXAM's
interest in Kaiser Aluminum Corporation, resulting in the
reversal of the Company's losses in excess of its investment in
Kaiser.  Sales for the third quarter of 2007 totaled US$23.0
million, compared to US$77.8 million in the third quarter of
2006.

On Jan. 18, 2007, the Pacific Lumber Company and its wholly
owned subsidiaries, including Scotia Pacific Company LLC, filed
for reorganization under Chapter 11 of the Bankruptcy Code.  As
a result, the company deconsolidated the Debtors' financial
results beginning Jan. 19, 2007, and began reporting its
investment in the Debtors using the cost method.  Accordingly,
the company's consolidated financial results for the three
months ended Sept. 30, 2007, include no activity for the
Debtors.

                   Real Estate Operations

Real estate sales were US$9.7 million for the third quarter of
2007, as compared to US$28.9 million for the same period a year
ago.  The decline is primarily due to the substantial sell-out
in 2006 of lots at the company's Mirada development and a
reduction in parcel sales, deferred profit and profit
participation payments at the company's Palmas del Mar
development.

                     Racing Operations

Sales for the company's Racing operations were US$13.3 million
for the third quarter of 2007, as compared to US$11.0 million
for the same period a year ago.  The higher sales were primarily
due to an expanded and enhanced summer concert series at Sam
Houston Race Park.

Operating results declined US$1.6 million for the third quarter
of 2007, as compared to the same period in 2006.  The lower
operating income was principally due to declines in wagering at
Sam Houston Race Park and costs associated with Sam Houston Race
Park's concert series, partially offset by lower spending
related to securing a gaming license for the Laredo, Texas area.

                     Corporate & Other

The Corporate segment's operating losses represent general and
administrative expenses that are not specifically attributable
to the company's operating segments.  The Corporate segment's
operating losses, excluding the reversal of the company's net
investment in Kaiser, increased US$2.0 million in the third
quarter of 2007, as compared to the prior year period, primarily
due to changes in stock-based compensation expense (resulting
from fluctuations in the market price of the company's common
stock) and an increase in legal fees, partially offset by cost
cutting initiatives.

Consolidated investment, interest and other income increased
US$1.5 million in the third quarter of 2007, as compared to the
prior year period, due primarily to higher returns on marketable
securities and other short-term investments.

Headquartered in Houston, Texas, MAXXAM Inc. (AMEX: MXM)
operates businesses ranging from aluminum and timber products to
real estate and horse racing.  MAXXAM's top revenue source is
Kaiser Aluminum, which has been in Chapter 11 bankruptcy since
2002.  MAXXAM's timber subsidiary, Pacific Lumber, owns about
205,000 acres of old-growth redwood and Douglas fir timberlands
in Humboldt County, California.  MAXXAM's real estate interests
include commercial and residential properties in Arizona,
California, Texas, and Puerto Rico.  The company also owns the
Sam Houston Race Park, a horseracing track near Houston.  Its
chairperson and chief executive officer, Charles Hurwitz,
controls 77% of MAXXAM.

The company's March 31 balance sheet showed US$559.5 million of
total assets, USUS$783.8 million in total liabilities, resulting
in a stockholders' equity deficit of US$224.3 million.


MYLAN INC: S&P Downgrades Corp. Credit Rating to BB- from BB+
-------------------------------------------------------------
Standard & Poor's Ratings Services has lowered its corporate
credit rating on Mylan Inc. (fka Mylan Laboratories Inc.) to
'BB-' from 'BB+' and lowered its senior unsecured debt rating to
'B' from 'BB+'.  The ratings are removed from CreditWatch, where
they were placed with negative implications on May 14, 2007,
following Mylan's announcement that it was acquiring the generic
drug business of Merck KGaA for US$6.7 billion.  The outlook is
stable.

At the same time, S&P assigned its bank loan and recovery
ratings to Mylan's US$4.85 billion proposed financing.  The
senior secured credit facilities, consisting of a US$750 million
revolver due 2013, a US$500 million term loan A due 2013, a US$2
billion term loan B due 2014, and a euro term loan B (equivalent
to US$1.6 billion) due 2014, are rated 'BB', with a recovery
rating of '2', indicating the expectation for substantial (70%-
90%) recovery in the event of a payment default.

S&P also assigned a 'B-' preferred stock rating to Canonsburg,
Pennsylvania-based Mylan's US$1.86 billion three-year mandatory
convertible preferred stock.

"The ratings on Mylan are based on the company's highly
leveraged financial risk profile and management's challenges in
integrating and running a much larger, internationally focused
company," said S&P's credit analyst Arthur Wong.  Partially
offsetting these negatives are Mylan's new position as the
third-largest generic drug maker, in an industry where size and
scale are critical; the positive fundamentals of the generic
drug industry; and S&P's belief that leverage will decline
steadily, given management's history of financial conservatism.

Following the close of the acquisition of the generics business
of Merck KGaA in October 2007, Mylan is now the third-largest
generic drug company in the world, in terms of sales.

                        About Mylan

Mylan Inc., formerly known as Mylan Laboratories Inc. (NYSE:
MYL), -- http://www.mylan.com/-- is a global pharmaceutical
company with market leading positions in generic
pharmaceuticals, transdermal technology and unit dose packaged
products.  Mylan operates through three principal subsidiaries:
Mylan Pharmaceuticals, a world leader in generic
pharmaceuticals; Mylan Technologies, the largest producer of
generic and branded transdermal patches for the U.S. market; and
UDL Laboratories, the top U.S.-supplier of unit dose
pharmaceuticals.

Mylan also owns a controlling interest in Matrix Laboratories,
one of the world's premier suppliers of active pharmaceutical
ingredients.  Mylan also has a European platform through
Docpharma, a Matrix subsidiary, which is a marketer of branded
generics in Europe.  The company also has a production facility
in Puerto Rico.




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


ARVINMERITOR INC: Posts US$62 Million Net Loss in Fourth Quarter
----------------------------------------------------------------
ArvinMeritor Inc. reported Wednesday financial results for its
full fiscal year and fourth quarter ended Sept. 30, 2007.

The company reported a net loss of US$62 million for the fourth
quarter ended Sept. 30, 2007, compared with a net loss of
US$274 million for the same period in fiscal year 2006.

For the fourth quarter of fiscal year 2007, ArvinMeritor posted
sales of US$1.6 billion, flat over the same period last year.
Sales reflect the continued downturn in Class 8 North American
truck sales offset by stronger volumes in other regions.

Operating income in the fourth quarter of 2007, before special
items, was US$8 million, compared to operating income, before
special items, of US$56 million in the prior year's fourth
quarter.

Loss from continuing operations during the fourth quarter of
fiscal year 2007, before special items, was US$4 million,
compared to income from continuing operations, before special
items, of US$29 million a year ago.  Fourth-quarter results
reflect reduced North American volumes and significant premium
costs associated with record European volumes.

Special items included costs associated with supplier
reorganizations, restructuring expenses and certain non-
recurring tax charges.

For the fourth quarter of 2007, ArvinMeritor reported positive
free cash flow of US$178 million.

"Despite the solid progress we are making in implementing our
strategic initiatives, our results this quarter were negatively
impacted by weaker than anticipated North American truck
production and the continuing capacity challenges in our
European truck operations," said chairman, chief executive
officer and president Chip McClure.  "Going forward, we believe
European capacity issues will be less severe due to actions we
are taking to implement lean manufacturing improvements and
bring new suppliers into the pipeline.

"Following this period of extended softness in the North
American truck market, we expect to see a rebound as the
industry gradually returns in 2008.  In Europe, we look forward
to continued strong sales volumes, and in Asia and South
America, we expect volumes to grow significantly."

Sales from continuing operations for fiscal year 2007 were
US$6.4 billion, up US$34 million, compared to fiscal year 2006.

On a GAAP basis, net loss was US$219 million, compared to a net
loss of US$175 million in fiscal tear 2006.  Loss from
continuing operations was US$30 million, compared to income from
continuing operations of US$112 million in fiscal year 2006.

Net debt was reduced by US$146 million during the fiscal year
despite negative free cash flow of US$113 million.

At Sept. 30, 2007, the company's consolidated balance sheet
showed US$4.789 billion in total assets, US$4.181 billion in
total liabilities, US$65 million in minority interests, and
US$543 million in shareowners' equity.

                     About ArvinMeritor

Headquartered in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM)
-- http://www.arvinmeritor.com/-- supplies integrated systems,
modules and components to the motor vehicle industry.  The
company serves light vehicle, commercial truck, trailer and
specialty original equipment manufacturers and certain
aftermarkets.  ArvinMeritor employs about 29,000 people at more
than 120 manufacturing facilities in 25 countries.  These
countries are: China, India, Japan, Singapore, Thailand,
Australia, Venezuela, Brazil, Argentina, Belgium, Czech
Republic, France, Germany, Hungary, Italy, Netherlands, Spain,
Sweden, Switzerland, United Kingdom, among others.

                        *     *     *

As reported on Oct. 9, 2007, Fitch Ratings downgraded its
ratings on ArvinMeritor Inc. including Issuer Default Rating to
'BB-' from 'BB'; Senior secured revolver to 'BB' from 'BB+'; and
Senior unsecured notes to 'B+' from 'BB-'.  Fitch said the
rating outlook is negative.

Standard & Poor's Ratings Services lowered its corporate credit
rating and related ratings on ArvinMeritor Inc. to 'B+' from
'BB-'.  S&P said the outlook is negative.

Moody's Investors Service downgraded ArvinMeritor's Corporate
Family Rating to B1 from Ba3 and maintained the outlook at
stable.  Moody's also lowered its ratings on the company's
secured bank obligations (to Ba1, LGD-1, 8% from Baa3, LGD-2,
13%) and unsecured notes (to B2, LGD-4, 63% from B1, LGD-4,
63%).  The Probability of Default is changed to B1 from Ba3,
while the company's Speculative Grade Liquidity rating remains
SGL-2.  Moody's said the outlook is stable.


PETROLEOS DE VENEZUELA: Venture with Chinese Co. Bags Contract
--------------------------------------------------------------
The Venezuelan government has awarded state-run oil firm
Petroleos de Venzuela SA's joint venture with China National
Petroleum Corp. oil exploration rights in the Sumano oil field,
Oil & Gas Journal reports, citing China National.

China National told Oil & Gas that it will have a 40% interest
in any commercial output in the block, with the balance would be
for Petroleos de Venezuela.

Petroleos de Venezuela will form a new joint venture with China
National to develop two additional blocks in the Orinoco heavy
oil belt, Oil & Gas states.

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

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


PETROLEOS DE VENEZUELA: May Suffer Fin'l Crisis, Report Says
------------------------------------------------------------
Venezuelan state-owned oil firm Petroleos de Venezuela SA could
be heading towards a financial crisis due to President Hugo
Chavez's "brand of socialism," Jeremy Morgan at Caracas Daily
Journal reports, citing former Central Bank director Domingo
Maza Zavala.

According to Caracas Daily, Mr. Zavala is a critic of the
Venezuelan government's economic policy even while he was still
on the board at the central bank.

Caracas Daily notes that Petroleos de Venezuela has US$8 billion
on deposit at the Treasury.  However, Mr. Zavala said that "the
source of Venezuela's riches was in difficulties,"  as Petroleos
de Venezuela was incurring financial deficits, "resorting to
loans from the domestic and international financial markets to
shore up its finances."

An oil industry analyst commented to Caracas Daily, "Those are
just some of the facts we'd like to know, along with oil output
and the rest of it.  In the meantime, we'll have to go on
guessing and we'll go on the high side to be safe."

The analyst told Caracas Daily that international credit
analysts give Venezuela the highest country risk rating in Latin
America.  This indicates that the nation could be paying "top
dollar, particularly on short-term money."

Petroleos de Venezuela is "covering its costs from its own
resources after footing the bill for President Chavez's social
welfare programs, Caracas Daily says, citing Mr. Zavala.
According to him, Petroleos de Venezuela is facing an increasing
bill to fund its oil business.  The company "is doing so out off
the back of a production base that's not what it used to be."

Caracas Daily relates that Mr. Zavala said at a trade
conference, "Operating costs have increased and real production
is not what the government says, 3.2 million barrels per day.
OPEC says 2.6 million barrels per day in the best of cases.
Investments haven't been made to raise productive capacity and
the wells are deteriorating."

The money is either "drained from Petroleos de Venezuela" or
spent directly by the company, without any supervision from the
National Assembly, "or anyone else for that matter," Caracas
Daily states, citing critics.

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

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


SHAW GROUP: Expects To File 2007 Annual Report by Mid-December
--------------------------------------------------------------
The Shaw Group Inc. is expecting to complete and file its fiscal
2007 Annual Report on Form 10-K by mid-December.  Previously,
Shaw requested a 15-day extension of time to file the Form 10-K
with the U.S. Securities & Exchange Commission because of the
cumulative time impacts of its previously delayed filings in
2007.  The aforementioned delays, as well as additional time
required to reflect certain adjustments to net earnings for
fiscal years 2005 and 2006, plus the updating of the related
auditors' opinions, will delay the company's filing of its 2007
Annual Report until after the Nov. 14, 2007, expiration of the
extension period.  The company is working diligently to complete
the 2007 Annual Report as soon as possible.

The adjustments to the net earnings for fiscal years 2005 and
2006 consist of charges approximating US$500,000 and US$800,000,
respectively, and follow consultations with the SEC staff.  The
majority of these charges were recorded and disclosed in the
company's previously filed financial statements for the first
quarter of 2007.  The company also anticipates making an
approximate US$1.6 million reduction to net earnings in periods
prior to 2005 to correct the accounting for certain office
leases.  The restatements will be reflected within the company's
2007 Annual Report and no amended filings for the prior periods
will be made.

As previously announced, the company expects 2007 revenues to be
approximately US$5.7 billion and that the consolidated net loss
for the year is expected to be in the range of US$15 to US$19
million.  Net cash provided from operating activities is
expected to approximate US$460 million, and cash and cash
equivalents at Aug. 31, 2007, were US$341 million.  The backlog
of unfilled orders at Aug. 31, 2007, approximates US$14.3
billion.  These estimates are unchanged from previously
disclosed amounts and are unaudited.  These anticipated results
for fiscal 2007 remain subject to adjustment as the company's
financial records remain open until the 2007 Form10-K is filed.

The company will seek a waiver under its Senior Credit Facility,
as it does not expect to file its 2007 Form 10-K by the Nov. 30,
2007, expiration of its current waiver.  No borrowings are
currently outstanding under this credit facility.

                      About Shaw Group

Based in Baton Rouge, Louisiana, The Shaw Group Inc. (NYSE: SGR)
-- http://www.shawgrp.com/-- provides services to the
environmental, infrastructure and homeland security markets,
including consulting, engineering, construction, remediation and
facilities management services to governmental and commercial
customers.  It is also a vertically integrated provider of
engineering, procurement, pipe fabrication, construction and
maintenance services to the power and process industries.  The
company segregates its business activities into four operating
segments: Environmental & Infrastructure; Energy & Chemicals;
Maintenance, and Fabrication, Manufacturing & Distribution.  In
January 2005, the company sold substantially all of the assets
of its Shaw Power Technologies, Inc. and Shaw Power Technologies
International, Ltd. units to Siemens Power Transmission and
Distribution Inc., a unit of Siemens AG.

The company has operations in Chile, China, Malaysia, the United
Kingdom and, Venezuela, among others.

                      *     *     *

Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on The Shaw Group Inc. and removed it from
CreditWatch, where it was placed with negative implications in
October 2006.  S&P said the outlook is stable.

In addition, 'BB' senior secured debt rating was affirmed after
the US$100 million increase to the company's revolving credit
facility.

                        ***********


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

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