TCRLA_Public/080129.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

          Tuesday, January 29, 2008, Vol. 8, Issue 20

                          Headlines

A R G E N T I N A

ALITALIA SPA: AirOne SpA Taps Seabury Group to Boost Offer
ALLIS-CHALMERS: Bronco Merger Won't Affect S&P's B Credit Rating
ALLIS-CHALMERS: Signs US$437.8M-Merger Deal with Bronco Drilling
ARVINMERITOR INC: Board Declares US$0.10 Quarterly Dividend
ARVINMERITOR INC: Names Barbara Novak VP & Corporate Secretary

BALLY TECHNOLOGIES: Seminole Tribe to Get 2,000 Gaming Machines
DELTA AIR: Reports 4th Quarter & Full Year 2007 Results
FORD MOTOR: Auto Credit Arm Earns US$775 Million in 2007
FORD MOTOR: Inks Final Pact for ACH Driveshaft Business Sale
FORD MOTOR: Posts US$2.7 Billion Net Loss in Fiscal Year 2007

HUNTSMAN CORP: Agrees To Extend Review Period for Hexion Merger
TYSON FOODS: Court Sides with Firm in Poultry Conflict


B A H A M A S

ISLE OF CAPRI: Acquires Remaining 43% Interest in Black Hawk LLC
METROPOLITAN BANK: Moody's Gives Positive Outlook for Ratings


B E L I Z E

CONTINENTAL AIRLINES: Pilots Prepare for Merger Potential


B E R M U D A

VIVUS INT'L: Sets Final Shareholders Meeting for Feb. 20


B O L I V I A

INTERMEC INC: Names Raymond Cronin as RFID VP & General Manager


B R A Z I L

BANCO BRADESCO: Almost Completing Agora Acquisition
BLOCKBUSTER INC: Movie Gallery Acquisition Unlikely, COO Says
DELPHI CORP: Bankruptcy Court Confirms Chapter 11 Plan
DELPHI CORP: To Sell Steering Business to Platinum Equity
EL PASO: Deciding on Sale of 50% Stake in Pinauna by March

HEXION SPECIALTY: Nods To Extend Review Time for Planned Merger
HEXION SPECIALTY: To Exercise Rights Over Merger Deal Extension
PROPEX: Gets Interim OK to Access BNP Paribas' Cash Collateral
PROPEX INC: Wants Schedules Filing Deadline Extended to April 2
TRW AUTOMOTIVE: Earns US$23 Mln in Third Quarter Ended Sept. 28

XERIUM TECH: Opens Paper Machine Clothing Factory in Vietnam

* BRAZIL: Must Accept New Ecuadorian Contract by March 8
* BRAZIL: Petroleo Brasileiro Bidding for Ecuadorian Project


C A Y M A N   I S L A N D S

BANK OF AYUDHYA: Establishes Used Car Seller Subsidiary
CABLE & WIRELESS: Gives Free Credit to bmobile Clients
ERI GROUP: Holding Final Shareholders Meeting Today
ERI INT'L: Final Shareholders Meeting Is Today
IH INVESTMENTS: Sets Final Shareholders Meeting for Jan. 30

INT'L CONSULTANTS: Proofs of Claim Filing Deadline Is Today
INT'L CONSULTANTS: Holding Final Shareholders Meeting Today
MPC AMETHYST: Will Hold Final Shareholders Meeting on Jan. 30
MPC AMETHYST (GENERAL): Final Shareholders Meeting Is on Jan. 30
MPC JAPAN: Sets Final Shareholders Meeting for Jan. 30

MPC JAPAN FUND: Holding Final Shareholders Meeting on Jan. 30
RC INVESTMENTS: Sets Final Shareholders Meeting for Jan. 30


C H I L E

ROCK-TENN CO: Board Declares US$0.10 Per Share Dividend


C O L O M B I A

QUEBECOR WORLD: Bankruptcy Won't Affect Quebecor Inc. & Units
QUEBECOR WORLD: Taps Richard Kibbe as Conflicts Counsel
QUEBECOR WORLD: Wants Donlin Recano as Claims & Noticing Agent


C O S T A   R I C A

US AIRWAYS: Dion Flannery To Oversee Piedmont & PSA Airlines


E C U A D O R

PETROECUADOR: Gives Oil Firms Until March 8 for New Contracts
PETROECUADOR: Schlumberger, Halliburton & Baker Want Oil Accords


G U A T E M A L A

GOODYEAR TIRE: Unit To Reduce Production at Two Factories


J A M A I C A

NATIONAL COMMERCIAL: Earns J$1.9 Bln. in Quarter Ended Dec. 31
NATIONAL WATER: Chamber Takes Firm To Task Over Pipe Project


M E X I C O

GRUPO MEXICO: Asarco Won't Restart El Paso Copper Smelter
GRUPO MEXICO: Southern Copper Declares US$1.40 Dividend
HASBRO INC: Completes US$77.5-Million Cranium Acquisition
KANSAS CITY: Paying US$5.3125 Per Share Dividend on Feb. 15
MEGA BRANDS: Posts US$11 Million Net Loss in 2007 Third Quarter

MOVIE GALLERY: Blockbuster Not Considering Acquisition
MOVIE GALLERY: Chapter 11 Filing Cues S&P to Withdraw D Ratings
MOVIE GALLERY: Landlords Oppose Disclosure Statement Approval
MOVIE GALLERY: Panel Wants to Extend Deadline to Challenge Liens
INTERSTATE HOTELS: To Manage Two Hotels & Restaurants in Gateway

OCEANIA CRUISES: S&P Raises Corporate Credit Rating to B+ from B
TELTRONICS INC: Sells Telident 911 Assets to Amcom Software
TELTRONICS INC: Sept. 30 Balance Sheet Upside-Down by US$4.4 Mln


P E R U

* PERU: Inks Free-Trade Deal with Canada


P U E R T O   R I C O

ADELPHIA: Court Extends Claims Objection Deadline to May 16
AVIS BUDGET: Weak Economy Cues S&P to Put Ratings on Watch Neg.
MUSICLAND: Panel Wants Best Buy to Disgorge US$145MM in Payments
SEARS HOLDINGS: Gets OgilvyOne as Marketing & Management Partner


V E N E Z U E L A

CERRO NEGRO: Nationalization Cues Moody's to Withdraw Rating
CHRYSLER LLC: Invests US$27 Million in Toledo Machining Plant
CMS ENERGY: Board Increases Dividend Up to US$0.09 Per Share
PEABODY ENERGY: To Invest in GreatPoint Energy Gas Projects
PETROLEOS DE VENEZUELA: Bidding for Ecuadorian Project

PETROLEOS DE VENEZUELA: Conducting Maintenance at Petro Cedeno
PETROLEOS DE VENEZUELA: Moody's Says Debt Won't Affect B1 Rating
PETROLEOS DE VENEZUELA: PDVAL Starts Operations in Carabobo

* VENEZUELA: President Urges SouthAm to Withdraw Int'l Reserves
* Large Companies with Insolvent Balance Sheets


                         - - - - -


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


ALITALIA SPA: AirOne SpA Taps Seabury Group to Boost Offer
---------------------------------------------------------
AirOne S.p.A. has tapped Seabury Group LLC to support its offer
to acquire the Italian government's 49.9% stake in Alitalia
S.p.A., Bloomberg News reports.

AirOne chairman Carlo Toto insisted in mid-January that it
presented more economical offer for Alitalia, noting that its
business plan for the national carrier is supported by "four
among the world's most important banks that are ready to
formalize their commitment immediately should a private
negotiation be initiated."

Alitalia and Italy have selected Air France-KLM SA's non-binding
offer over AirOne's.   

As reported on Jan. 17, 2007, Alitalia andItaly have commenced
exclusive sale talks with Air France-KLM.  The carriers have two
months to reach an agreement, which would be approved by the
government.

Tommaso Padoa Schioppa, Italy's finance minister, has delivered
a letter to Alitalia S.p.A. approving the commencement of
exclusive talks with Air France-KLM.

In its non-binding offer, Air France plans to:

   -- acquire 100% of the shares of Alitalia through an
      exchange offer;

   -- acquire 100% of Alitalia convertible bonds; and

   -- immediately inject at least EUR750 million into
      Alitalia through a capital increase, that will be open to
      all shareholders and be fully underwritten by Air France.

Air France CEO Jean-Cyril Spinetta confirmed plans to cut 1,700
jobs and defended plans to downsize Alitalia's operations in
Milan's Malpensa airport.

Mr. Spinetta also revealed that should the French carrier
acquire 100% of Alitalia shares, Air France would list itself in
the Milan bourse.

Mr. Schioppa will represent the Italian government during sale
talks and will evaluate whether to sell to the state's majority
stake in Alitalia, Agenzia Giornalistica Italia says.

                       About Alitalia

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

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

Italian Transport Minister Alessandro Bianchi has warned that
Alitalia may file for bankruptcy if the current attempt to sell
the government's 49.9% stake fails.


ALLIS-CHALMERS: Bronco Merger Won't Affect S&P's B Credit Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that the 'B' corporate
credit rating for oilfield services company Allis-Chalmers
Energy Inc. (B/Positive/--) will not be affected by the
company's announced acquisition of Bronco Drilling Co. Inc. for
US$280 million of cash and approximately US$158 million of
Allis-Chalmers common stock.

Allis-Chalmers has secured a bridge loan to finance the cash
part of the acquisition.  The company has not yet announced
permanent financing plans, and the acquisition is not expected
to close until June 2008.  On a pro forma basis, Allis-Chalmers
is expected to generate close to US$300 million of EBITDA on a
run-rate basis.  If the company finances the majority of the
cash portion of the acquisition with debt, debt to pro forma
EBITDA would be approximately 3x.


ALLIS-CHALMERS: Signs US$437.8M-Merger Deal with Bronco Drilling
----------------------------------------------------------------
Allis-Chalmers Energy Inc. and Bronco Drilling Company Inc. have
entered into a definitive merger agreement providing for the
acquisition of Bronco Drilling Company Inc. by Allis-Chalmers
Energy Inc. for approximately US$437.8 million, comprised of an
aggregate of US$280 million in cash; and Allis-Chalmers common
stock having an aggregate value of approximately US$157.8
million.

The number of shares will be based on the average closing price
of Allis-Chalmers common stock for a ten-trading day period
ending two days prior to the closing.  The combined
consideration totals US$16.33 per share for Bronco Drilling, a
21.8% premium to the closing price of Bronco Drilling's common
stock on Jan. 23, 2008, and an 18.2% premium to the past 10
days' average closing stock price of Bronco Drilling.

Allis-Chalmers has received a financing commitment for up to
US$350 million to cover the cash component of the merger
consideration, repayment of assumed Bronco Drilling debt and
transaction expenses.  Allis-Chalmers and Bronco Drilling
anticipate that receipt of the merger consideration will be
taxable to Bronco Drilling's stockholders.

The merger will result in a combined company with an enterprise
value of approximately US$1.4 billion.  The merger agreement
provides for a subsidiary of Allis-Chalmers to merge with and
into Bronco Drilling, with Bronco Drilling surviving as a wholly
owned subsidiary of Allis-Chalmers.

Upon completion of the transaction, it is anticipated that
Allis-Chalmers' stockholders will own approximately 72.1%, and
that Bronco Drilling's stockholders will own approximately 27.9%
of the combined company.

The board of directors of both Allis-Chalmers and Bronco
Drilling have approved the merger agreement.  The transaction is
subject to customary conditions and regulatory approvals and the
approval by stockholders of each of Allis-Chalmers and Bronco
Drilling.

                     Management Comments

"We are very pleased to have reached this agreement with Allis-
Chalmers and believe it presents a compelling opportunity for
our stockholders," Frank Harrison, Bronco Drilling's chairman
and chief executive officer, stated.  "We believe the combined
entity creates a unique investment opportunity for both sets of
stockholders.  The combined company will be a fully-integrated
oilfield service company with diversified business lines,
substantial international exposure and exciting growth
opportunities not currently found in a company of similar size."

"We are very excited about this pending acquisition that is in
conformity with our strategic criteria," Micki Hidayatallah,
chairman and chief executive officer of Allis-Chalmers, said.  
"We expect the combined company to enhance our product offering
and expand our geographic footprint in the domestic and
international markets.  Internationally, Allis-Chalmers will
increase its presence in the North African and Latin American
markets."

"The opportunity to deploy drilling and workover rigs to the
high growing international markets is very compelling," Mr.
Hidayatallah also noted.  "Bronco Drilling is uniquely
positioned to take advantage of this opportunity because of its
in-house capability of converting and rebuilding rigs for
international operations."

"Although demand for land drilling and workover rigs remains
strong in the international markets, there continues to be long
delays in manufacturing and delivery cycles," Mr. Hidayatallah
continued.

"We anticipate the merged company's presence in Mexico, Libya,
Argentina and Bolivia will provide a solid foundation for
international expansion," Mr. Hidayatallah went on to state.    
"Bronco Drilling's management team has built a company in a very
short time frame that has a reputation for excellence in all its
operations."

"The combined company will be a diversified service company that
provides its domestic and international customers with skilled
operators and technologically advanced equipment in a safe
environment," Mr. Hidayatallah expressed.

"Currently, Allis-Chalmers operates internationally in
Argentina, Mexico, and Bolivia," Mr. Hidayatallah also stated.  
"Bronco Drilling has a 25% equity stake in a contract drilling
business in Libya which will operate 33 drilling and workover
rigs."

"We expect the combined company to actively pursue further
international opportunities after the merger," Mr. Hidayatallah
said further.  "We believe we will be able to provide the
domestic and international markets with directional,
underbalanced drilling, coil tubing, drilling and completion
services together with rental equipment as the oil industry
seeks to exploit conventional and unconventional resources both
in the U.S. and overseas."

Micki Hidayatallah will remain as chairman and chief executive
officer of Allis-Chalmers following the merger.

The composition of the board of directors of Allis-Chalmers will
not be changed in connection with the merger.

RBC Capital Markets Corporation is acting as exclusive financial
advisor to Allis-Chalmers and Johnson Rice & Company LLC is
acting as exclusive financial advisor to Bronco Drilling.  
Andrews Kurth LLP is acting as legal counsel to Allis-Chalmers
and Akin Gump Strauss Hauer & Feld LLP is acting as legal
counsel to Bronco Drilling.

                     About Bronco Drilling

Headquartered in Edmond, Oklahoma, Bronco Drilling Company Inc.
(NASDAQ/GM:BRNC) -- http://www.broncodrill.com-- provides  
contract land drilling services to oil and natural gas
exploration and production companies.  The company operates its
drilling rigs in Oklahoma, Kansas, Texas, Colorado and North
Dakota. Its workover rigs are operating in Oklahoma, Texas,
Kansas and New Mexico.  In January 2006, the company purchased
six land drilling rigs and certain other assets, including heavy
haul trucks and excess rig equipment and inventory, from Big A
Drilling LC.  On Jan. 9, 2007, the company acquired Eagle Well
Services Inc. and related subsidiaries.  The purchased includes
31 workover rings, 24 of which were operating.

                   About Allis-Chalmers Energy

Headquartered in Houston, Texas, Allis-Chalmers Energy Inc.
(NYSE:ALY) -- http://www.alchenergy.com-- is an oilfield  
services company that provides services and equipment to oil and
natural gas exploration and production companies throughout the
United States and internationally primarily in Argentina and
Mexico.   The company operates in six sectors of the oil and
natural gas service industry: rental services, international
drilling, directional drilling services, tubular services,
underbalanced drilling services, and production services.  The
company's acquisitions include DLS Drilling Logistics and
Services Corporation in August of 2006, Petro-Rentals Inc. in
October of 2006 and Oil & Gas Rental Services Inc. in December
of 2006.  In October 2007, the company announced the acquisition
of Rebel Rentals Inc.  In November 2007, it acquired Diamondback
Oilfield Services Inc.


ARVINMERITOR INC: Board Declares US$0.10 Quarterly Dividend
-----------------------------------------------------------
At a meeting held on Jan. 25, 2008, at its corporate
headquarters in Troy, Michigan, ArvinMeritor, Inc. Board of
Directors has declared a quarterly dividend of 10 cents
(US$0.10) per share on the common stock, payable March 10, 2008,
to holders of record at the close of business on Feb. 19, 2008.

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 in the Troubled Company Reporter-Latin America on
Jan. 14, 2008, Fitch Ratings has taken these rating
actions on ArvinMeritor Inc.:

   -- Issuer Default Rating downgraded to 'B+' from 'BB-';

   -- Senior secured revolver affirmed at 'BB' and assigned
      'RR1';

   -- Senior unsecured notes affirmed at 'B+' and assigned
      'RR4'.

Fitch said the rating outlook is negative.  The ratings affect
approximately US$1.1 billion of outstanding debt.


ARVINMERITOR INC: Names Barbara Novak VP & Corporate Secretary
--------------------------------------------------------------
ArvinMeritor Inc., following the company's Board of Directors
meeting, has appointed Barbara Novak as vice president and
corporate secretary, effective immediately.

Ms. Novak is responsible for the company's listing requirements
associated with the Securities and Exchange Commission and the
New York Stock Exchange, and will play a key role in financing
transactions, shareholder meetings, investor communications and
executive compensation.  She will also manage matters related to
the Board of Directors.

"We are very pleased that Barbara has joined us," said senior
vice president and general counsel, Vernon Baker.  "Her
significant work experience and exceptional education make her a
great asset to the ArvinMeritor team."

Most recently, Novak served as senior counsel, Securities, at
TRW Automotive Holdings Corp. in Livonia, Michigan.  Prior to
that, she held senior counsel positions at Delphi Corporation
and Collins & Aikman Corporation, after spending several years
as an associate at the law firm of Cravath, Swaine & Moore.

Ms. Novak holds a Bachelor of Arts degree from the University of
Michigan and a Juris Doctorate from Harvard Law School, where
she graduated cum laude and served on the "Harvard Law Review."  
Ms. Novak will continue to serve as an Adjunct Professor at the
University of Michigan Law School where she teaches securities
regulation to senior level law students.

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 in the Troubled Company Reporter-Latin America on
Jan. 14, 2008, Fitch Ratings has taken these rating
actions on ArvinMeritor Inc.:

   -- Issuer Default Rating downgraded to 'B+' from 'BB-';

   -- Senior secured revolver affirmed at 'BB' and assigned
      'RR1';

   -- Senior unsecured notes affirmed at 'B+' and assigned
      'RR4'.

Fitch said the rating outlook is negative.  The ratings affect
approximately US$1.1 billion of outstanding debt.


BALLY TECHNOLOGIES: Seminole Tribe to Get 2,000 Gaming Machines
---------------------------------------------------------------
Bally Technologies, Inc. has signed a three-year operating
agreement with the Seminole Tribe of Florida to provide an
initial order of 2,000 new Class III gaming machines for the
Seminole's seven casinos in Florida.

The company's agreement is part of the Seminole Tribe's initial
Class III gaming machine order following the Jan. 7, 2008,
approval of a new compact between the United States Department
of the Interior and Florida Governor Charlie Crist, that allows
Las Vegas-style slot machines and card games at the Seminole's
gaming facilities in Tampa, Hollywood, Immokalee,Coconut Creek,
Brighton, and Big Cypress.

"Bally has been a key strategic partner of the Seminole Tribe
for a number of years," said  Seminole Gaming Chief Executive
Officer, James Allen.  "We have been impressed with Bally's
momentum in both games and systems and are pleased they will be
playing an important part in our introduction of Las Vegas-style
slot machines with the placement of an initial order of 2,000
games."

"We are honored to be a part of this historic moment for the
Seminole Tribe of Florida as they move to a Class III, Las
Vegas-style gaming model," said Bally Technologies Chief
Executive Officer, Richard M. Haddrill.  "Bally has been
providing Class II games for the past five years now through our
subsidiary, Sierra Design Group, and we are also providing
casino management system technology including our iVIEW(TM)
interactive player display.  This has been a successful
collaboration that we only see continuing to evolve and prosper
as the Tribe implements our newest and most exciting Class III
games throughout its world-class casinos."

Players at the Seminole Hard Rock Casino in Hollywood will be
the first to play Bally's Class III games beginning at 11:30 am
EST on Monday, Jan. 28.  The company is providing an array of
high-performing video and stepper games, including Golden
Monkey(TM), a popular five-reel, 25-line video slot; Hot Shot
Progressive(TM); Quick Hit Platinum(TM) multi-level progressive;
and the Company's Millionaire Sevens(TM) multi-level
progressive.

                 About Bally Technologies Inc.

Headquartered in Las Vegas, Nevada, Bally Technologies, Inc.
(NYSE: BYI) -- http://www.BallyTech.com/-- designs,  
manufactures, operates, and distributes advanced gaming devices,
systems, and technology solutions worldwide.  Bally's product
line includes reel-spinning slot machines, video slots, wide-
area progressives and Class II lottery and central determination
games and platforms.  Bally Technologies also offers an array of
casino management, slot accounting, bonus, cashless, and table
management solutions.  The company also owns and operates
Rainbow Casino in Vicksburg, Mississippi.  The company's South
American operations are located in Argentina.  The company also
has operations in France, Germany, Macau, China, India, and the
United Kingdom.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 27, 2007, Fitch Ratings upgraded Bally Technologies' Issuer
Default Rating and senior secured bank debt ratings as: IDR to
'B' from 'B-' and Secured bank credit facilities to 'BB/RR1'
from 'B/RR3'.


DELTA AIR: Reports 4th Quarter & Full Year 2007 Results
-------------------------------------------------------
Delta Air Lines reported results for the quarter and year ended
Dec. 31, 2007.  Key points include:

     * Delta's 2007 pre-tax income was US$1.8 billion.  
       Excluding reorganization related and certain items, pre-
       tax income was US$625,000,000, a US$1,100,000,000
       improvement compared to 2006.
    
     * due to a 26% rise in fuel price, Delta reported a pre-tax  
       loss for the fourth quarter of US$105,000,000.

     * Delta ended the year with US$3,800,000,000 in
       unrestricted liquidity, including US$1 billion available
       under its revolving credit facility.

     * Delta employees will receive US$158,000,000 in profit
       sharing in recognition of their critical role in
       achieving significant financial improvements in 2007.

Delta reported pre-tax income of US$1,800,000,000 in 2007.
Excluding reorganization related and certain items, pre-tax
income was US$625,000,000, a US$1,100,000,000 improvement
compared to 2006.  As a result of the unprecedented increase in
jet fuel prices from US$2.31 to as high as US$2.77 per gallon,
Delta reported a pre-tax loss for the quarter of US$105,000,000,
an US$80,000,000 improvement compared to the prior year period
excluding reorganization items.

Delta's net income for the year was US$1,600,000,000, or
US$418,000,000 excluding reorganization related items.  Delta
reported a net loss of US$70,000,000 for the fourth quarter, or
US$0.18 per diluted share.

"2007 was an historic year for Delta marked by achievements that
demonstrate the extraordinary power of Delta people," said
Richard Anderson, Delta's chief executive officer.  "Our
successful emergence from bankruptcy; continued successful
international expansion; strong operational performance;
positive financial results -- in spite of the unrelenting
pressure we face from record fuel prices -- reflect the
outstanding work of our people, and I'm pleased that we'll
deliver US$158,000,000 in profit sharing to my Delta colleagues
in a few weeks in recognition of their many achievements in
2007."

                    Revenue Improvements

Delta's network restructuring and revenue management initiatives
continued to drive positive momentum during the December 2007
quarter.  Passenger revenue increased 10% compared to the prior
year period driven by 5% higher yield and 5% higher traffic.  
During the fourth quarter, 32% of Delta's capacity operated in
international markets, up from 23% in the December 2005 quarter.  
During the same periods, the percentage of Delta's capacity
operating in domestic markets declined to 68% from 77%.

Delta's fourth quarter consolidated passenger unit revenue
(PRASM) improved 6% year over year to 10.87 cents.  Continued
strong demand for Delta's international product resulted in a
14% increase in international PRASM year over year.  Domestic
PRASM increased 4% driven by the domestic network restructuring
and higher yields from pricing actions implemented to offset
higher fuel costs.  Based on 2007 ATA data, Delta's consolidated
length of haul adjusted PRASM for 2007 was 95% of industry
average PRASM (excluding Delta), up from 86% in 2005 when the
Company began its restructuring.

Comparisons of revenue related statistics by geographic region
are:

                December 2007 Quarter vs. December 2006 Quarter
                -----------------------------------------------
                   Domestic  Latin America  Atlantic  Pacific
                   --------  -------------  --------  -------
Passenger Revenue    4.4%        13.5%        33.3%     50.3%
Passenger Unit
  Revenue            4.3%        13.6%        15.2%    (6.0)%
Yield                4.6%         4.7%        12.7%     2.3%
Traffic             (0.2)%        8.5%        18.3%     47.0%
Capacity             0.0%         0.0%        15.7%     59.9%
Load Factor         (0.2) pts     6.0 pts      1.7 pts  (6.5)
pts

Other, net revenues increased US$72,000,000, or 17%, in the
fourth quarter primarily due to higher passenger fees and
charges, an increase in SkyMiles revenue and the impact of fresh
start reporting.

                      Cost Discipline

For the December 2007 quarter, Delta's operating expenses
increased 10%, or US$445,000,000 over the prior year period.  Of
this amount, increased fuel price represented almost
US$370,000,000, including fuel prices paid under our contract
carrier arrangements.  The remainder of the increase in
operating expense was primarily due to higher expenses related
to the 4% increase in capacity during the quarter.  For the same
period, non-operating expenses declined 46%, or US$88,000,000,
due primarily to lower effective interest rates, improved cash
flows and the impact of fresh start reporting.

Because of the steep rise in fuel price during the fourth
quarter of 2007, Delta's mainline unit cost (CASM) increased 4%
to 10.79 cents compared to the prior year period.  Excluding
fuel expense, mainline CASM declined 6% to 6.79 cents.

"While the recent sharp rise in fuel price pressured the
business significantly in the fourth quarter, the year over year
improvements in unit revenue and non-fuel unit cost demonstrate
the progress we continue to make to transform Delta," said
Edward Bastian, Delta's president and chief financial officer.  
"However, the business must be recalibrated to this high fuel
price environment and we have moved aggressively to reduce
domestic capacity beginning in January while retaining the
flexibility to quickly make further adjustments as the domestic
economic outlook warrants."

                   Operational Performance

Based on the most recent available DOT data, Delta ranks first
among the network carriers in on-time performance in 2007, a
significant accomplishment by Delta employees given the
considerable weather and congestion challenges faced during the
year.  In addition, during November 2007, Delta led the industry
by ranking first in on-time performance at each of its hubs in
Atlanta, New York-JFK, Salt Lake City and Cincinnati.

Delta was pleased to participate with the Federal Aviation
Administration (FAA) on a schedule reduction process, finalized
in mid-January, to ease congestion and reduce delays at New
York's three major airports.  The Company worked cooperatively
with the FAA to adjust its JFK schedule during peak times, while
maintaining previously announced international growth plans for
summer 2008.  Delta believes the revised schedule will result in
more efficient operations and a better travel experience for its
customers, particularly during the busy summer travel season.

                         Liquidity

In October 2007, Delta continued to strengthen its liquidity
position by issuing US$1,400,000,000 in new enhanced equipment
trust certificates (EETC).  This transaction refinanced
US$961,000,000 in aircraft-secured debt, including Delta's
2001-2 EETC, lowering the interest rate and deferring more than
US$560,000,000 in maturities, which had been due in 2010-11.

In December 2007, Delta received US$156,000,000 under a new
agreement that allows the company to borrow up to US$233,000,000
to finance aircraft pre-delivery payments.  This credit facility
consists of separate loans for each related aircraft, with
various maturity dates between February 2008 and August 2009.

Also during the quarter, Delta received US$83,000,000 from the
sale of its investment in ARINC.  This investment had been
recorded at fair value upon emergence from bankruptcy. As a
result, there was no gain or loss recorded on this transaction.

As of Dec. 31, 2007, Delta had US$3,300,000,000 in cash, cash
equivalents and short-term investments, of which
US$2,800,000,000 was unrestricted.  Delta has an additional
US$1,000,000,000 available under its revolving credit facility,
resulting in a total of US$3,800,000,000 in unrestricted
liquidity at year-end.

                        Fuel Hedging

During the December 2007 quarter, Delta hedged 21% of its fuel
consumption, resulting in an average fuel price of US$2.61 per
gallon.  Delta realized approximately US$40,000,000 in cash
gains on fuel hedge contracts settled during the quarter.

As of Jan. 22, 2008, Delta has these fuel hedges in place for
estimated 2008 consumption:

                        Percent Hedged  Jet Fuel Equivalent Cap
                        --------------  -----------------------
   Q1 2008                         26%                  US$2.77
   Q2 2008                         31%                  US$2.72
   Q3 2008                         15%                  US$2.70
   Q4 2008                         10%                  US$2.69

                        2007 Highlights

In 2007, Delta continued the positive momentum in its business,
demonstrating its ongoing commitment to providing the best
products and services to its customers while creating value for
shareholders.  Highlights include, Delta:

     * successfully emerged from bankruptcy on April 30,
       positioning itself to compete aggressively with a best-
       in-class cost structure and balance sheet, a diversified
       global network, a renewed focus on the customer
       experience, and a dedicated and committed workforce;

     * invested significantly in Delta people worldwide through
       a comprehensive compensation program, including a stock
       distribution and cash lump sum payment to employees upon
       emergence from bankruptcy, an increase in base pay, an
       enhanced annual profit sharing program, a monthly Shared
       Rewards program, and a new defined contribution benefit.

     * earned, for the second consecutive year, a ranking in the
       top two among network carriers in the JD Power Customer
       Satisfaction Survey;

     * signed a joint venture agreement with Air France, to be
       implemented in April 2008, to share revenues and costs on
       certain trans-Atlantic routes, expanding the existing
       partnership that has resulted in new routes and choices
       to customers on both sides of the Atlantic since its
       inception.  As part of this agreement, Delta customers
       will have the option of four daily Heathrow flights
       beginning March 30, 2008: twice daily from New York-JFK,
       and once daily from Atlanta, operated by Delta; and once
       daily from Los Angeles, operated by Air France;

     * won the rights to offer nonstop flights between the
       world's largest airline hub in Atlanta and Shanghai,  
       China, effective March 30, 2008, filling a critical void
       in air travel by providing 65,000,000 residents of the  
       Southeast direct access to the world's fastest growing
       economy;

     * completed the conversion of 11 B767-400 aircraft from
       domestic to international service, with three remaining
       B767-400 aircraft to be converted by spring 2008.  These
       aircraft support Delta's international expansion
       strategy.  In 2007, Delta launched 16 new international
       routes, including service from Atlanta to Dubai, Lagos,
       Prague, Seoul, and Vienna and from New York-JFK to
       Bucharest and Pisa;

     * confirmed orders for a total of eight B777-LR aircraft,
       and announced the planned installation of winglets on
       more than 60 B737-NG, B757-200 and B767-300ER aircraft
       over the next two years; added more two-class regional
       jets featuring first class cabins; and introduced into
       trans-Atlantic service Delta's first long-range B757-200
       aircraft featuring on-demand digital entertainment in
       every seat; and

     * invested in facilities and on-board products to improve
       the customer's travel experience including a redesigned,
       state-of-the-art lobby at Hartsfield-Jackson Atlanta
       International Airport, a dedicated premium customer
       check-in facility at Terminal 2 at New York-JFK, and
       enhanced food offerings with new domestic First Class and
       international BusinessElite(R) entrees from Chef Michelle
       Bernstein and new food-for-sale options from Chef Todd
       English in U.S. Coach Class.

                    Emergence Related Items

For the December 2007 quarter, emergence related items resulted
in a US$65,000,000 increase to pre-tax income. Fresh start
reporting increased pre-tax income by US$94,000,000, and share-
based compensation expense for emergence equity awards decreased
pre-tax income by US$29,000,000.  In total, emergence related
items increased consolidated PRASM by 0.15 cents and increased
mainline non-fuel CASM by 0.14 cents.

For the March 2008 quarter, Delta estimates emergence related
items will increase revenue by approximately US$50,000,000,
increase operating expense by approximately US$40,000,000 and
decrease non-operating expense by approximately US$15,000,000.

                       About Delta Air

Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners.  Delta flies to
Argentina, Australia and the United Kingdom, among others.  The
company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts.  Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice.  Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice.  John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.  On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  In April 25, 2007, the Court confirmed
the Debtors' plan.  That plan became effective on
April 30, 2007.  The Court entered a final decree closing 17
cases on Sept. 26, 2007.

As of Sept. 30, 2007, the company's balance sheet showed total
assets of US$32.7 billion and total liabilities of US$23
billion, resulting in a US$9.7 billion stockholders' equity.  At
Dec. 31, 2006, deficit was US$13.5 billion.

(Delta Air Lines Bankruptcy News; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000).

                        *     *     *

As previously reported in the Troubled Company Reporter,
according to Standard and Poor's, media reports that Delta Air
Lines Inc. (B/Positive/--) entered into merger talks with UAL
Corp. (B/Stable/--) and Northwest Airlines Corp. (B+/Stable/--)
has no effect on its ratings or outlook on Delta, but that
confirmed merger negotiations would result in S&P's placing
ratings of Delta and other airlines involved on CreditWatch,
most likely with developing or negative implications.


FORD MOTOR: Auto Credit Arm Earns US$775 Million in 2007
--------------------------------------------------------
Ford Motor Credit Company reported net income of US$775 million
in 2007, down US$508 million from earnings of US$1,283 million a
year earlier.  On a pre-tax basis, Ford Motor Credit earned
US$1.215 billion in 2007, down US$738 million from 2006.  The
decrease in full year earnings primarily reflected the non-
recurrence of credit loss reserve reductions, higher borrowing
costs, higher depreciation expense for leased vehicles and
higher costs due to our North American business transformation
initiative.  These were offset partially by lower net losses
related to market valuation adjustments from derivatives and
lower expenses primarily reflecting improved operating costs.

In the fourth quarter of 2007, Ford Motor Credit's net income
was US$186 million, down US$93 million from a year earlier.  On
a pre-tax basis, Ford Motor Credit earned US$263 million in the
fourth quarter, compared with US$406 million in the previous
year.  The decrease in fourth quarter earnings primarily
reflected the non-recurrence of credit loss reserve reductions,
higher borrowing costs and higher depreciation expense for
leased vehicles, offset partially by lower expenses and the non-
recurrence of losses related to market valuation adjustments
from derivatives.

"We had a good year in 2007 with a business that performed
consistently and predictably," Mike Bannister, chairman and CEO,
said.  "With our sound business fundamentals, we have a strong
foundation for the future."

Ford Motor Credit expects its earnings in 2008 to be about equal
to its earnings in 2007.

On Dec. 31, 2007, Ford Motor Credit's on-balance sheet net
receivables totaled US$141 billion, compared with US$135 billion
at year-end 2006. Managed receivables were US$147 billion, down
from US$148 billion a year ago.

On Dec. 31, 2007, managed leverage was 9.8 to 1.

                   About Ford Motor Credit

Ford Motor Credit Company LLC -- http://www.fordcredit.com/--  
an indirect, wholly owned subsidiary of Ford Motor Company, is
an automotive finance company and has supported the sale of Ford
products since 1959.  It provides automotive financing for Ford,
Lincoln, Mercury, Jaguar, Land Rover, Mazda and Volvo dealers
and customers.

                       About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) --
http://www.ford.com/-- manufactures or distributes automobiles  
in 200 markets across six continents.  With about 260,000
employees and about 100 plants worldwide, the company's core and
affiliated automotive brands include Ford, Jaguar, Land Rover,
Lincoln, Mercury, Volvo, Aston Martin, and Mazda.  The company
provides financial services through Ford Motor Credit Company.

The company has operations in Japan in the Asia Pacific region.
In Europe, the company maintains a presence in Sweden, and the
United Kingdom.  The company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 19, 2007, Moody's Investors Service affirmed the long-term
ratings of Ford Motor Company (B3 Corporate Family Rating, Ba3
senior secured, Caa1 senior unsecured, and B3 probability of
default), but changed the rating outlook to Stable from Negative
and raised the company's Speculative Grade Liquidity rating to
SGL-1 from SGL-3.  Moody's also affirmed Ford Motor Credit
Company's B1 senior unsecured rating, and changed the outlook to
Stable from Negative.  These rating actions follow Ford's
announcement of the details of the newly ratified four-year
labor agreement with the UAW.


FORD MOTOR: Inks Final Pact for ACH Driveshaft Business Sale
------------------------------------------------------------
Ford Motor Company, Automotive Components Holdings LLC and
Neapco Drivelines, LLC signed definitive agreements for the sale
of the ACH driveshaft business currently located in the ACH
Monroe (Michigan) Plant.  The transfer of the business will
begin next week and continue through the rest of the year.

This announcement follows the recent UAW ratification of the
collective bargaining agreement negotiated with Neapco.

Neapco is opening a 345,000 sq. ft. state-of-the-art
manufacturing facility in Van Buren Township, Michigan.  
Approximately 300 salaried and hourly employees from the Monroe
Plant and associated technical and support staffs are being
offered positions at the new facility.

Approximately 30% of the Monroe Plant's 1,100 employees are
associated with the driveshaft business.  The majority of the
salaried employees currently are leased to ACH from Visteon and
the majority of the UAW hourly employees are leased from Ford.

"This is another sign of progress toward achievement of our ACH
strategy and our pathway to profitability in North America in
2009," Mark Fields, Ford executive vice president and president
of The Americas, said.

"This is our third sale and the first involving a U.S.
business," Bill Connelly, CEO, Automotive Components Holdings,
added.  "It represents another important step toward our goal to
improve the competitiveness of these operations under new
ownership and improve Ford's material costs."

Neapco Drivelines, LLC and its parent company, Neapco LLC, are
headquartered in Pottstown, Pennsylvania, Wanxiang Group, which
is headquartered in Hangzhou, China, is the majority investor in
Neapco, LLC. Neapco, LLC supplies drivelines, steering shafts
and components for OEM and aftermarket automotive, truck,
agricultural, off-highway and specialty vehicle applications
from its facilities in Pennsylvania, Nebraska and Mexico.

"We are pleased to add the Ford driveshaft business and the
expertise of the ACH people to our organization," Robert Hawkey,
Neapco president and CEO, said.  "The Wanxiang Group and Neapco
are growing globally through strategic acquisitions of
innovative driveline products and technologies.  We are very
appreciative of the support and encouragement we have received
from the state, the local community and the United Auto Workers
to maintain this business in Michigan."

Automotive Components Holdings was established by Ford Motor
Company in October 2005 to ensure the flow of quality components
and systems to Ford, while the 17 ACH plants, formerly owned by
Visteon, are prepared for sale or other disposition.  After this
sale is complete, ACH will have 11 plants supported by about
10,500 leased hourly and salaried employees.

                      About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F)
-- http://www.ford.com/-- manufactures or distributes  
automobiles in 200 markets across six continents.  With about
260,000 employees and about 100 plants worldwide, the company's
core and affiliated automotive brands include Ford, Jaguar, Land
Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda.  The
company provides financial services through Ford Motor Credit
Company.

The company has operations in Japan in the Asia Pacific region.
In Europe, the company maintains a presence in Sweden, and the
United Kingdom.  The company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 19, 2007, Moody's Investors Service affirmed the long-term
ratings of Ford Motor Company (B3 Corporate Family Rating, Ba3
senior secured, Caa1 senior unsecured, and B3 probability of
default), but changed the rating outlook to Stable from Negative
and raised the company's Speculative Grade Liquidity rating to
SGL-1 from SGL-3.  Moody's also affirmed Ford Motor Credit
Company's B1 senior unsecured rating, and changed the outlook to
Stable from Negative.  These rating actions follow Ford's
announcement of the details of the newly ratified four-year
labor agreement with the UAW.


FORD MOTOR: Posts US$2.7 Billion Net Loss in Fiscal Year 2007
-------------------------------------------------------------
Ford Motor Company reported a 2007 full-year net loss of
US$2.7 billion.  This compares with a 2006 full-year net loss of
US$12.6 billion.  

Ford's 2007 revenue, excluding special items, was US$173.9
billion, up from US$160.1 billion a year ago.  The increase
primarily reflected changes in exchange rates, higher net
pricing and improved product mix.

For full-year 2007, Ford earned a pre-tax operating profit from
continuing operations, excluding special items, of US$126
million.  Including taxes, Ford's full-year loss from continuing
operations was US$366 million, compared with a 2006 loss of
US$2.7 billion.

Special items, which primarily reflected non-cash charges
associated with a Premier Automotive Group asset impairment
(related to Volvo) and a change in business practice for
providing retail incentives to dealers throughout the year,
reduced full-year pre-tax results by US$3.9 billion, which
included a reduction in revenue of US$1.4 billion.

Automotive gross cash, which includes cash and cash equivalents,
net marketable securities, loaned securities and short-term VEBA
assets, was US$34.6 billion at Dec. 31, 2007, an increase of
US$700 million from year-end 2006.

"Each of our Automotive operations is improving, and we are
encouraged by the progress, which validates our strategy and
plan," Ford President and CEO Alan Mulally said.  "In 2007, we
introduced great new products around the globe that received
strong third-party endorsements for styling, quality and safety.  
This year, we have some outstanding new product introductions
including the Ford Flex, Lincoln MKS, and Ford F-150 in North
America, and Ford Kuga and the production version of the Ford
Verve concept in Europe."

                        Full-Year Highlights

Full-year 2007 highlights supporting the company's plan
included:

   * Reached agreement with the United Auto Workers on a new
     four-year national labor contract, which significantly
     improves the company's competitiveness going forward.   

   * Continued to align capacity to match demand and improve
     productivity in North America, and reduced personnel by
     32,800 in 2007.

   * Achieved US$1.8 billion in cost savings in 2007 (at
     constant volume, mix and exchange; excluding special
     items).

   * Introduced Ford SYNC -- the company's award-winning, fully
     integrated, voice-activated in-car communications and
     entertainment system developed in association with
     Microsoft -- which will be available in nearly every Ford,
     Lincoln and Mercury product by the end of 2008.

   * In the U.S., Ford, Lincoln and Mercury crossover utility
     vehicles led the fastest-growing segment with a sales gain
     of 62% in 2007.

   * The Ford Mustang convertible made history as the first
     sports car and first convertible to earn the highest
     possible safety ratings from the National Highway Traffic
     and Safety Administration.  The Mustang convertible earned
     five-star ratings in all crash test and rollover
     categories.

   * Ford Taurus, Taurus X and Mercury Sable earned Top Safety
     Pick ratings from the Insurance Institute for Highway
     Safety for achieving the highest possible ratings in
     frontal, side and rear crash test performance.  They also
     earned five-star crash-test ratings from NHTSA.

   * Ford Europe captured Autocar Magazine's annual "Car Company
     of the Year" award.  

   * Ford Mondeo joins three other models -- Ford Focus, Galaxy   
     and S-MAX -- with a five-star performance on the Euro NCAP
     Top 10 list, reinforcing Ford Europe's position as the
     manufacturer with the highest number of vehicles in the top
     10 for adult occupant protection.

   * Ford South America had record pre-tax profits and unit
     sales were up 19% year-over-year.

   * Land Rover achieved a third straight year of record unit
     sales.

   * Volvo S80 won AutoMundo Magazine's 2007 Car of the Year
     Award, and Volvo C30 was named Automobile Magazine's 2008
     All-Star.

   * Launched operations at new assembly plant in Nanjing,
     China, that will produce the latest small-car models from
     both Ford and Mazda.

   * Ford China unit sales rose 26% in 2007, outpacing industry
     growth in China.

   * Mazda CX-9 named "North American Truck of the Year," the
     first-ever Mazda to win the honor.

   * Completed the sale of Automobile Protection Corporation,
     Aston Martin and two Automotive Components Holdings plants.

   * Reduced Automotive debt by US$2.7 billion by completing
     trust preferred exchange offer and debt/equity swap.

                   Fourth Quarter Results

The company reported a 2007 fourth-quarter net loss of
US$2.8 billion.  This compares with a net loss of US$5.6 billion
in the same period a year ago.  

Ford's fourth-quarter revenue, excluding special items, was
US$45.5 billion, up from US$40.3 billion a year ago.  The
increase reflected changes in currency exchange rates, higher
net pricing, and improved volume.

Ford's fourth-quarter after-tax loss from continuing operations,
excluding special items, was US$429 million, compared with a
2006 after-tax loss of US$2.0 billion.

Special items reduced pre-tax results by US$3.9 billion in the
fourth quarter, which included a revenue reduction of
US$1.4 billion.  These primarily reflected non-cash charges
associated with a PAG asset impairment (related to Volvo) and a
change in business practice for providing retail incentives to
dealers.

                      About Ford Motor

Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F)
-- http://www.ford.com/-- manufactures or distributes  
automobiles in 200 markets across six continents.  With about
260,000 employees and about 100 plants worldwide, the company's
core and affiliated automotive brands include Ford, Jaguar, Land
Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda.  The
company provides financial services through Ford Motor Credit
Company.

The company has operations in Japan in the Asia Pacific region.
In Europe, the company maintains a presence in Sweden, and the
United Kingdom.  The company also distributes its brands in
various Latin American regions, including Argentina and Brazil.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 19, 2007, Moody's Investors Service affirmed the long-term
ratings of Ford Motor Company (B3 Corporate Family Rating, Ba3
senior secured, Caa1 senior unsecured, and B3 probability of
default), but changed the rating outlook to Stable from Negative
and raised the company's Speculative Grade Liquidity rating to
SGL-1 from SGL-3.  Moody's also affirmed Ford Motor Credit
Company's B1 senior unsecured rating, and changed the outlook to
Stable from Negative.  These rating actions follow Ford's
announcement of the details of the newly ratified four-year
labor agreement with the UAW.


HUNTSMAN CORP: Agrees To Extend Review Period for Hexion Merger
---------------------------------------------------------------
Hexion Specialty Chemicals and Huntsman Corporation have agreed
to allow additional time for the Federal Trade Commission to
review the proposed merger of the two companies.  As a result,
the merger is not expected to close before May 3.  To
accommodate the extension, Hexion has also given notice to
Huntsman that on April 5, it will exercise its option to extend
the Termination Date under the Merger Agreement for 90 days, and
thus, if the conditions to Hexion's extension right are met on
April 5, the termination date under the Merger Agreement will be
extended until July 4, 2008.

"This extension is not unusual in a transaction of this size
involving numerous global locations," said Craig O. Morrison,
Hexion's Chairman and Chief Executive Officer.  "We are fully
cooperating with regulatory agencies and will continue to work
closely with Huntsman and the agencies in order to obtain the
regulatory approvals required to complete the merger."

Hexion announced on July 12, 2007, that it had entered into a
definitive agreement to acquire Huntsman Corporation in an all-
cash transaction valued at approximately US$10.6 billion,
including the assumption of debt.  The transaction was approved
by Huntsman shareholders on Oct. 16, 2007 and is subject to
customary closing conditions, including regulatory approval in
the U.S. and several other countries.

                    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 US$5.2 billion and employs more than
7,000 associates.

                       About Huntsman

Huntsman Corp. -- http://www.huntsman.com/-- manufactures and
markets differentiated and commodity chemicals.  Its operating
companies manufacture products for a variety of global
industries including chemicals, plastics, automotive, aviation,
textiles, footwear, paints and coatings, construction,
technology, agriculture, health care,  detergent, personal care,
furniture, appliances and packaging.  Originally known for
pioneering innovations in packaging and, later for rapid and
integrated growth in petrochemicals, Huntsman today has
operations in 24 countries, including Argentina, Belarus,
Japan, Luxembourg, Malaysia, Spain and teh United Kingdom, among
others.  The company had 2006 revenues from all operations of
over US$13 billion.

                        *     *     *

As reported in the Troubled Company Reporter on June 28, 2007,
Moody's Investors Service placed the debt ratings and the
corporate family ratings (CFR -- Ba3) for Huntsman Corporation
and Huntsman International LLC, a subsidiary of Huntsman under
review for possible downgrade.


TYSON FOODS: Court Sides with Firm in Poultry Conflict
------------------------------------------------------
Tyson Foods Inc. has won a court victory over several poultry
industry competitors seeking to disrupt the company's retail
chicken advertising program.

Sanderson Farms, Foster Farms and Perdue Farms filed a motion
Friday for a temporary restraining order prohibiting Tyson from
continuing its "Raised Without Antibiotics" chicken marketing
program.  They claimed the program, which is in the midst of a
transition, contains incorrect information.

However, Judge Catherine Blake of U.S. District Court in
Baltimore, denied the competitors' motion.  She indicated they
failed to provide sufficient evidence to support their case.  
She also noted Tyson worked cooperatively with USDA to reach an
agreement about modifying the company's original Raised Without
Antibiotics program, allowing the company to transition in an
"orderly fashion."

"The court's decision to reject our competitors' request
strengthens our conviction we have acted properly in the way
we've handled our marketing program," said Dave Hogberg, senior
vice president of Consumer Products for Tyson Foods.  "The
decision also confirms our competitors have not demonstrated
they have suffered any irreparable harm from our advertising,
which was properly created and placed under our original USDA
label approval."

"We don't understand why our competitors seem so driven to
prevent the dissemination of a product sold under a marketing
claim that was and remains in full compliance with federal
guidelines," he added.  "It also delivers a benefit and
reassurance so important to the majority of consumers."

Tyson announced in December the company and USDA had agreed to a
new and more informative labeling for the company's Raised
Without Antibiotics chicken program.  The new label will include
the following language: "Chicken Raised Without Antibiotics that
impact antibiotic resistance in humans."  The company has been
in the process of transitioning its labeling and marketing
materials to reflect this change.

As noted in court filings, Tyson made plans to change its
advertising before ever being notified of concerns from its
competitors.  In fact, the Tyson television ads in question
stopped airing before the competing companies even brought this
matter to court.

Tyson currently expected to start using its new advertising and
promotional materials in February.

                   About Tyson Foods, Inc.

Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE:TSN)
-- http://www.tysonfoods.com/-- is a processor and marketer of
chicken, beef, and pork.  The company produces a wide variety of
protein-based and prepared food products, which are marketed
under the "Powered by Tyson(TM)" strategy.

The company has operations in China, Japan, Singapore, South
Korea, and Taiwan.  In Latin America, Tyson Foods has operations
in Argentina.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 24, 2007, Moody's Investors Service affirmed Tyson Foods
Inc.'s ratings, including its Ba1 corporate family rating and
Ba1 probability of default rating.  Moody's said the rating
outlook is negative.




=============
B A H A M A S
=============


ISLE OF CAPRI: Acquires Remaining 43% Interest in Black Hawk LLC
----------------------------------------------------------------
Isle of Capri Casinos, Inc. has completed the acquisition of the
43% interest in Isle of Capri-Black Hawk LLC previously owned by
an affiliate of Nevada Gold & Casinos, Inc.

Isle of Capri Casinos, Inc. previously owned 57% of Isle of
Capri-Black Hawk LLC and completed the transaction at the
previously announced purchase price of US$64.6 million.  Through
Isle of Capri-Black Hawk, LLC, the company operates Isle of
Capri-Black Hawk and Colorado Central Station, both of which are
in Black Hawk, Colorado.

Based in Biloxi, Mississippi and founded in 1992, Isle of Capri
Casinos Inc. (Nasdaq: ISLE) -- http://www.islecorp.com/-- owns  
and operates casinos in Biloxi, Lula and Natchez, Mississippi;
Lake Charles, Louisiana; Bettendorf, Davenport, Marquette and
Waterloo, Iowa; Boonville, Caruthersville and Kansas City,
Missouri and a casino and harness track in Pompano Beach,
Florida.  The company also operates and has a 57.0% ownership
interest in two casinos in Black Hawk, Colorado.  Isle of Capri
Casinos' international gaming interests include a casino that it
operates in Freeport, Grand Bahama, a casino in Coventry,
England, and a two-thirds ownership interest in casinos in
Dudley and Wolverhampton, England.

                        *     *     *

As reported in the Troubled Company Reporter on June 21, 2007,
Standard & Poor's Ratings Services revised its rating
outlook on Isle of Capri Casinos Inc. to negative from stable.  
Ratings on the company, including the 'BB-' corporate credit
rating, were affirmed.


METROPOLITAN BANK: Moody's Gives Positive Outlook for Ratings
-------------------------------------------------------------
Moody's Investors Service has revised the outlook of the foreign
currency debt and deposit ratings of the Metropolitan Bank &
Trust Co. from stable to positive.

The bank financial strength rating, local currency debt and
deposit ratings, and foreign currency short-term deposit rating
of Metrobank are unaffected.

This action follows the change in Moody's outlook to positive
for the Philippine foreign currency country debt ceiling of Ba3
and foreign currency deposit ceiling of B1.

The outlooks for the following ratings were revised to positive:

    * Foreign currency long-term deposit rating of B1
    * Foreign currency hybrid tier-1 rating of Ba3

The outlooks for the following ratings were unaffected by the
action, and remain stable:

    * BFSR of D

    * Local currency deposit ratings of Baa2/P-2

    * Local currency subordinated debt rating of Baa3, foreign
      currency Not-Prime short-term deposit rating

    * Foreign currency subordinated debt rating of Ba2




===========
B E L I Z E
===========


CONTINENTAL AIRLINES: Pilots Prepare for Merger Potential
---------------------------------------------------------
Leaders of the Continental pilots union, represented by the Air
Line Pilots Association, Int'l, decided to activate the union's
Strategic Merger and Acquisition Response Team Center.  Start-up
of the SMART center was in response to recent industry merger
activity.

"We will not stand idly by and allow a change in the airline
landscape without taking steps to protect the interests of our
pilots," says Capt. Tom Donaldson, chairman of the pilots'
union.  "We've made huge concessions over the past number of
years.  As stakeholders in Continental, we agree with management
that we are content as a profitable, stand-alone entity.
However, we cannot ignore the amount of merger talk present in
the industry.  The SMART center will allow us to take the steps
necessary to protect pilots' stakeholder equity in our airline."

The pilots' union and Continental management have worked
together to create a successful company and overcome obstacles
that have caused other airlines to file for bankruptcy.  "It is
exactly this type of cooperation that has allowed our company to
flourish while others have languished with poor earnings and
even worse, significant losses," Capt. Donaldson commented.  "We
expect this level of cooperation with management to continue
with regard to any merger decisions.  The pilots of Continental
must be key in the decision to welcome or reject any merger
candidate."

Founded in 1931, ALPA is the world's largest pilot union
representing more than 60,000 pilots at 43 airlines in the U.S.
and Canada.

                 About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) -- http://continental.com/
-- is the world's fifth largest airline.  Continental, together
with Continental Express and Continental Connection, has more
than 3,100 daily departures throughout Belize, Mexico, Europe
and Asia, serving 154 domestic and 138 international
destinations including Honduras and Bonaire.  More than 400
additional points are served via SkyTeam alliance airlines.
With more than 44,000 employees, Continental has hubs serving
New York, Houston, Cleveland and Guam, and together with
Continental Express, carries about 69 million passengers per
year.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 18, 2007, Fitch Ratings has affirmed the debt ratings of
Continental Airlines, Inc. as:

   -- Issuer Default Rating at 'B-';
   -- Senior unsecured debt at 'CCC'/RR6

Fitch said the Rating Outlook is Stable.

As of March 2007, Continental Airlines carries Moody's Investors
Service's B2 corporate family rating.  The company also carries
Moody's B3 senior unsecured rating and Caa1 preferred stock
rating.




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


VIVUS INT'L: Sets Final Shareholders Meeting for Feb. 20
--------------------------------------------------------
Vivus International Limited will hold its final shareholders
meeting on Feb. 20, 2008, at 11:00 a.m. at:

          KPMG Advisory Limited
          Crown House, 4 Par-la-Ville Road
          Hamilton, Bermuda

These matters will be taken up during the meeting:

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

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

       -- passing of a resolution dissolving the
          company.




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


INTERMEC INC: Names Raymond Cronin as RFID VP & General Manager
---------------------------------------------------------------
Intermec Inc. has appointed Raymond Cronin as its Vice President
and General Manager, RFID.

Mr. Cronin is a seasoned executive with significant senior level
technology experience in the areas of corporate strategy and the
commercialization of new technologies.  His corporate background
encompasses a range of disciplines, including operations,
product management, sales, customer service and support.

Mr. Cronin was most recently at Azimuth Systems, Inc. where as
founding Chief Executive Officer and member of their Board of
Directors, he led the company from concept to one of the market
leaders in the wireless LAN test equipment industry.  During the
last nine months he held the position of Chief Strategy Officer
while transitioning the CEO position to his successor.  Before
Azimuth Systems, Mr. Cronin served in various senior management
roles with several technology and semiconductor companies.
Mr. Cronin will report to Patrick Byrne, Intermec's President
and Chief Executive Officer.

"Intermec's RFID business is important to the long-term growth
of the company," said Patrick J. Byrne, President and Chief
Executive Officer.  "Ray's proven track record of bringing new
technologies to market along with Intermec's very strong
intellectual property portfolio in RFID further positions the
company for rapid technology commercialization."

Mr. Cronin is an Electrical Engineering graduate of Worcester
Polytechnic Institute and earned his Master's in Business
Administration from Harvard University.

                     About Intermec Inc.

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

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

                        *     *     *

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




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


BANCO BRADESCO: Almost Completing Agora Acquisition
---------------------------------------------------
Banco Bradesco is close to completing its acquisition of local
brokerage house Agora, sources told Brazil's financial daily
Gazeta Mercantil.

According to Gazeta Mercantil, the Agora acquisition would make
Banco Bradesco the largest broker on the Sao Paulo stock
exchange Bovespa, as Agora has been the leading home broker on
Bovespa for five years with almost 50,000 customers.

Business News Americas relates that financial group Opus
increased its share in Agora near the end of 2006, taking
control of 57% of the brokerage house.

At least 30 of the 92 brokerages that run at Bovespa will merge
or be bought out before year-end, Gazeta Mercantil states.

Headquartered in Sao Paulo, Brazil, Banco Bradesco S.A. (NYSE:
BBD) -- http://www.bradesco.com.br/-- prides itself on serving
low-and medium-income individuals in Brazil since the 1960s.
Bradesco is Brazil's largest private bank, with more than 3,000
banking branches, and also a leader in insurance and private
pension management.  Bradesco has branches throughout Brazil as
well as one in New York, and Japan.  Bradesco offers Internet
banking, insurance, pension plans, annuities, credit card
services (including football-club affinity cards for the soccer-
mad population), and Internet access for customers.  The bank
also provides personal and commercial loans, along with leasing
services.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 27, 2006, Standard & Poor's Ratings Services maintained the
'BB+' ratings on both of Banco Bradesco SA's foreign and local
currency counterparty credit rating, however it changed the
ratings outlook to positive from stable on both ratings:

   -- Foreign currency counterparty credit rating

      * to BB+/Positive/B from BB+/Stable/B

   -- Local currency counterparty credit rating

      * to BB+/Positive/B from BB+/Stable/B

   -- Brazil national scale rating

      * to brAA+/Positive/brA-1 from brAA+/Stable/brA-


BLOCKBUSTER INC: Movie Gallery Acquisition Unlikely, COO Says
-------------------------------------------------------------
Acquiring Movie Gallery, Inc. is not part of Blockbuster, Inc.'s
"reshaping" plans for 2008, according to Blockbuster chairman
and chief operating officer James Keyes, reports The Wall Street
Journal.

Mr. Keyes said he wants to stay away from the financially
troubled Movie Gallery and focus more on building Blockbuster's
business.

"We are actually hoping for the ultimate resolution of Movie
Gallery's fate, that they will somehow find a way to survive,
because, frankly, good competition is healthy for an industry,"
Mr. Keyes said in an interview, reports WSJ.

"Blockbuster's challenge is to fix its core business before
considering any sort of aggressive asset or acquisition," Mr.
Keyes said.

                    About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have asked the Court to extend
their plan-filing exclusive periods to June 13, 2008.  

                   About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (NYSE: BBI,
BBI.B) -- http://www.blockbuster.com/-- is a leading global   
provider of in-home movie and game entertainment, with over
7,800 stores throughout the Americas, Europe, Asia and
Australia.  The company maintains operations in Brazil, Mexico,
Denmark, Italy, Taiwan, Australia, among others.  (Movie Gallery
Bankruptcy News Issue No. 15; Bankruptcy Creditors' Service
Inc.; http://bankrupt.com/newsstand/or 215/945-7000)

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 27, 2007, Fitch Ratings affirmed Blockbuster Inc.'s long-
term Issuer Default Rating at 'CCC' and the senior subordinated
notes at 'CC/RR6'.  The rating outlook is stable.  The company
had approximately US$991 million of debt outstanding as of
Sept. 30, 2007.


DELPHI CORP: Bankruptcy Court Confirms Chapter 11 Plan
------------------------------------------------------
The Honorable Judge Robert D. Drain of the United States
Bankruptcy Court for the Southern District of New York entered
an order on Jan. 25, 2008, confirming the First Amended Joint
Plan of Reorganization, as modified, of Delphi Corporation and
certain of its affiliates.  The Court ruled that Delphi had met
all of the statutory requirements to confirm its Plan.

"Today's confirmation represents one of the most significant
events of a very complex business reorganization to be completed
during a challenging time in the automotive industry," said
Robert S. "Steve" Miller, Delphi's executive chairman.  "The
industry-changing accomplishments contemplated by this Plan
could not have been achieved without the hard work and continued
focus of our employees, the support of our customers, suppliers
and other stakeholders, and the dedication of our
professionals."

Delphi plans to emerge during the current calendar quarter
following the syndication and closing of approximately
US$6.1 billon of exit financing facilities and satisfaction of
other conditions to the Effective Date of the Plan including
completing the rights offerings provided for under the Plan,
closing of the Investment Agreement with the Plan Investors and
consummation of the Global Settlement Agreement with General
Motors Corp.

"Delphi has substantially achieved all of the objectives that we
identified in our 2006 transformation plan," said Rodney O'Neal,
Delphi's CEO and President.  "Since the chapter 11 cases were
filed in late 2005, we have negotiated amended collective
bargaining agreements with our U.S. unions resulting in more
competitive U.S. operations; entered into comprehensive
settlement and restructuring agreements with General Motors;
made substantial progress in divesting or winding down
facilities and business lines that are not core to Delphi's
future plans; implemented initiatives in our organizational cost
structure to achieve important cost savings and rationalize our
salaried workforce to competitive levels; and obtained pension
funding waivers from the Internal Revenue Service which will
permit Delphi to fund its defined benefit pension plans
following emergence from chapter 11."

Delphi earlier announced broad-based stakeholder support for the
Plan.  Eighty-one percent of all voting creditors aggregated
across classes voted to accept the Plan.  Of the total amount
voted by all general unsecured creditor classes, 78% voted to
accept the Plan. More than 70% of the ballots cast and 70% of
the total dollar amount voted by Delphi's senior note claims,
TOPrS claims, and all other claims (including trade claims)
segments each voted separately to accept the Plan.  One hundred
percent of the ballots cast in the GM and MDL classes voted to
accept the Plan.  Of the approximately 217,000,000 shares voted
by shareholders, 78% voted to accept the Plan.  While one class
each in two lower tier Delphi subsidiaries did not accept the
Plan, the Bankruptcy Court confirmed the Plan over the vote of
the two subsidiary dissenting classes holding that Delphi was
entitled to confirm and implement the Plan for several reasons
including based on "new value" contributed by Delphi to the
subsidiaries.

Details of the Plan can be found by accessing the Delphi Legal
Information web site at http://www.delphidocket.com/

                     About Delphi Corp.

Headquartered in Troy, Michigan, Delphi Corporation (PINKSHEETS:
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
March 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 Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on
Dec. 20, 2007.  The Court convened hearings to consider
confirmation of the Plan beginning Jan. 17, 2008.

(Delphi Bankruptcy News, Issue No. 109; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)  


DELPHI CORP: To Sell Steering Business to Platinum Equity
---------------------------------------------------------
Delphi Corporation said it will seek approval from the U.S.
Bankruptcy Court for the Southern of New York to sell its
steering and halfshaft businesses to an affiliate of Platinum
Equity at a sale hearing on Feb. 21, 2008.

Delphi said, in a news release, plans to conclude the sale as
soon as all regulatory approvals have been received.

Divestiture solutions firm Platinum Equity, LLC --
http://www.platinumequity.com/-- through affiliate Steering  
Solutions Corp., has offered to purchase Delphi's global
steering and halfshaft businesses for US$447,000,000.  Delphi
previously disclosed in January 2007 that it was working on
finalizing a sale and purchase agreement with Platinum Equity
regarding the sale of the businesses.

Pursuant to a Master Sale And Purchase Agreement dated
Dec. 10, 2007, have agreed to sell the global steering and
halfshaft businesses to Platinum Equity, but subject to
competitive bidding at an auction scheduled for Jan. 28, 2008.  
Delphi said that Platinum Equity was the sole bidder for the
subject assets.

Steering Holding, LLC, previously opposed to Platinum Equity's
designation as stalking horse bidder on grounds that (i) the
proposed break up fee and expense reimbursements, which could
reach up to US$8,000,000, is not justified; and (ii) it could
provide a better offer for Delphi's steering and halfshaft
businesses.  The Court, however, denied Steering Holding's
objection, but the party was entitled to submit a competing bid
by Jan. 18, 2008, under the Court-approved protocol.

Under its steering and halfshaft businesses, Delphi designs and
manufactures steering and driveline systems and components for
automotive vehicle manufacturers and adjacent markets.  The
businesses operate 22 manufacturing plants in 15 locations
worldwide, five regional systems engineering centers, and 11
local customer support enters.  In addition, the businesses
employ approximately 9,700 individuals globally, about 5,625 of
whom work in the U.S.  The businesses' customer base includes
major domestic, transnational, and international original
equipment manufacturers, including General Motors Corp., Fiat,
Ford, DaimlerChrysler, and Chevy.  In 2006, the businesses
generated US$2,530,000,000 in revenues.

                     About Delphi Corp.

Headquartered in Troy, Michigan, Delphi Corporation (PINKSHEETS:
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
March 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 Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on
Dec. 20, 2007.  The Court convened hearings to consider
confirmation of the Plan beginning Jan. 17, 2008.  The Court
entered an order confirming the Plan on Jan. 25, 2008.

(Delphi Bankruptcy News, Issue No. 109; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)  


EL PASO: Deciding on Sale of 50% Stake in Pinauna by March
----------------------------------------------------------
El Paso's exploration and production director Brent Smolik said
in a Web cast that the firm would decide the sale of up to 50%
working interest in Brazil's offshore Pinauna oil project in the
Camamu-Almada basin by March.

Mr. Smolik commented to Business News Americas, "By then we will
have decided if we will take on a partner or if we should stay
on by ourselves."

According to BNamericas, El Paso expects oil output in Pinauna
to start in 2009.

Mr. Smolik told BNamericas, "We expect to be producing 15,000-
20,000 barrels of oil equivalent per day in second half of
2009."

El Paso drilled two wells containing 90 million barrels of oil
equivalent in Pinauna, BNamericas says, citing Mr. Smolik.    
The firm will invest some US$357 million in international
drilling this year.  It will invest up to US$25 million in Egypt
and the remainder in Brazil.  Early indications in El Paso's Bia
project in the Espirito Santo basin show that the 6-ESS-168 well
could have natural gas.

"First indications show that Bia is gassy.  Reserves there will
be monetized through pipeline to shore," Mr. Smolik told
BNamericas.

Headquartered in Houston, Texas, El Paso Corporation (NYSE: EP)
-- http://www.elpaso.com/-- is an energy company that provides
natural gas and related energy products.  The company owns North
America's interstate pipeline system, which has approximately
55,500 miles of pipe.  It also owns approximately 470 billion
cubic feet of storage capacity and a liquefied natural gas
import facility with 806 million cubic feet of daily base load
send out capacity.  El Paso's exploration and production
business is focused on the exploration for and the acquisition,
development and production of natural gas, oil and natural gas
liquids in the United States, Brazil and Egypt.  It operates in
three business segments: Pipelines, Exploration and Production
and Marketing.  It also has a Power segment, which holds its
remaining interests in international power plants in Brazil,
Asia and Central America.

Southern Natural Gas Company's business consists of the
interstate transportation and storage of natural gas and LNG
terminal operations.

Colorado Interstate Gas Company's business consists of the
interstate transportation, storage and processing of natural
gas.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 20, 2007, Standard & Poor's Ratings Services affirmed its
'BB' corporate credit ratings on El Paso Corp. and subsidiaries.
S&P said the outlook remains positive.


HEXION SPECIALTY: Nods To Extend Review Time for Planned Merger
---------------------------------------------------------------
Hexion Specialty Chemicals and Huntsman Corporation have agreed
to allow additional time for the Federal Trade Commission to
review the proposed merger of the two companies.  As a result,
the merger is not expected to close before May 3.  To
accommodate the extension, Hexion has also given notice to
Huntsman that on April 5, it will exercise its option to extend
the Termination Date under the Merger Agreement for 90 days, and
thus, if the conditions to Hexion's extension right are met on
April 5, the termination date under the Merger Agreement will be
extended until July 4, 2008.

"This extension is not unusual in a transaction of this size
involving numerous global locations," said Craig O. Morrison,
Hexion's Chairman and Chief Executive Officer.  "We are fully
cooperating with regulatory agencies and will continue to work
closely with Huntsman and the agencies in order to obtain the
regulatory approvals required to complete the merger."

Hexion announced on July 12, 2007, that it had entered into a
definitive agreement to acquire Huntsman Corporation in an all-
cash transaction valued at approximately US$10.6 billion,
including the assumption of debt.  The transaction was approved
by Huntsman shareholders on Oct. 16, 2007 and is subject to
customary closing conditions, including regulatory approval in
the U.S. and several other countries.

                       About Huntsman

Huntsman Corp. -- http://www.huntsman.com/-- manufactures and
markets differentiated and commodity chemicals.  Its operating
companies manufacture products for a variety of global
industries including chemicals, plastics, automotive, aviation,
textiles, footwear, paints and coatings, construction,
technology, agriculture, health care,  detergent, personal care,
furniture, appliances and packaging.  Originally known for
pioneering innovations in packaging and, later for rapid and
integrated growth in petrochemicals, Huntsman today has
operations in 24 countries, including Argentina, Belarus,
Japan, Luxembourg, Malaysia, Spain and teh United Kingdom, among
others.  The company had 2006 revenues from all operations of
over US$13 billion.

                    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 US$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.


HEXION SPECIALTY: To Exercise Rights Over Merger Deal Extension
---------------------------------------------------------------
Huntsman Corporation has received notice from Hexion Specialty
Chemicals, Inc. that the company will exercise its right under
Section 7.1(b)(ii) of the Agreement and Plan of Merger dated
July 12, 2007, to extend the Termination Date by 90 days from
April 5 to July 4, 2008.

Huntsman and Hexion had previously announced on Oct. 4, 2007,
that each had received a request for additional information from
the Federal Trade Commission under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended.  Huntsman Corp.
and Hexion Specialty have agreed with the Commission to allow
the FTC additional time to review the merger, such that the
merger is not expected to close before May 3, 2008.  Both
companies also continue to work closely with regulatory agencies
in other jurisdictions, including the European Union.

Hunstman President and Chief Executive Officer, Peter Huntsman
noted, "This extension was clearly contemplated by the terms of
the merger agreement that we entered into with Hexion last July.  
We continue to work diligently with Hexion and its advisors to
secure the regulatory approvals that are necessary to close the
transaction."

Under the terms of the Merger Agreement, the US$28.00 per common
share cash price to be paid by Hexion upon any completion of the
merger that occurs after April 5, 2008, will be increased at the
rate of 8% per annum (inclusive of any dividends paid) beginning
on April 5, 2008.

                       About Huntsman  

Huntsman (NYSE: HUN) -- http://www.huntsman.com-- is a global  
manufacturer and marketer of differentiated chemicals.  Its
operating companies manufacture products for a variety of global
industries, including chemicals, plastics, automotive, aviation,
textiles, footwear, paints and coatings, construction,
technology, agriculture, health care, detergent, personal care,
furniture, appliances and packaging. Originally known for
pioneering innovations in packaging and, later, for rapid and
integrated growth in petrochemicals, Huntsman has 13,000
employees and operates from multiple locations worldwide.  The
company had 2006 revenues of over US$13 billion.

                   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 Singapore, China, Australia,
Netherlands, and Brazil.  It is an Apollo Management L.P.
portfolio company.  Hexion had 2006 sales of US$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.


PROPEX: Gets Interim OK to Access BNP Paribas' Cash Collateral
--------------------------------------------------------------
The Hon. John C. Cook of the U.S. Bankruptcy Court for the
Eastern District of Tennessee authorizes Propex Inc. and its
debtor-affiliates, on an interim basis, to use BNP Paribas
Securities Corp.'s cash collateral, pursuant to and limited by
the provisions of a DIP budget.  A copy of the budget has not
been filed with the Court.

The Court grants BNP Paribas a valid perfected replacement lien
on all of the Collateral subordinate only to (i) the Permitted
Prepetition Liens, (ii) the DIP Lenders' security interests and
liens and (iii) the Carve-Out.

As reported in the Troubled Company Reporter on Jan. 23, 2008,
Henry J. Kaim, Esq., at King & Spalding, LLP, in Houston, Texas,
proposed lead counsel of the Debtors, relates that the Debtors
require the immediate use of the Cash Collateral and financing
for, among other things, the purchase of their inventory,
maintenance of their facilities, and other working capital
needs.

Prior to Jan. 18, 2008, the working capital needs of the Debtors
were met primarily by a US$360 million senior credit facility.  
Pursuant to the terms and conditions of a prepetition credit
agreement and related documents, a syndicate of financial
institutions arranged by BNP Paribas Securities Corp., which
serves as administrative agent for the lender, agreed to provide
the senior credit facility, comprised of a US$260 million term
loan, a US$50 million revolving facility and a US$50 million
bridge loan facility.  The Prepetition Credit Facility was
secured by perfected, valid, binding and non-avoidable first
priority security interests and liens upon substantially all of
the assets of the Debtors.

The Debtors' right to use Cash Collateral will automatically
terminate on the date that is the earlier of 10 days after an
Event of Default under the DIP Facility or the maturity date of
the DIP Facility, the Court clarifies.

                        About Propex

Headquartered in Chattanooga, Tennessee, Propex Inc. --
http://www.propexinc.com/-- produces geosynthetic, concrete,
furnishing, and industrial fabrics and fiber.  It is produces
primary and secondary carpet backing.  Propex operates in North
America, Europe, and Brazil.

The company and its debtor-affiliates filed for Chapter 11
protection on Jan. 18, 2008 (Bankr. E.D. Tenn. Case No. 08-
10249).  The debtors' has selected Edward L. Ripley, Esq., Henry
J. Kaim, Esq., and Mark W. Wege, Esq. at King & Spalding, in
Houston, Texas, to represent them.  As of Sept. 30, 2007, the
debtors' balance sheet showed total assets of US$585,700,000 and
total debts of US$527,400,000.  (Propex Bankruptcy News, Issue
No. 3; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PROPEX INC: Wants Schedules Filing Deadline Extended to April 2
---------------------------------------------------------------
Propex Inc. and its debtor-affiliates ask permission from the
U.S. Bankruptcy Court for the Eastern District of Tennessee to
extend time for them to file their Schedules and Statements
through and including April 2, 2008.

The Debtors are required under Rule 1007(c) of the Federal Rules
of Bankruptcy Procedure to file their Schedules of Assets and
Liabilities and Statements of Financial Affairs within 15 days
after the Petition Date.

The Debtors' proposed bankruptcy counsel, Henry J. Kaim, Esq.,
at King & Spalding, LLP, in Houston, Texas, explains, however,
that the size of the Debtors' business operations, which spans
North America, Europe, and Brazil, makes it difficult for them
to compile all of the necessary business records required to
file an accurate financial information with the Court within the
time alloted under the Bankruptcy Code.

Consequently, the Debtors will not be able to satisfactorily
prepare the Schedules and Statements within 15 days as outlined
in Bankruptcy Rule 1007(c), Mr. Kaim notes.  The Debtors
anticipate that they will need a minimum of 75 days within which
to prepare and file the Schedules and Statements in the
appropriate format.

Mr. Kaim contends that the Debtors' request will not prejudice
any party-in-interest.  The Debtors have filed a list setting
forth the names and addresses of all their creditors and a list
setting forth the names, addresses and claim amounts of
creditors holding the 30 largest unsecured claims.  Thus, he
notes, the Office of the U.S. Trustee has the information
necessary for the formation of an unsecured creditors committee.

                        About Propex

Headquartered in Chattanooga, Tennessee, Propex Inc. --
http://www.propexinc.com/-- produces geosynthetic, concrete,
furnishing, and industrial fabrics and fiber.  It is produces
primary and secondary carpet backing.  Propex operates in North
America, Europe, and Brazil.

The company and its debtor-affiliates filed for Chapter 11
protection on Jan. 18, 2008 (Bankr. E.D. Tenn. Case No. 08-
10249).  The debtors' has selected Edward L. Ripley, Esq., Henry
J. Kaim, Esq., and Mark W. Wege, Esq. at King & Spalding, in
Houston, Texas, to represent them.  As of Sept. 30, 2007, the
debtors' balance sheet showed total assets of US$585,700,000 and
total debts of US$527,400,000.  (Propex Bankruptcy News, Issue
No. 3; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


TRW AUTOMOTIVE: Earns US$23 Mln in Third Quarter Ended Sept. 28
---------------------------------------------------------------
TRW Automotive Holdings Corp. reported net earnings of
US$23.0 million for the third quarter ended Sept. 28, 2007,
which compares to net earnings of US$5.0 million in the
corresponding period ended Sept. 29, 2006.

The company reported third-quarter 2007 sales of US$3.5 billion,
an increase of US$480.0 million or 16.0% over the prior year
period. The 2007 quarter benefited from higher customer vehicle
production in Europe and China, continued growth of safety
products in all markets (including a higher mix of lower margin
modules) and the positive effect of foreign currency
translation.  These positive factors were partially offset by
price reductions provided to customers.

"The growing market demand for our advanced active and passive
safety products is helping to drive our solid 2007 financial
performance," said John Plant, president and chief executive
officer.  "We have seen a 16.0 percent increase in total sales
related to electronic stability control, electric park brake,
electrically powered steering, tire pressure monitoring and side
and curtain airbag systems during the first nine months of the
year.  

"In addition to the success of these products, we continue to
derive significant benefits from the diversity of having nearly
70.0% of sales outside the challenging North American market,
aggressive cost reduction efforts and interest savings
attributable to our 2007 debt recapitalization."

Mr. Plant added, "Safety continues to be a major focus of
manufacturers and governments seeking to reduce driving related
injuries and fatalities, and of consumers who want their
vehicles equipped with technology that can help protect their
families.  As the global leader in safety with the most
comprehensive portfolio of products on the market, we are at the
forefront of development and are recognized as a solution
provider, especially when it comes to integrated products that
encompass both active and passive safety technologies."

Operating income for third-quarter 2007 was US$95.0 million,
which compares favorably to US$82.0 million in the prior year
period. Restructuring and asset impairment expenses in the 2007
period were US$13.0 million, which compares to US$3.0 million in
2006. Excluding these expenses from both periods, operating
income was US$108.0 million in 2007, which represents an
increase of 27.0% compared to the 2006 adjusted result.  

The year-to-year increase was driven primarily by higher product
volumes and savings generated from cost improvement and
efficiency programs, including reductions in pension and OPEB
related costs.  These positive factors were in part offset by
pricing provided to customers and higher commodity costs.

Net interest and securitization expense for the third quarter of
2007 totaled US$56.0 million, which compares to US$62.0 million
in the prior year.  The year-to-year decline can be attributed
to the benefits derived from the company's 2007 debt
recapitalization, which was completed during the second quarter
of this year.

Tax expense was US$18.0 million in both 2007 and 2006.  The
effective tax rate in the 2007 quarter was 44.0%, which compares
favorably to 78.0% in the prior year primarily due to a change
in the company's geographical earnings mix.

Earnings before interest, securitization costs, loss on
retirement of debt (where applicable), taxes, depreciation and
amortization, or EBITDA, were US$237.0 million in the third
quarter, which compares to the prior year level of US$213.0
million.

                      Year-to-Date 2007

For the nine-month period ended Sept. 28, 2007, the company
reported sales of US$10.8 billion, an increase of US$944.0
million or approximately 10.0% compared to prior year sales of
US$9.9 billion. The 2007 period benefited primarily from higher
product volumes related to new product growth, robust industry
sales in overseas markets and the positive effect of foreign
currency translation. These positive factors were partially
offset by the decline in North American customer vehicle
production and price reductions provided to customers.

Year-to-date 2007 net earnings were US$34.0 million, which
compares to US$143.0 million in the 2006 period.  Net earnings
excluding debt retirement costs from both periods were US$189.0
million, which compares to US$200.0 million in 2006.  

EBITDA for the first nine months of 2007 was US$890.0 million,
which is lower than the prior year level of US$899.0 million,
primarily due to the lower level of operating income in the
current year.

                      Capital Structure

The company completed its debt recapitalization plan during the
second quarter of 2007.  Transactions related to the plan
included the refinancing of the company's US$2.5 billion credit
facilities on May 9, 2007.  Prior to this transaction, on
March 26, 2007, the company completed its US$1.5 billion Senior
Note offering and repurchased substantially all of the existing
US$1.3 billion Notes through a tender offer.  The company
incurred debt retirement charges of approximately US$155.0
million during the year-to-date period related to these
transactions.

On Feb. 2, 2006, the company's wholly owned subsidiary, Lucas
Industries Limited, completed the tender for its outstanding GBP
94.6 million 10 7/8% bonds.  As a result of the transaction, the
company incurred a US$57.0 million charge for loss on retirement
of debt.

As of Sept. 28, 2007, the company had US$3.515 billion of debt
and US$486.0 million of cash and marketable securities,
resulting in net debt of US$3.029 billion.  This net debt
outcome, excluding the Receivable Facility repayment, is
US$144.0 million higher than the balance at the end of the
second quarter primarily due to the seasonal cash outflow in the
third quarter.

                        Balance Sheet

At Sept. 28, 2007, the company's consolidated balance sheet
showed US$11.93 billion in total assets, US$9.21 billion in
total liabilities, US$128,000 in minority interests, and US$2.59
billion in total stockholders' equity.

Full-text copies of the company's consolidated financial
statements for the quarter ended Sept. 28, 2007, are available
for free at http://researcharchives.com/t/s?2764  

                     About TRW Automotive

Headquartered in Livonia, Michigan, TRW Automotive Holdings
Corp. (NYSE: TRW) -- http://www.trw.com/-- ranks among the  
world's leading automotive suppliers.  The company, through its
subsidiaries, operates in 28 countries and employs approximately
63,800 people worldwide, including Brazil, China, Germany
and Italy.  TRW Automotive products include integrated vehicle
control and driver assist systems, braking systems, steering
systems, suspension systems, occupant safety systems (seat belts
and airbags), electronics, engine components, fastening systems
and aftermarket replacement parts and services.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 25, 2008, Moody's Investors Service affirmed the ratings of
TRW Automotive Inc.: Corporate Family Rating, Ba2; senior
secured bank credit facilities, Baa3; and senior unsecured
notes, Ba3, but revised the rating outlook to negative from
stable.

As reported in the Troubled Company Reporter on Oct. 2, 2007,
Fitch Ratings affirmed TRW Automotive Holdings Corp.'s BB Issuer
Default Rating.  It also affirmed TRW Automotive Inc.'s BB
Issuer Default Rating.  Fitch said the rating outlook is stable.


XERIUM TECH: Opens Paper Machine Clothing Factory in Vietnam
------------------------------------------------------------
Xerium Technologies, Inc. announced its official groundbreaking
ceremony for its state-of-the-art paper machine clothing factory
in Ho Chi Minh City, Vietnam.

At the event, which was attended by more than 100 dignitaries
from throughout the region, Cheryl Diuguid, President of Xerium
Asia, said, "With this new facility, Xerium is building on a
long, successful history of conducting business in the Asia
region.  Our investment in this facility, and specifically in
Vietnam, is an important step in our efforts to build on this
history and increase our participation in this important and
growing paper market.  Xerium has been a leading participant and
valued paper machine clothing supplier to Asian paper producers
for decades.  In addition to this Huyck.  Wangner facility we
are building, we have also expanded our roll covers business to
pursue additional growth opportunities in this segment of
the Asia market.  In November 2007, Xerium acquired a local roll
covers business with two manufacturing operations in China, and
we expect that the acquired operation will serve as the base for
our Stowe Woodward China business."

She added, "We made the decision to invest in Vietnam because we
believe this country provides us with excellent support for all
our critical success factors, including proximity to our major
customers, ease of logistics, technical capabilities, education
level of the local workforce, variable and manufacturing
overhead costs, government support and interest, local market
opportunities and expansion options.  To put it simply, we
wanted an "Ease of Business" environment and we are confident
that we have found it here."

The facility is being constructed in the My Phouc Industrial
Park, 40 km northeast of Ho Chi Minh City in the region of Binh
Duong.  This facility, which is expected to begin production in
the second half of 2008, is expected to employ more than 150
people at full production.

Headquartered in Wesborough, Massachusetts, Xerium Technologies,
Inc. -- http://xerium.com/-- manufactures and supplies two   
types of products used primarily in the production of paper:
clothing and roll covers.  The company operates under a variety
of brand names and owns a broad portfolio of patented and
proprietary technologies to provide customers with tailored
solutions and products, designed to optimize performance and
reduce operational costs.  With 35 manufacturing facilities in
15 countries, including Austria, Brazil and Japan, Xerium
Technologies has approximately 3,900 employees.

                        *     *     *

Moody's Investors Service changed the outlook on Xerium
Technologies, Inc.'s ratings to negative from stable, and
affirmed the company's corporate family rating at B1.  The
change in outlook to negative reflects Xerium's weaker than
expected operating performance primarily due to production
inefficiencies in North America and delays in achieving benefits
from cost reduction initiatives.  Moody's believes the impact of
these issues, coupled with a difficult pricing environment for
roll covers and to a lesser extent clothing products, will
continue to negatively affect operating performance over the
intermediate term.

Affirmed ratings are:

     * Corporate family rating; B1
     * Guaranteed senior secured term loan B; B1
     * Guaranteed senior secured revolving credit facility; B1


* BRAZIL: Must Accept New Ecuadorian Contract by March 8
--------------------------------------------------------
Brazilian state-run oil firm Petroleo Brasileiro SA, along with
other oil firms, has been given until March 8 to accept the
changes in its contract with Ecuador's Petroecuador, Business
News Americas reports.

Bloomberg News relates that Ecuadorian President Rafael Correa
gave the deadline to oil firms operating in Ecuador.  The
government wants to turn existing participation contracts into
service provider contracts, which pays companies a production
fee and reimbursement for investment costs.

According to BNamericas, the other firms that must change
contracts are:

          -- Repsol YPF,
          -- Perenco,
          -- Andes Petroleum, and
          -- City Oriente.

Renegotiations between the government and the firms had started
on Jan. 21, BNamericas notes.

Once the firms decide to stop operating in Ecuador, the
government will pay them for investments carried out to date,
BNamericas states, citing President Correa.

                     About Petroecuador

Headquartered in Quito, Ecuador, Petroecuador --
http://www.petroecuador.com.ec-- is an international oil  
company owned by the Ecuador government.  It produces crude
petroleum and natural gas.

                 About Petroleo Brasileiro

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 26, 2007, Standard & Poor's Ratings Services assigned BB+
long-term sovereign foreign currency rating and B short-term
sovereign foreign currency rating on Brazil.

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


* BRAZIL: Petroleo Brasileiro Bidding for Ecuadorian Project
------------------------------------------------------------
Brazilian state-run oil firm Petroleo Brasileiro SA will
participate in the bidding process to develop Petroecuador's
Ishpingo, Tambococha and Tiputini project in the Amazon forest,
Chilean news daily El Mercurio reports.

According to El Mercurio, Petroleo Brasileiro has formed a
consortium with Chile's Enap, and Venezuela's Petroleos de
Venezuela to bid for the project, which has a total of almost
one billion barrels of crude reserves.

Business News Americas relates that the consortium presented a
US$50 million offer to Ecuador to start the studies on the
project.

The report says that Petroecuador would award the contract by
June 29.

Petroecuador called for a US$350 million per year royalty,
BNamericas notes.  Total investments would total US$10 billion.

The international community was worried about the project's
potential environmental impact.  Ecuador is then asking them for
compensation in return for canceling the project, BNamericas
states.  

                     About Petroecuador

Headquartered in Quito, Ecuador, Petroecuador --
http://www.petroecuador.com.ec-- is an international oil  
company owned by the Ecuador government.  It produces crude
petroleum and natural gas.

                 About Petroleos de Venezuela

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

                 About Petroleo Brasileiro

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 26, 2007, Standard & Poor's Ratings Services assigned BB+
long-term sovereign foreign currency rating and B short-term
sovereign foreign currency rating on Brazil.

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




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


BANK OF AYUDHYA: Establishes Used Car Seller Subsidiary
-------------------------------------------------------
The Bank of Ayudhya PCL has established a new subsidiary, which
will engage in used car sale-and-lease-back business.

The subsidiary, which has been named Ayudhya Hire Purchase Co.
Ltd., has a registered capital of THB500 million divided into
50 million ordinary shares with par value of THB10 each.  The
Bank owns 99.99% of the company.

Headquartered in Bangkok, Thailand, Bank of Ayudhya Public Co.
Ltd. -- http://www.krungsri.com/-- provides a full range of
banking and financial services.  The bank offers corporate and
personal lending, retail and wholesale banking; international
trade financing asset management; and investment banking
services to customers through its branches.  It has branches in
Hong Kong, Vietnam, Laos, and the Cayman Islands.

Bank of Ayudhya's subordinated debts carry Fitch Ratings
Services' BB+ rating.

Fitch Ratings (Thailand) Limited also assigned a National Long-
term rating of 'A+(tha)' to the debentures of Bank of Ayudhya
Public Company Limited (BAY) Tranche 1 due 2010 and Tranche 2
due 2011 of up to THB15 billion each.

The Troubled Company Reporter - Asia Pacific reported on
December 13, 2007 that Moody's Investors Service has placed on
review for possible upgrade the Bank of Ayudhya's Baa3 deposit
and debt ratings and its D- bank financial strength rating.

The following ratings have been placed on review for upgrade:

    * Bank financial strength rating of D-
    * Long-term foreign currency deposit rating of Baa3
    * Short-term foreign currency deposit rating of Prime-3
    * Senior unsecured foreign currency debt rating of Baa3

The rating action was based on BAY's track record of improving
economic solvency, increasing earnings diversification, and
strengthening risk management practices.   


CABLE & WIRELESS: Gives Free Credit to bmobile Clients
-------------------------------------------------------
Cable & Wireless told Cayman Net News that it gave free credit
to over 10,000 prepaid bmobile subscribers.

Cable & Wireless explained to Cayman Net that the free credit
was an expression of gratitude for the bmobile clients' loyalty.  
Other clients received prizes like Ipod Nanos and Nintendo Wii
gaming consoles.

According to Cayman Net, Cable & Wireless launched a new range
from mobile phone maker Samsung and new lines from Motorola and
Nokia.

Cable & Wireless told Cayman Net that throughout the year it
concentrated on the needs of the mobile market and recently
launched four new services to meet client demands.  

Cayman Net relates that prepaid subscribers can share their
bmobile credit with family and friends with the introduction of
Credit Share, a service that lets clients share any amount of
credit between US$5 and US$200 with fellow prepaid customers.  

Meanwhile, Cable & Wireless is launching Individual Calling
Circle for residential postpaid bmobile subscribers.  The
service includes unlimited calling across all three Islands with
five family members and friends, Cayman Net says.

Cable & Wireless' mobile vice president David L. Smith commented
to Cayman Net, "A lot of customers call the same five numbers
most of the time.  Calling Circle is an ideal service for people
who love to chat with their family and friends on their phone as
it offers unlimited calling for one low price each month and
also allows all the people in the calling circle to talk to each
other at no additional cost.  To nominate your top five just
think about who you talk to most or would like to talk with
more.  It's a great demonstration of how we continue to develop
our services so as to give our customers more and more value."

Cable & Wireless is also offering BlackBerry Passport to its
business clients, Cayman Net relates.  The service offers
business customers unlimited data roaming for US$20 per month.  
It lets subscribers manage their costs while traveling for
business or pleasure.  BlackBerry Passport clients can:

          -- send and receive e-mails,
          -- download information from the Internet, and
          -- browse the Web from anywhere in the world for low
             monthly price.

A Cable & Wireless residential mobile client can get high speed
Broadband access for US$25 per month for up to one megabit per
second, the report says.

"We wanted to show our appreciation to our mobile customers for
their loyalty by offering them the opportunity to get the
fastest and most reliable Broadband service at the best price in
the Islands.  Many of our mobile postpaid customers also use the
Cable & Wireless Broadband service, so it's another perfect way
to save money," Mr. Smith told Cayman Net.

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

                        *     *     *

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

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

* Issuer: Cable & Wireless Plc

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

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


ERI GROUP: Holding Final Shareholders Meeting Today
---------------------------------------------------
Eri Group LDC will hold its final shareholders meeting on
Jan. 29, 2008, at:


             Equitable Resources, Inc.
             225 North Shore Drive, Pittsburgh
             PA 15212

These agendas will be taken during the meeting:

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

Eri Group's shareholders agreed on Dec. 11, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

             John A. Bergonzi, III
             Equitable Resources, Inc.
             225 North Shore Drive, Pittsburgh
             PA 15212


ERI INT'L: Final Shareholders Meeting Is Today
----------------------------------------------
Eri International will hold its final shareholders meeting on
Jan. 29, 2008, at:


             Equitable Resources, Inc.
             225 North Shore Drive, Pittsburgh
             PA 15212

These agendas will be taken during the meeting:

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

Eri International's shareholders agreed on Dec. 11, 2007, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

             John A. Bergonzi, III
             Equitable Resources, Inc.
             225 North Shore Drive, Pittsburgh
             PA 15212


IH INVESTMENTS: Sets Final Shareholders Meeting for Jan. 30
-----------------------------------------------------------
IH Investments Ltd. will hold its final shareholders meeting on
Jan. 30, 2008, at 10:00 a.m. at:

             Rawlinson & Hunter
             One Capital Place, George Town
             Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

          1) accounting of the winding-up process; and
          2) hearing explanation thereof.

IH Investments' shareholders agreed on Dec. 3, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

             Peter D. Anderson
             P.O. Box 897, One Capital Place
             George Town, Grand Cayman KY1-1103
             Cayman Islands
             Telephone: (345) 949-7576
             Fax: (345) 949-8295


INT'L CONSULTANTS: Proofs of Claim Filing Deadline Is Today
-----------------------------------------------------------
International Consultants Community Ltd.'s creditors are given
until Jan. 29, 2008, to prove their claims to MBT Trustees Ltd.,
the company's liquidator, or be excluded from receiving any
distribution or payment.

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

International Consultants' shareholder decided on Oct. 29, 2007,
to place the company into voluntary liquidation under The
Companies Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

            MBT Trustees Ltd.
            P.O. Box 30622, Grand Cayman KY1-1203
            Cayman Islands
            Telephone: 945-8859
            Fax: 949-9793/4


INT'L CONSULTANTS: Holding Final Shareholders Meeting Today
-----------------------------------------------------------
International Consultants Community Ltd. will hold its final
shareholders meeting on Jan. 29, 2008, at 12:00 p.m. at:

            MBT Trustees Ltd.
            3rd Floor, Piccadilly Center
            Elgin Avenue, George Town
            Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

         1) accounting of the winding-up process; and
         2) authorizing the liquidators to retain the records of
            the company for a period of five years from the
            dissolution of the company, after which they may be
            destroyed.

International Consultants' shareholder decided on Oct. 29, 2007,
to place the company into voluntary liquidation under The
Companies Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

           MBT Trustees Ltd.
           P.O. Box 30622, Grand Cayman KY1-1203
           Cayman Islands
           Telephone: 945-8859
           Fax: 949-9793/4


MPC AMETHYST: Will Hold Final Shareholders Meeting on Jan. 30
-------------------------------------------------------------
MPC Amethyst Fund Inc. will hold its final shareholders meeting
on Jan. 30, 2008, at 9:00 a.m. at:

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

These agendas will be taken during the meeting:

          1) accounting of the winding-up process; and
          2) authorizing the liquidator to retain the records
             of the company for a period of six years from the
             dissolution of the company, after which they may
             be destroyed.

MPC Amethyst's shareholder decided on Nov. 30, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

             John Sutlic
             Attention: Kim Charaman
             Close Brothers (Cayman) Limited
             Fourth Floor, Harbor Place
             P.O. Box 1034, Grand Cayman KYI-1102
             Cayman Islands
             Telephone: (345) 949 8455
             Fax: (345) 949 8499


MPC AMETHYST (GENERAL): Final Shareholders Meeting Is on Jan. 30
----------------------------------------------------------------
MPC Amethyst (General Partner) Inc. will hold its final
shareholders meeting on Jan. 30, 2008, at 9:10 a.m. at:

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

These agendas will be taken during the meeting:

          1) accounting of the winding-up process; and
          2) authorizing the liquidator to retain the records
             of the company for a period of six years from the
             dissolution of the company, after which they may
             be destroyed.

MPC Amethyst's shareholder decided on Nov. 30, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

             John Sutlic
             Attention: Kim Charaman
             Close Brothers (Cayman) Limited
             Fourth Floor, Harbor Place
             P.O. Box 1034, Grand Cayman KYI-1102
             Cayman Islands
             Telephone: (345) 949 8455
             Fax: (345) 949 8499


MPC JAPAN: Sets Final Shareholders Meeting for Jan. 30
------------------------------------------------------
MPC Japan (General Partner) Inc. will hold its final
shareholders meeting on Jan. 30, 2008, at 10:00 a.m. at:

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

These agendas will be taken during the meeting:

          1) accounting of the winding-up process; and
          2) authorizing the liquidator to retain the records
             of the company for a period of six years from the
             dissolution of the company, after which they may
             be destroyed.

MPC Japan's shareholder decided on Nov. 30, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

             John Sutlic
             Attention: Kim Charaman
             Close Brothers (Cayman) Limited
             Fourth Floor, Harbor Place
             P.O. Box 1034, Grand Cayman KYI-1102
             Cayman Islands
             Telephone: (345) 949 8455
             Fax: (345) 949 8499


MPC JAPAN FUND: Holding Final Shareholders Meeting on Jan. 30
-------------------------------------------------------------
MPC Japan Fund Inc. will hold its final shareholders meeting on
Jan. 30, 2008, at 9:30 a.m. at:

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

These agendas will be taken during the meeting:

          1) accounting of the winding-up process; and
          2) authorizing the liquidator to retain the records
             of the company for a period of six years from the
             dissolution of the company, after which they may
             be destroyed.

MPC Japan's shareholder decided on Nov. 30, 2007, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

             John Sutlic
             Attention: Kim Charaman
             Close Brothers (Cayman) Limited
             Fourth Floor, Harbor Place
             P.O. Box 1034, Grand Cayman KYI-1102
             Cayman Islands
             Telephone: (345) 949 8455
             Fax: (345) 949 8499


RC INVESTMENTS: Sets Final Shareholders Meeting for Jan. 30
-----------------------------------------------------------
RC Investments Ltd. will hold its final shareholders meeting on
Jan. 30, 2008, at 10:00 a.m. at:

             Rawlinson & Hunter
             One Capital Place, George Town
             Grand Cayman, Cayman Islands

These agendas will be taken during the meeting:

          1) accounting of the winding-up process; and
          2) hearing explanation thereof.

RC Investments' shareholders agreed on Dec. 3, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

             Peter D. Anderson
             P.O. Box 897, One Capital Place
             George Town, Grand Cayman KY1-1103
             Cayman Islands
             Telephone: (345) 949-7576
             Fax: (345) 949-8295




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


ROCK-TENN CO: Board Declares US$0.10 Per Share Dividend
-------------------------------------------------------
Rock-Tenn Company's Board of Directors has declared a dividend
of US$0.10 per share on its Class A Common Stock to shareholders
of record at the close of business on Feb. 5, 2008.  The
dividend will be paid on Feb. 18, 2008.

Headquartered in Norcross, Georgia, Rock-Tenn Company (NYSE:
RKT) -- http://www.rocktenn.com/-- provides a wide range of
marketing and packaging solutions to consumer products
companies, with operating locations in the United States,
Canada, Mexico, Argentina and Chile.  The company is one of
North America's manufacturers of packaging products,
merchandising displays and bleached and recycled paperboard.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 15, 2008, Standard & Poor's Ratings Services placed its
'BB+' corporate credit rating on Rock-Tenn Co. on CreditWatch
with negative implications.  At the same time, S&P placed the
'BB-' rating on the company's existing senior unsecured notes on
CreditWatch with developing implications.




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


QUEBECOR WORLD: Bankruptcy Won't Affect Quebecor Inc. & Units
-------------------------------------------------------------
Quebecor Inc., Quebecor Media Inc. and its subsidiaries are not
affected in any way by the decision of Quebecor World to seek
court protection from creditors under the Companies' Creditors
Arrangement Act (CCAA).  Quebecor Inc. said that Quebecor World
is an independent company, distinct from the two other entities,
and its current situation will have no effect on the normal,
continuing operations of Quebecor Inc. and Quebecor Media Inc.

"In recent weeks, Quebecor Inc., the principal shareholder
of Quebecor World, actively tried to find a solution that would
have avoided the CCAA action.  A major partner, Brookfield, had
been identified and a serious offer was made to the bank
creditors of Quebecor World.  The banks rejected the conditions
of this offer and Quebecor Inc. decided that it would not be in
the interest of its shareholders to pursue further offers that
could have increased unreasonably the risks it might assume,"
said Pierre Karl PEladeau, President and Chief Executive Officer
of Quebecor Inc.  "Quebecor and Quebecor Media are both in
excellent financial health and the outlooks for the future of
the businesses are excellent."

Quebecor Inc. formally advised Quebecor World a week ago that it
must remove "Quebecor" from its corporate name.  This measure is
intended to eliminate any confusion in the public.

         Quebecor Inc. Severing Ties with QWorld

According to Seeking Alpha, UBS analyst Jeffrey Fan informed
clients that Quebecor World's decision to seek bankruptcy
protection in Canada and the U.S., and the recent request for
removal of "Quebecor" from Quebecor World's corporate name
reflect Quebecor Inc.'s decision to surrender control of
Quebecor World.  He added that the likelihood of Quebecor
providing further funding to Quebecor World has been
significantly reduced.

Quebecor Inc., together with Tricap Partners, previously offered
a US$400,000,000 Rescue Financing Proposal to Quebecor World on
January 11, 2008.  The proposal, however, was rejected by
Quebecor World's secured lenders.

Quebecor World and its affiliates have filed for creditor
protection before the Quebec Superior Court of Justice
(Commercial Division) and U.S. Bankruptcy Court for the Southern
District of New York.  The company has presented a proposed
US$1,000,000,000 DIP financing agreement with Credit Suisse.

                      About Quebecor Inc.

Quebecor Inc. (TSX: QBR.A, QBR.B) is a communications company
with operations in North America, Europe, Latin America and
Asia.  It has two operating subsidiaries, Quebecor World Inc.
and Quebecor Media Inc.  Quebecor World is one of the largest
commercial print media services companies in the world.

Quebecor Media owns operating companies in numerous media
related businesses: Videotron Ltd., the largest cable operator
in Quebec and a major Internet Service Provider and provider of
telephone and business telecommunications services; Sun Media
Corporation, Canada's largest national chain of tabloids and
community newspapers; TVA Group Inc., operator of the largest
French language over the air television network in Quebec, a
number of specialty channels, and the English language over the
air station Sun TV; Canoe Inc., operator of a network of English
and French language Internet properties in Canada; Nurun Inc., a
major interactive technologies and communications agency with
offices in Canada, the United States, Europe and Asia; companies
engaged in book publishing and magazine publishing; and
companies engaged in the production, distribution and retailing
of cultural products, namely Archambault Group Inc., the largest
chain of music stores in eastern Canada, TVA Films, and Le
SuperClub Videotron Ltd., a chain of video and video game rental
and retail stores.  Quebecor Inc. has operations in 18
countries.

                    About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market  
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.  In Canada it has 17
facilities in five provinces, through which it offers a mix of
printed products and related value-added services to the
Canadian market and internationally.

Quebecor World has approximately 27,500 employees working in
more than 120 printing and related facilities in the United
States, Canada, Argentina, Austria, Belgium, Brazil, Chile,
Colombia, Finland, France, India, Mexico, Peru, Spain, Sweden,
Switzerland and the United Kingdom.

The company is an independent commercial printer in Europe with
19 facilities, operating in Austria, Belgium, Finland, France,
Spain, Sweden, Switzerland and the United Kingdom.  In
March 2007, it sold its facility in Lille, France.  Quebecor
World (USA) Inc. is its wholly owned subsidiary.

Quebecor World and its debtor-affiliates filed for chapter 11
bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No.
08-10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.  The
Debtors listed total assets of US$5,554,900,000 and total debts
of US$4,140,700,000 when they filed for bankruptcy.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

(Quebecor World Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


QUEBECOR WORLD: Taps Richard Kibbe as Conflicts Counsel
-------------------------------------------------------
Quebecor World Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York for
authority to employ Richard Kibbe & Orbe LLP as their conflicts
counsel, nunc pro tunc to Jan. 21, 2008.

Jeremy Roberts, Senior Vice-President Corporate Finance and
Treasurer of Quebecor World (USA) Inc., states that aside from
hiring Arnold & Porter LLP as bankruptcy counsel, the Debtors
seek to employ Richard Kibbe & Orbe as counsel with respect to
matters which are not appropriately handled by A&P because of
potential conflicts of interest or alternatively, matters which
the Debtors believe are more efficient for RK&O to handle.  

"The Debtors believe that rather than resulting in any extra
expense to the Debtors' estates, the coordination of efforts
between A&P and RK&O will greatly add to the effective
administration in these chapter 11 cases" Mr. Roberts avers.

Mr. Roberts adds that the members and associates of the firm
have considerable experience in bankruptcy cases and have acted
in a professional capacity as counsel in numerous chapter 11
cases like Mirant Corporation, Tower Automotive, Inc.,  
Metalforming Technologies Inc., Intrepid U.S.A. Inc., and Galey
& Lord Inc.

In order for RK&O to act effectively in the Chapter 11 cases,
the Debtors propose that the firm be tasked to perform these
non-exhaustive functions:

   (a) take all necessary action to protect and preserve the
       estates of the Debtors, including the prosecution of
       actions on the Debtors' behalf, the defense of any
       actions commenced against the Debtors, the negotiation of
       disputes in which the Debtors are involved, and the
       preparation of  objections to claims filed against the
       Debtors' estates;

   (b) prepare on behalf of the Debtors, as debtors-in-
       possession, all necessary motions, applications, answers,
       orders, reports and other papers in connection with the
       administration of the Debtors' estates;

   (c) negotiate on behalf of the Debtors with their creditors
       and other parties-in-interest; and
    
   (d) perform all other necessary legal services in connection    
       with the prosecution and administration of the Chapter
       11 cases.

RK&O will be paid on an hourly basis at its customary hourly
rates:

      Partners                US$525 to US$775 per hour
      Associates              US$300 to US$475 per hour
      Paralegals              US$190 to US$250 per hour
               
RK&O will further charge the Debtors with expenses incurred in
connection to its chapter 11 cases like telephone tolls, mail
charges and court filing fees.

Mr. Joon Hong, a member RK&E, identified several current and
former clients that are parties-in-interest in the Chapter 11
cases -- Ernst & Young, Newpage Corp., Morgan Stanley, Citibank,
N.A., and Delloitte & Touche LLP.  Mr. Hong, however, assures
the Court that with respect to each connection between RK&O and
its relevant clients, RK&O will not represent any of the
relevant entities and will not hold an interest that is adverse
to the Debtors' estates.

Mr. Hong asserts that the firm does not hold any interest
adverse to the Debtors, their estates or their creditors.

                    About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market  
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.  In Canada it has 17
facilities in five provinces, through which it offers a mix of
printed products and related value-added services to the
Canadian market and internationally.

Quebecor World has approximately 27,500 employees working in
more than 120 printing and related facilities in the United
States, Canada, Argentina, Austria, Belgium, Brazil, Chile,
Colombia, Finland, France, India, Mexico, Peru, Spain, Sweden,
Switzerland and the United Kingdom.

The company is an independent commercial printer in Europe with
19 facilities, operating in Austria, Belgium, Finland, France,
Spain, Sweden, Switzerland and the United Kingdom.  In
March 2007, it sold its facility in Lille, France.  Quebecor
World (USA) Inc. is its wholly owned subsidiary.

Quebecor World and its debtor-affiliates filed for chapter 11
bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No.
08-10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.  The
Debtors listed total assets of US$5,554,900,000 and total debts
of US$4,140,700,000 when they filed for bankruptcy.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

(Quebecor World Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)


QUEBECOR WORLD: Wants Donlin Recano as Claims & Noticing Agent
--------------------------------------------------------------
Quebecor World Inc. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York for
authority to employ Donlin, Recano & Company, Inc. as their
claims, notice and balloting agent.

Jeremy Roberts, Senior Vice-President Corporate Finance and
Treasurer of Quebecor World (USA) Inc., states that Bankruptcy
Clerk is not equipped to distribute notices, process all of the
proofs of claim filed, and assist in the balloting process in
the Debtors' Chapter 11 cases.  Thus, an independent third party
is needed to act on these related administrative tasks, he says.

Louis Recano, a principal of Donlin, Recano & Company, Inc.,
relates that the company has served more than 200 clients for
Chapter 11 cases globally and their services include noticing
solutions, claims administration, solicitation planning and
balloting, and plan distribution and tracking.

The Debtors wish to engage with Donlin Recano under terms and
conditions provided in a Standard Claims Administration and
Noticing Agreement.  As set forth in the Agreement, Donlin
Recano
will:

   (a) notify all potential creditors of the filing of the   
       Debtors' bankruptcy petitions and of the setting of the
       first meeting of creditors;

   (b) maintain an official copy of the Debtors' schedules of
       assets and liabilities and statement of financial
       affairs;

   (c) notify all potential creditors of the existence and
       amount of their respective claims;

   (d) furnish a notice of the last day for the filing of proofs
       of claim and a form for the filing of a proof of claim;

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

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

   (g) specify, in the applicable Claims Register, the following
       information for each claim docketed: (i) the claim number
       assigned, (ii) the date received, (iii) the name and    
       address of the claimant and agent, if applicable, who
       filed the claim, (iv) the filed amount of the claim, if
       liquidated, and (v) the classification(s) of the claim;

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

   (i) record all transfers of claims and provide any notices of
       the transfers;

   (j) make changes in the Claims Register;

   (k) upon completion of the docketing process for all claims
       received to date by the Clerk's office, turn over to the
       Clerk copies of the Claims Registers for the Clerk's
       review;

   (1) maintain the Claims Register for public examination
       without charge during regular business hours;

   (m) maintain the official mailing list for each Debtor of all
       entities that have filed a proof of claim;

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

   (0) provide and maintain a Web site where parties can view
       claims filed, the status of claims, and pleadings or
       other documents filed with the Court by the Debtors;
    
   (p) 30 days prior to the close of the cases, an order    
       dismissing Donlin Recano would be submitted terminating
       its services upon completion of its duties and
       responsibilities; and

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

The Debtors may further utilize other services offered by Donlin
Recano, including assisting the Debtors in preparing the master
creditor lists, gathering data related to the Debtors' schedules
and maintenance of a post office box for receiving claims.

The Debtors have paid Donlin Recano a retainer of US$50,000.

The firm will charge the Debtors at these rates:

    Senior Bankruptcy Consultant           US$205-250 per hour
    Case Manager                           US$180-200 per hour
    Technology/Programming Consultant      US$115-195 per hour
    Senior Analyst                         US$115-175 per hour
    Jr. Analyst                             US$70-110 per hour
    Clerical                                 US$40-65 per hour

The firm will also charge the Debtors for other services at
their regular rates, including laser printing at US$0.12 per
page, Web hosting at US$250 per month, among other things.

Mr. Recano asserts that the firm is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code and
holds no interest adverse to the Debtors or their estates for
the matters for which the firm is to be employed.

The firm can be reached at:

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

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market  
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.  In Canada it has 17
facilities in five provinces, through which it offers a mix of
printed products and related value-added services to the
Canadian market and internationally.

Quebecor World has approximately 27,500 employees working in
more than 120 printing and related facilities in the United
States, Canada, Argentina, Austria, Belgium, Brazil, Chile,
Colombia, Finland, France, India, Mexico, Peru, Spain, Sweden,
Switzerland and the United Kingdom.

The company is an independent commercial printer in Europe with
19 facilities, operating in Austria, Belgium, Finland, France,
Spain, Sweden, Switzerland and the United Kingdom.  In
March 2007, it sold its facility in Lille, France.  Quebecor
World (USA) Inc. is its wholly owned subsidiary.

Quebecor World and its debtor-affiliates filed for chapter 11
bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No.
08-10152).  Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts.  The
Debtors listed total assets of US$5,554,900,000 and total debts
of US$4,140,700,000 when they filed for bankruptcy.

As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.

(Quebecor World Bankruptcy News, Issue No. 2; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or  
215/945-7000)




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


US AIRWAYS: Dion Flannery To Oversee Piedmont & PSA Airlines
------------------------------------------------------------
US Airways Group Inc. has named Airways executive Dion Flannery,
currently vice president, financial analysis, as US Airways
Express' president.  Mr. Flannery succeeded Robert Martens, who
has announced his retirement from the airline.  In his new role,
Flannery will be responsible for oversight of US Airways' wholly
owned regional carriers, Piedmont and PSA Airlines, as well as
the seven regional affiliates that currently operate as US
Airways Express.  He will report to Chief Operating Officer
Robert Isom.

"Dion is an extremely capable executive whose analytical
expertise and airline route planning and scheduling background
provide the perfect combination to lead our Express team," said
Mr. Isom.  "We couldn't be more pleased to expand Dion's role
and look forward to his leadership as we work towards improved
reliability and convenience for our customers.  We are also
very grateful to Bob Martens, who came out of retirement to lend
his expertise to our airline and establish a firm foundation for
our Express division to build upon."

Mr. Martens, an airline industry veteran, joined US Airways in
2007 to evaluate strategies and future options for Express,
direct the wholly owned regional subsidiaries Piedmont and PSA,
improve performance, coordination and cooperation with Express
partners, as well as identify a successor to continue that work
longer term.  "Bob has achieved what he was brought here to do
and he is ready to turn over the reins to a successor," Mr. Isom
said.

Mr. Martens will remain with US Airways for a transition period
to assist Mr. Flannery in his new role as vice president in the
US Airways organization and president of US Airways Express.  
The presidents of PSA and Piedmont, Keith Houk and Steve Farrow,
respectively, will report to Flannery.

Mr. Flannery joined America West Airlines in 2002 as vice
president, route planning and scheduling.  He became vice
president, financial analysis in 2005.  He began his career in
1993 at Continental Airlines, where he served in a variety of
capacities including senior director, long-range schedule
planning and charters.

Mr. Flannery earned his Bachelor of Science degree in
Advertising from the University of Texas - Austin and his MBA
from the University of Houston.

                      About US Airways

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

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

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

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

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

                        *     *     *

US Airways Group Inc.'s USUS$1.6 billion secured credit facility
due 2014, currently being syndicated, carries Standard & Poor's
Ratings Services 'B' rating.  That rating was assigned in
March 2007.




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


PETROECUADOR: Gives Oil Firms Until March 8 for New Contracts
-------------------------------------------------------------
Ecuadorian President President Rafael Correa has given oil firms
until March 8 to agree to the changes in their contracts with
Petroecuador, Bloomberg News reports.

Business News Americas previously reported that the government
wants to convert existing participation contracts into service
provider agreements.  Oil companies have to agree to either
getting paid for the oil they'll extract from the ground, or pay
the government a 99% tax for windfall profits above contract
prices, Mr. Kueffner relates.  Should the company opt not to
accept either of the two changes, they can leave the country and
get paid for their investments to date.  

Among the foreign companies negotiating with PetroEcuador are
Brazil's Petroleo Brasileiro SA, France's Perenco SA, and
spain's Repsol YPF SA, the same report adds.  There are 19
contracts that will expire from 2010 to 2014, BNamericas
relates.

Renegotiations between the government and the firms had started
on Jan. 21, BNamericas notes.

                     About Petroecuador

Headquartered in Quito, Ecuador, Petroecuador --
http://www.petroecuador.com.ec-- is an international oil  
company owned by the Ecuador government.  It produces crude
petroleum and natural gas.

In previous years, Petroecuador, according to published reports,
was faced with cash-problems.  The state-oil firm has no funds
for maintenance, has no funds to repair pumps in diesel,
gasoline and natural gas refineries, and has no capacity to pay
suppliers and vendors.  The government refused to give the much-
needed cash alleging inefficiency and non-transparency in
Petroecuador's dealings.  In 2008, a new management team was
appointed to turn around the company's operations.


PETROECUADOR: Schlumberger, Halliburton & Baker Want Oil Accords
----------------------------------------------------------------
Ecuadorian state-run oil firm Petroecuador told Xinhua News that
major energy companies Schlumberger, Halliburton, and Baker are
bidding for contracts for a total of US$1 billion over the next
three years in Ecuadorian oil fields.

According to Xinhua News, Petroecuador head Fernando Zurita said
that the contracts cover these fields:

          -- Auca,
          -- Lago Agrio,
          -- Shushufindi, and
          -- Libertador.

Mr. Zurita told Xinhua News that the fields are in the Amazon
and that they produce up to 170,000 barrels per day.

Xinhua News relates that the new investment is on top of US$2
billion that the Ecuadorian government already authorized for
2008 as part of the state budget.

The three oil firms want to sign the contract by the middle of
next month, Xinhua News says, citing Mr. Zurita.  They want to
start work in March.

Ecuador oil fields don't have enough technology and investment
to increase output, Mr. Zurita admitted to Xinhua News.

Xinhua News relates that the government had said earlier that
Petroecuador could only work with state firms.  However, Mr.
Zurita denied the statement.

Headquartered in Quito, Ecuador, Petroecuador --
http://www.petroecuador.com.ec-- is an international oil  
company owned by the Ecuador government.  It produces crude
petroleum and natural gas.

In previous years, Petroecuador, according to published reports,
was faced with cash-problems.  The state-oil firm has no funds
for maintenance, has no funds to repair pumps in diesel,
gasoline and natural gas refineries, and has no capacity to pay
suppliers and vendors.  The government refused to give the much-
needed cash alleging inefficiency and non-transparency in
Petroecuador's dealings.  In 2008, a new management team was
appointed to turn around the company's operations.




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


GOODYEAR TIRE: Unit To Reduce Production at Two Factories
---------------------------------------------------------
The Goodyear Tire & Rubber Company disclosed that its European
Union business unit is planning to reduce tire production at its
two factories in Amiens, France, because their costs are not
competitive.

The action will result in a reduction of up to 500 employees at
the plants and follows a rejection in October 2007 by employees
of company plans to modernize and renovate the plants.

"We have communicated extensively with the trade unions,
explaining the need for major changes," Serge Lussier,
Goodyear's Europe, Middle East and Africa vice president of
manufacturing, said.  "These changes would increase our
competitiveness.  Unfortunately, they have rejected the plan to
improve competitiveness.  Therefore, we have no choice but to
reduce our costs as the plants are currently uncompetitive."

Goodyear said production of some tires impacted by the move
would be transferred to other, lower-cost factories in Europe
and elsewhere.  Some products will be eliminated.

Mr. Lussier said the plan presented in October 2007, requiring
an investment of approximately US$75 million in the two plants,
would allow them to become more competitive, particularly
through the supply of high performance tires.  This would
require a new work pattern, involving four rotating crews
working eight-hour shifts, including weekends.  The plants would
run for 350 days a year, maximizing their usage.

Goodyear employs about 3,800 people in France, of which 2,700
are in the Amiens plants.

                    About Goodyear Tire

Headquartered in Akron, Ohio, The Goodyear Tire & Rubber Company
(NYSE: GT) -- http://www.goodyear.com/-- is the world's largest
tire company.  The company manufactures tires, engineered rubber
products and chemicals in more than 90 facilities in 28
countries.  Goodyear's operations are located in Argentina,
Austria, Chile, Colombia, France, Italy, Guatemala, Jamaica,
Peru, Russia, among others.  Goodyear employs more than 80,000
people worldwide.

                        *     *     *

In June 2007, Standard & Poor's Ratings Services raised its
ratings on Goodyear Tire & Rubber Co., including its corporate
credit rating to 'BB-' from 'B+'.  The ratings still apply to
date.




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


NATIONAL COMMERCIAL: Earns J$1.9 Bln. in Quarter Ended Dec. 31
--------------------------------------------------------------
The National Commercial Bank's net profit increased 24%, or
J$357 million, to J$1.9 billion for the quarter ended
Dec. 31, 2007, form J$1.5 billion in the same period in 2006,
Radio Jamaica reports.

The National Commercial told Radio Jamaica that the increase was
mainly due to continued concentrate on core business, resulting
in higher earnings from major income streams.

According to Radio Jamaica, the National Commercial's gross
revenue for the quarter ended Dec. 31, 2007, rose J$1 billion to
J$9.1 billion, compared to the same quarter in 2006.

Radio Jamaica notes that banking and wealth management
businesses accounted for 73% and 20% respectively of the
National Commercial's overall revenue.

The National Commercial's total interest income rose 11%, or
J$695 million in the quarter ended December 2007, from the
quarter ended December 2006, mainly due to the continued
increase in its loan and investment portfolios, Radio Jamaica
relates.

Meanwhile, the National Commercial's net fee and commission
income increased 2.8%, or J$248 million, in the quarter ended
December 2007, compared to the same period in 2006.  This
included fees generated from credit card and other retail
banking related products, Radio Jamaica states.

                        *     *     *

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

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

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

          -- individual at 'D';

          -- support at 4.

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


NATIONAL WATER: Chamber Takes Firm To Task Over Pipe Project
------------------------------------------------------------
Radio Jamaica reports that the St. Catherine Chamber of Commerce
and Industry is making the National Water Commission responsible
for a pipe laying project in the Spanish Town.

Radio Jamaica relates that St. Catherine locales and motorists
have been complaining about the dusts and the presence of large
holes that resulted from the daily excavation by the National
Water's contractors.

Chamber head Dennis Robotham told RJR News that he was forced to
write to the National Water about the problem.

                        *     *     *

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




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


GRUPO MEXICO: Asarco Won't Restart El Paso Copper Smelter
---------------------------------------------------------
Grupo Mexico SA, de C.V.'s US unit Asarco told Business News
Americas that it won't seek to restart its copper smelter at El
Paso, Texas, or try to renew the facility's air permit.

BNamericas relates that Asarco filed for bankruptcy protection
in August 2005 in Texas as a result of high production and
environmental costs and ongoing workers protest.

Cleanup costs for all of Asarco's environmental liabilities
would total up to US$1 billion as of 2006, BNamericas says,
citing the US-based Environmental Protection Agency.  

According to BNamericas Asarco had over 100 civil environmental
cases pending against it when it filed for bankruptcy.

Selling Asarco be a good move for Grupo Mexico financially,
analysts told BNamericas.  Asarco is Grupo Mexico's biggest
liability.

The Asarco smelter has been closed since 1999, BNamericas
states.

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.


GRUPO MEXICO: Southern Copper Declares US$1.40 Dividend
-------------------------------------------------------
Grupo Mexico SA, de C.V., told Chris Aspin at Reuters that its
subsidiary Southern Copper will pay a US$1.40 per share
quarterly dividend.

The dividend will be paid on Feb. 29, 2008, to Southern Copper
shareholders registered at the close of operations on
Feb. 12, 2008, Reuters states, citing Grupo Mexico.

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.


HASBRO INC: Completes US$77.5-Million Cranium Acquisition
---------------------------------------------------------
Hasbro Inc. has closed its acquisition of privately held
Cranium, Inc.

Cranium brands like CRANIUM, CRANIUM HULLABALOO, CRANIUM CADOO,
CRANIUM CARIBOO, CRANIUM ZOOREKA, CRANIUM WHOONU and CRANIUM
BALLOON LAGOON will now join such timeless classics as MONOPOLY,
CLUE, SCRABBLE and TRIVIAL PURSUIT as part of Hasbro's games
portfolio.

As reported in the Troubled Company Reporter-Latin America on
Jan. 8, 2008, Hasbro Inc. entered into a deal to acquire
Cranium, Inc., and its wide range of Cranium branded games and
related products.  Hasbro is paying a base purchase price of
US$77.5 million, which may be adjusted based on Cranium's net
assets on the closing date.

                        About Hasbro

Headquartered in Pawtucket, Rhode Island, Hasbro, Inc. (NYSE:
HAS) -- http://www.hasbro.com/-- provides children's and family
leisure time entertainment products and services, including the
design, manufacture and marketing of games and toys ranging from
traditional to high-tech.  The company has operations in
Australia, France, Hong Kong, and Mexico, among others.

                        *     *     *

Moody's Investors Service affirmed the Baa3 long-term debt
rating of Hasbro, Inc., and changed the ratings outlook to
positive from stable to reflect the expectation for continued-
strong operating performance and cash flows, leading to further
debt reduction and credit metric improvement over the near-to-
intermediate-term.  Ratings affirmed include the Baa3 senior
unsecured debt rating and the (P)Ba1 rating for subordinated
debt.


KANSAS CITY: Paying US$5.3125 Per Share Dividend on Feb. 15
-----------------------------------------------------------
Kansas City Southern's executive committee of its board of
directors has declared a cash dividend of US$5.3125 per share on
the outstanding 4.25% Redeemable Cumulative Convertible
Perpetual Preferred Stock, Series C.  The cash dividend will be
payable Feb. 15, 2008, to the holders of record at the close of
business on Feb. 1, 2008.

The executive committee of the board of directors also declared
a cash dividend of US$12.8125 per share on the outstanding
5.125% Cumulative Convertible Perpetual Preferred Stock, Series
D.  The cash dividend will be payable Feb. 15, 2008, to the
holders of record at the close of business on Feb. 1, 2008.

Headquartered in Kansas City, Mo., KCS is a transportation
holding company that has railroad investments in the US,
Mexico and Panama.  Its primary U.S. holding includes KCSR,
serving the central and south central U.S.  Its international
holdings include Kansas City Southern de Mexico, serving
northeastern and central Mexico and the port cities of Lazaro
Cardenas, Tampico and Veracruz, and a 50% interest in
Panama Canal Railway Company, providing ocean-to-ocean freight
and passenger service along the Panama Canal.  KCS' North
American rail holdings and strategic alliances are primary
components of a NAFTA Railway system, linking the commercial and
industrial centers of the U.S., Canada and Mexico.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 17, 2007, Fitch Ratings assigned a 'B+' foreign currency
rating and a Recovery Rating of 'RR4' to the US$165 million
senior notes due 2014 to be issued by Kansas City Southern de
Mexico, S.A. de C.V.  The new notes rank pari passu with KCSM's
existing senior unsecured obligations.

Fitch also maintained 'B+' foreign currency ratings and 'RR4'
recovery ratings on KCSM's other outstanding notes:

    -- US$178 million 12.50% senior notes due 2012;
    -- US$460 million 9.375% senior notes due 2012;
    -- US$175 million 7.625% senior notes due 2013.

The proceeds of the proposed new issuance will be used primarily
to pay off the company's outstanding US$178 million 12.50% notes
due 2012.

Fitch also maintained a 'B+' foreign and local currency Issuer
Default Rating for KCSM.  Fitch said the rating outlook for
these ratings is stable.


MEGA BRANDS: Posts US$11 Million Net Loss in 2007 Third Quarter
---------------------------------------------------------------
Mega Brands Inc. reported a net loss of US$11.0 million for the
third quarter ended Sept. 30, 2007, compared with net income of
US$18.0 million in the same period in 2006.

Net sales in the third quarter of 2007 decreased 8.8% to
US$184.1 million compared to US$201.8 million in the
corresponding period last year.  The reduction in sales was
primarily due to production delays in Asia that resulted in at
least US$15.0 million of orders not shipped, as well as lower
shipments of MAGNETIX products.

For the nine-month period ended Sept. 30, 2007, net sales
increased 3.5% to US$395.7 million compared to US$382.5 million
in the same period last year.  

Gross profit in the third quarter of 2007 drop to US$35.8
million compared to US$90.5 million in the third quarter of
2006.  Gross margin declined to 19.5% compared to 44.8% in the
third quarter of last year.

Excluding the impact of sales of excess inventory of US$19.0
million and the recording of a non-cash inventory revaluation
adjustment of approximately US$20.0 million, the gross margin
was 38.1% for the quarter ended Sept. 30, 2007.

For the nine-month period ended Sept. 30, 2007, gross profit was
US$92.5 million compared to US$167.0 million for the same period
in 2006.  Excluding the MAGNETIX product recall and other
charges of US$30.5 million, the sale of excess inventory and the
recording of a non-cash inventory revaluation adjustment, the
gross margin was 41.3% compared to 43.7% in the same period of
the prior year.

Loss from operations amounted to US$5.1 million for the third
quarter of 2007 compared to earnings from operations of
US$26.4 million in the corresponding 2006 period.

For the nine-month period ended Sept. 30, 2007, the loss from
operations was US$31.7 million compared to an operating profit
of US$40.7 million in the corresponding period of 2006.  This
amount includes the MAGNETIX product recall and other charges
and litigation expenses of US$36.2 million, once the recovery
of US$3.6 million in product liability settlement from the
company's insurers is netted.  It also includes the inventory
related charges totalling approximately US$35.0 million.

Interest and other expenses in the third quarter of 2007 were
US$7.0 million compared to US$6.1 million in the same 2006
period.  For the nine months ended Sept. 30, 2007, interest and
other expenses amounted to US$19.8 million compared to US$16.4
million in the prior year.

Income taxes for the third quarter ended Sept. 30, 2007,
amounted to a recovery of US$1.0 million, compared to an expense
of US$2.3 million in the corresponding period of the prior year.  
For the nine months ended Sept. 30, 2007, the income tax
recovery was US$20.6 million compared to an income tax expense
of US$1.7 million in the prior year.

                       Long-term Debt

Total long-term debt at the end of September 2007 was
US$321.6 million compared to US$312.0 million at the end of
2006.  The increase in long-term debt is mainly related to
working capital requirements.

As at Sept. 30, 2007, the company's long-term debt was comprised
mainly of US$9.6 million under its Term A facility maturing in
2009, US$254.8 million under its Term B facility maturing in
2012 and US$60.6 million drawn against its US$120.0 million
revolving credit facility, offset partially by unamortized
deferred financing costs of US$3.9 million.

                       Balance Sheet

At Sept. 30, 2007, the company's consolidated balance sheet
showed US$811.9 million in total assets, US$520.5 million in
total liabilities, and US$291.4 million in total stockholders'
equity.

                    About Mega Brands Inc.

MEGA Brands Inc. (TSE: MB) -- http://www.megabrands.com/--  
designs, manufactures and markets high quality toys and
stationery products.  Headquartered in Montreal, the company has
approximately 4,500 employees with offices, manufacturing
facilities or distribution centers in 14 countries. The
Corporation's products are sold in over 100 countries.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 25, 2008, Standard & Poor's Ratings Services lowered its
corporate credit and bank loan ratings on Mega Brands Inc. to
'B' from 'B+'.  The ratings remain on CreditWatch with negative
implications, where they were placed Nov. 9, 2007.  The '3'
recovery rating on the bank loan is unchanged.


MOVIE GALLERY: Blockbuster Not Considering Acquisition
------------------------------------------------------
Acquiring Movie Gallery, Inc. is not part of Blockbuster, Inc.'s
"reshaping" plans for 2008, according to Blockbuster chairman
and chief operating officer James Keyes, reports The Wall Street
Journal.

Mr. Keyes said he wants to stay away from the financially
troubled Movie Gallery and focus more on building Blockbuster's
business.

"We are actually hoping for the ultimate resolution of Movie
Gallery's fate, that they will somehow find a way to survive,
because, frankly, good competition is healthy for an industry,"
Mr. Keyes said in an interview, reports WSJ.

"Blockbuster's challenge is to fix its core business before
considering any sort of aggressive asset or acquisition," Mr.
Keyes said.

                    About Blockbuster Inc.

Based in Dallas, Texas, Blockbuster Inc. (NYSE: BBI,
BBI.B) -- http://www.blockbuster.com/-- is a leading global   
provider of in-home movie and game entertainment, with over
7,800 stores throughout the Americas, Europe, Asia and
Australia.

                     About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.  
It operates over 4,600 stores in the United States, Canada, and
Mexico under the Movie Gallery, Hollywood Entertainment, Game
Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have asked the Court to extend
their plan-filing exclusive periods to June 13, 2008.  (Movie
Gallery Bankruptcy News Issue No. 15; Bankruptcy Creditors'
Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Chapter 11 Filing Cues S&P to Withdraw D Ratings
---------------------------------------------------------------
Standard & Poor's Ratings Services has withdrawn its 'D' ratings
on Movie Gallery Inc.  The company and each of its United States
subsidiaries filed for protection under Chapter 11 of the
Bankruptcy Code on Oct. 16, 2007.

                    About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.
It operates over 4,600 stores in the United States, Canada, and
Mexico under the Movie Gallery, Hollywood Entertainment, Game
Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have asked the Court to extend
their plan-filing exclusive periods to June 13, 2008.  (Movie
Gallery Bankruptcy News, Issue No. 14; Bankruptcy Creditors'
Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000)   


MOVIE GALLERY: Landlords Oppose Disclosure Statement Approval
-------------------------------------------------------------
Eight groups of landlords and the Maricopa County Treasurer
object to the approval of the Disclosure Statement accompanying
Movie Gallery Inc. and its debtor-affiliates' Plan of
Reorganization.

The opposing parties ask the Honorable Douglas O. Tice of the
U.S. Bankruptcy Court for the Eastern District of Virginia to:

   (i) deny approval of the Disclosure Statement, or, in the
       alternative;

  (ii) require the Debtors to amend the Disclosure Statement to
       provide for the required information, and subsequently
       amend the Plan so that it is confirmable.

The Landlords are:

   * Indrio Retail, LLC;

   * The Macerich Company, RREEF Management Company, West Valley
     Properties, Westwood Financial Corporation, Watt Management
     Company, Sywest Development, Primestor Los Jardines, LLC,  
     J.H. Snyder Company, Sol Hoff Company, LLC, and Beverly
     Wilcox Properties, LLC;

   * PKS Development, Inc., Madison Plaza, LLC; Kilmarnock
     Partners Limited Partnership, Courthouse Ventures, LLC,
     Applewood, LLC, Yorkshire Village Properties, LLC, RWP
     Toppenish, LLC, Aegis Waterford, LLC, Alexandria Station,
     Inc., Amherst Station, Inc., Barnwell Station, LLC, Cedar
     Springs Station, LLC, Cortland Station, Inc., Erie Station,
     Inc., Fairview Station, LLC, Four Hills Station, LLC,
     Liberty Station, Inc., River Mall Station, Inc., Sandy
     Station, Inc., Stations West - Shelley, LLC, Summerville
     Station, LLC, Windsor Hills Station, Inc., Krantz Family
     Trust II and Lakritz-Weber Ventures Garden City, LLC;

   * Inland Southwest Management LLC, Inland American Retail
     Management LLC, Inland US Management LLC, Inland Pacific
     Property Services LLC, Inland Continental Property
     Management Corp., and Inland Commercial Property
     Management, Inc.;

   * Lynnwood Tower LLC and Madison Lake Forest LLC;

   * M&L Investment Properties, LLC;

   * Weingarten Realty Investors, WRI/TEXLA, LLC, WRI/Raleigh,
     LP, Weingarten Nostat, Inc., WRI Golden State, LLC; WRI
     Fiesta Trails, LP, WRI Roswell Corners, LLC,
     Weingarten/Miller/GVR II, LLC, WRI Princeton Lakes, LLC,
     WRI-URS Mukileo Speedway, LLC, WRI-URS Ranier Valley, LLC,
     Nosbil, L.L.C., Arbelbide Trust, Basser-Kaufman, Inc., BC
     Wood Properties, G.B.J. Venture, LLC, Kanoa West Pointe,
     LLC, G.B.J. Palm Bay, LLC, RMC Property Group, RD
     Investments Virginia, LLC; Realty Income Corporation;
     Realty Income Texas Properties, LP, Oekos Management
     Corporation, W/S North Hampton Properties LLC, Julian Cohen
     and Stephen R. Weiner as Trustees of Malway Realty Trust,
     W/S Peak Canton Properties, Jordan Bay Investment
     Corporation, Holiday Park Plaza, James D. Johnson and
     Connie Sue Lemmon-Johnson, Indian Valley Plaza, Inc.,
     Murrells Partners LLC, Glenwood Crossing LLC, Sawmill Ridge
     Plaza L.P., Great Southern, DIM Vastgoed, N.V., Holiday
     CVS, L.L.C., Massachusetts CVS Pharmacy, L.L.C., Louisiana
     CVS Pharmacy, L.L.C., GGF Pico Rivera, LLC, NMC Santa Anna,
     LLC, Au Zone Investments #2, LP, Mesa Town Center, LLC,
     Steven L. Horowitz, Trustee of the Horowitz Revocable
     Living Trust, Rolling Hills Plaza, 2005 Main Street Plaza,
     LLC, Scottsdale Fiesta Plaza, LP; Gateway Center Economic
     Development Partnership Ltd., Sunrise Plaza Associates,
     L.P., Bladenboro Properties, LLC, Matteson Realty Services,
     Inc., Timothy and Linda Falvey Family Trust, King
     Entertainment of Okeechobee, Inc., King Entertainment,
     Inc., Valencia Midvale Investors LLC, Syndicated Equities,
     LLC, and NP Wall Towne Center, Inc.; and

   * Publix Super Markets, Inc., and Brandon Mall General
     Partnership.

The Landlords complain that the Disclosure Statement fails to
contain adequate information that will enable holders of claims
or interests of entitled to vote on the Plan to make an informed
judgment about the Plan, as required by Section 1125 of the U.S.
Bankruptcy Code.

According to Indrio, the Disclosure Statement is silent with
respect to the Debtors' ultimate treatment of their leases and
the procedures to be employed if the leases are to be assumed.

The Inland Entities and Lynwood point out that the Debtors
cannot reserve their rights to decide whether to assume or
reject their leases until the effective date of the Plan.  While
the effective date may trigger the Debtors' actual decision on
the leases, Section 365(d)(4) requires the Debtors to commit to
either assume or reject a lease by the time the Plan is
confirmed.

The Debtors disclosed that they will file their Plan Supplement
-- which contains a list of leases to be assumed or rejected --
in no later than five days prior to the confirmation hearing.  
Consequently, the Landlords note, the Debtors will have failed
to provide sufficient notice regarding their decisions on the
leases, which will impact the Landlords' recovery of cures and
potentially disenfranchise them from the voting process.  

The Landlords maintain that the Disclosure Statement must
require the Debtors to make a definitive and irrevocable
decision on the leases prior to the Voting Deadline and Plan
Objection Deadline.

Additionally, Macerich says that the Disclosure Statement does
not:

   -- provide information regarding the procedures to be
      followed upon deciding to reject or assume and assign the
      leases;

   -- demonstrate the Debtors' ability to promptly cure and
      provide adequate assurance of future performance for both
      itself or its estate and proposed assignee, if the leases
      are to be assumed and assigned in connection with the
      Plan; and

   -- assure that the original lessee will "continue to remain
      obligated on the lease to the full extent of their
      prepetition, unbilled and year-end reconciliation
      obligations" as required by Section 365(b).

Moreover, the injunction provision in the Disclosure Statement
entitles the Debtors to their right to assert set-offs or
exercise recoupment when (i) claim objections or preference
actions are prosecuted against the Landlords following Plan
confirmation, or (ii) when the Debtors breach an assumed lease
following Plan confirmation.  According to Macerich, this
injunction provision is "overbroad and should be revised."

Macerich also finds that the Disclosure Statement contradicts  
Section 502(c) of the Bankruptcy Code, which does not authorize
the Debtors to use the claims estimation procedure to object to
liquidated claims.

PKS Development, et al., argue that the Disclosure Statement is  
not confirmable because it:

   (a) has no critical financial projections to allow creditors
       to assess the viability of the Debtors' post-confirmation
       business operations;

   (b) relates the Plan to a time frame within which the Debtors
       can assume or reject leases that contradicts the
       provisions of Section 365(d)(4);

   (c) omits the liquidation analysis for creditors to determine
       if they will be receiving under the Plan any
       distributions in a Chapter 7 Liquidation; and

   (d) limits the amount of a lessor's rejection damage claim to
       six months of rent plus prepetition arrearages as opposed
       to at least 12 months of "rent reserved", which
       includes more than base rent in the event of a pre-
       confirmation rejection, as required by Section 502(b)(6).

Weingarten Realty Investors, et al., contend that the Disclosure
Statement and Plan do not provide adequate information regarding
the timing of distributions to holders of cure, administrative
expense, and allowed unsecured claims.  Additionally, the claim
objection procedures in the Disclosure Statement and Plan do not
adequately limit the deadline for filing objections to claims.  
Thirty days should be adequate time for the Debtors to review
claims and subsequently file their objections as opposed to 365
days after the effective date of the Plan, Weingarten asserts.  
Likewise, the 90-day period within which the Debtors may object
to Cure claims after the filing of the Claims is an
extraordinarily long period, Weingarten adds.

Similarly, secured tax lien creditor Maricopa County Treasurer
laments that the Disclosure Statement is unclear as to how the
Plan treats its tax claim, including an accrual of 16% interest
per annum on tax liens, as required by the Bankruptcy Code and
Arizona laws.

Maricopa County contends that its tax claims are secured liens
that are "prior and superior to all other liens and encumbrances
on the property."  The Disclosure Statement, however, does not
identify Maricopa County as a claimant and fails to classify its
claim as either a secured tax claim or an unsecured priority
claim.

                     About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.  
It operates over 4,600 stores in the United States, Canada, and
Mexico under the Movie Gallery, Hollywood Entertainment, Game
Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have asked the Court to extend
their plan-filing exclusive periods to June 13, 2008.  (Movie
Gallery Bankruptcy News Issue No. 15; Bankruptcy Creditors'
Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Panel Wants to Extend Deadline to Challenge Liens
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Movie Gallery
Inc. and its debtor-affiliates' Chapter 11 cases asks the
Honorable Douglas O. Tice of the U.S. Bankruptcy Court for the
Eastern District of Virginia to sign a stipulation and consent
order extending the deadline by which the Committee can commence
litigation against existing lenders.

Pursuant to the Court's final order approving Movie Gallery's
debtor-in-possession credit agreement, which granted adequate
protection to the existing lenders, Judge Tice gave the
Committee 75 days from the appointment date of its counsel, to
challenge claims belonging to the existing lenders.  
Accordingly, the Committee's deadline to commence litigation
against the Existing Lenders is Jan. 28, 2008, or at the
earliest, Jan. 23.

The Committee has agreed with the existing first lien agent, the
existing second lien agent and the DIP agent that it would be
"an unnecessary and unconstructive use of estate resources" for
the Committee to commence litigation prior to Jan. 28, 2008.

Hence, the parties have agreed to extend the deadline to the
earlier of 15 days following:
   
   -- the Committee's receipt of written notice from the
      Existing First or Second Lien Loan Agent requiring that
      any action will have to be promptly brought; and

   -- the effective date of the Debtors' Plan of Reorganization.

The parties further agree that if the extended deadline falls on
a Saturday, Sunday or a federal legal holiday, the extension
date  is deemed to fall on the first business day thereafter.

                    About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.  
It operates over 4,600 stores in the United States, Canada, and
Mexico under the Movie Gallery, Hollywood Entertainment, Game
Crazy, and VHQ banners.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853.  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kutzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have asked the Court to extend
their plan-filing exclusive periods to June 13, 2008.  (Movie
Gallery Bankruptcy News Issue No. 15; Bankruptcy Creditors'
Service Inc.; http://bankrupt.com/newsstand/or 215/945-7000)


INTERSTATE HOTELS: To Manage Two Hotels & Restaurants in Gateway
----------------------------------------------------------------
Interstate Hotels & Resorts has agreed to manage two hotels and
two first-class restaurants in Gateway Gettysburg, a US$300
million, 100-acre, mixed-use complex in Adams County,
Pennsylvania.  The Monahan Group, based in Gettysburg, is the
owner and developer of the properties that include the Courtyard
by Marriott Gettysburg, the Wyndham Gettysburg Hotel and
Conference Center, Garibaldi's Ristorante and Old Eagle Grill.

"These recently opened properties are the top hotels in the
region, in a terrific location surrounded by some of
Pennsylvania's most popular tourist attractions and historic
sites, near the Gettysburg battlefield, Gettysburg College and
Mount St. Mary's University," said Interstate Hotels chief
executive officer, Thomas F. Hewitt.  "These are our first
contracts with the Monahan Group, and we are delighted to have
the opportunity to operate these properties and to help the
owners maximize their return on investment."

The Gateway Gettysburg is a multi-hotel, restaurant and
entertainment complex, located at the junction of US Rt. 15
and Rt. 30.  It currently features a conference center with
65,000 square feet of meeting space, a 6,000-square-foot
amphitheater, and a full-service business center.  All upscale
restaurants in the complex operate under the guidance and
culinary direction of world-renowned chef, Claude Rodier, who
serves as executive chef and food and beverage director.  Chef
Rodier brings more than 30 years of culinary experience in the
restaurant and hospitality industries, both in the United States
and abroad.

The centerpiece of Gateway Gettysburg is RC Gateway Theaters 8,
a high-tech movie theatre with eight screens, two of which are
the largest digital screens in the country with live satellite
broadcasting capabilities.  The two theaters with three-story
high screens have seating capacities of 300 and 400 each and can
serve as auditoriums as well as movie theaters.

"We fully expect the Gateway Gettysburg complex to become the
area's pre- eminent destination, located at a major intersection
leading into Gettysburg," said The Monahan Group president and
chief executive officer, Robert J. Monahan, Jr.  "With
Interstate's proven ability to operate both upper- upscale and
limited-service properties, we are confident they will take full
advantage of the operating potential of these two hotels."

The 152-room Courtyard by Marriott Gettysburg features
complimentary, high-speed Internet access, an indoor pool and
whirlpool, an exercise room, business center, valet dry
cleaning, guest laundry, two meeting rooms and a boardroom.
Food service is available in a caf‚ and a 24-hour food market.  
Guests can also relax in a lounge and bar area equipped with a
plasma screen television and fireplace.  An area near the lounge
is equipped with computers with Internet access for guest use.

The upper-upscale, 250-room Wyndham Gettysburg Hotel and
Conference Center is the second hotel to open in the
Gateway Gettysburg development.  Hotel amenities include an
elegant, world-class restaurant, 1863 Restaurant, and 16,000
square feet of flexible meeting space, including a 10,000-
square-foot Presidential Ballroom that can accommodate
receptions for up to 1,350 guests.  The facility also offers a
lobby bar lounge, indoor pool and executive fitness center, a
24/7 business center, laundry and laundry services, safe-deposit
boxes and room service.

                  About The Monahan Group    

The Monahan Group is a diversified development and holding
company located in Gettysburg, Pennsylvania.  The company
was founded by President and Chief Executive Officer, Robert J.
Monahan, Jr., former managing director of Greystone Television
and Films in North Hollywood, California.  Mr. Monahan is a
former special assistant to the U.S. Secretary of Transportation
under President Ronald Reagan and was a candidate for the U.S.
Senate from Pennsylvania.  He has served on the board of
directors of numerous civic and charitable organizations.

                  About Interstate Hotels

Headquartered in Arlington, Virginia, Interstate Hotels &
Resorts Inc. (NYSE: IHR)-- http://www.ihrco.com/-- as of  
Dec. 31, 2007, Interstate Hotels & Resorts owned seven hotels
and had a minority ownership interest through separate joint
ventures in 22 hotels and resorts.  Together with these
properties, the company and its affiliates manages a total of
191 hospitality properties with more than 43,000 rooms in 36
states, the District of Columbia, Belgium, Canada, Ireland,
Mexico and Russia.  Interstate Hotels & Resorts also has
contracts to manage 17 hospitality properties with approximately
4,800 rooms currently under construction.

                        *     *     *

Interstate Hotels & Resorts Inc. continues to carry Moody's
Investor Services' 'B1' long-term corporate family rating, which
was placed in January 2007.  Moody's said the rating's outlook
is negative.


OCEANIA CRUISES: S&P Raises Corporate Credit Rating to B+ from B
----------------------------------------------------------------
Standard & Poor's Ratings Services has raised its ratings on
Oceania Cruises Inc.; the corporate credit rating was raised to
'B+' from 'B'.  The rating outlook is stable.
      
"The rating upgrade follows S&P's review of Oceania's
preliminary results for 2007, which were strong relative to
our initial expectations, along with the company's substantial
progress in booking occupancy for 2008," noted S&P's credit
analyst Ben Bubeck.  "In addition, the upgrade reflects our
assessment that the proposed capital structure of Prestige
Cruise Holdings Inc. (a corporation controlled by Apollo
Management L.P.), which will directly own both Oceania Cruises
Inc. and Regent Seven Seas Cruises, is aligned with the 'B+'
rating."
     
The corporate credit rating on Oceania now incorporates a view
of a consolidated enterprise, including both Oceania and Regent
as wholly owned subsidiaries of Prestige Cruise Holdings Inc.
Although management's intention is to maintain Oceania and
Regent as two independent brands, S&P believes that the
strategic relationship between the entities within the context
of Apollo's investment in the high-end cruise line niche
warrants this consolidated approach.  In addition, Prestige will
guarantee the debt of Regent, further aligning the credit
quality of Regent with Oceania.
     
However, as S&P considers its assessment of recovery prospects
for lenders under Oceania's first- and second-lien bank
facilities, S&P continues to recognize the distinct financing
structure, with company-specific collateral.  Oceania Cruises
Inc. is a guarantor and intermediate holding company for
Insignia Vessel Acquisition LLC, Nautica Acquisition LLC, and
Regatta Acquisition LLC, each of which is a joint and several
borrower under the company's credit facilities.
     
The 'B+' corporate credit rating reflects the company's
vulnerability within the cruise sector because of its small
fleet and niche market strategy, minimal cash flow diversity
with three ships, high debt leverage, the capital-intensive
nature of the industry, and the travel industry's susceptibility
to economic cycles and global political events.  As a partial
offset, the vessels are of high quality, S&P has a favorable
view of the niche segment in which Oceania operates, and the
company has good visibility into future bookings.  Furthermore,
while the acquisition of Regent will expand Apollo's cruise
portfolio into the luxury segment, offering a broader fleet and
more diversified target market, S&P views the luxury segment as
slightly more volatile than Oceania's upper-premium niche.

Headquartered in Miami, Florida, Oceania Cruise Holdings, Inc.
owns three passenger identical cruise ships that each have 698
berths (2,094 in total) operating under the brand name of
Oceania Cruises.  The company was formed in 2002 and began
operating in 2003 when it entered into a charter (lease)
arrangement to operate the first of three ships.  The company
targets the upper premium segment of the cruise industry with
destination-oriented cruises that maximize on-shore activities.  
Oceania Cruise's principal areas of operation include Africa,
Arabia, Black Sea, Caribbean, Central America, China, Greek
Isles, Iceland, India, Mediterranean, Mexico, Russia,
Scandinavia, South America, Southeast Asia.


TELTRONICS INC: Sells Telident 911 Assets to Amcom Software
-----------------------------------------------------------
Teltronics Inc., disclosed in a regulatory filing with the U.S.
Securities and Exchange Commission that on Jan. 18, 2008, it
sold all assets related to its Telident 911 Solutions line of
products to Amcom Software Inc. for a purchase price of US$1.75
million and the assumption by Amcom of certain liabilities.

Under the Asset Purchase Agreement executed on Jan. 18, 2008,
US$175,000 of the purchase price was deposited into an escrow
account to provide Amcom with limited rights to obtain payment
for claims made under the indemnity provisions of the Agreement.

The company also disclosed that on Jan. 18, 2008, Teltronics
Direct Inc., a subsidiary of the company closed acquisition of
substantially all of the assets of FMG Ventures LLC and JC
Ventures LLC under an Asset Purchase Agreement entered into by
TDI on Dec. 19, 2007.

The Sellers are local interconnect resellers and provide support
of small to medium size telephone switches in the Tampa to
Naples, Florida area.

Under the Agreement, TDI would acquire substantially all of the
assets of the Sellers in exchange for US$200,000.00 in cash paid
at the Closing and possible future payments based on the net
earnings of TDI for a period of five (5) years.  The Agreement
contemplates that TDI would be initially owned eighty-five
percent by the company and seven and one-half percent by each of
the two principals of the Sellers.  TDI would employ the
principals of the Sellers on a salary and commission basis for a
period of five (5) years, subject to termination under certain
conditions.

                    About Teltronics Inc.

Headquartered in Sarasota, Florida, Teltronics Inc. (OTC BB:
TELT) -- http://www.teltronics.com/-- is a global provider of  
communications solutions and services.  The company manufactures
telephone switching systems and software for small-to-large size
businesses and government facilities.

The company designs, installs, develops, manufactures and
markets electronic hardware and application software products
and also engages in electronic manufacturing services in the
telecommunication industry.  The company's products are
classified into intelligent systems management, digital
switching systems, voice over Internet protocol, customer
contact management systems and emergency response systems.
Overall operations are classified into three reportable
segments: Teltronics, Inc., Teltronics Limited (UK) and Mexico.
Its Mexico office is located at Naucalpan de Juarez.


TELTRONICS INC: Sept. 30 Balance Sheet Upside-Down by US$4.4 Mln
----------------------------------------------------------------
Teltronics Inc.'s consolidated balance sheet at Sept. 30, 2007,
showed US$18.4 million in total assets and US$22.8 million in
total liabilities, resulting in a US$4.4 million total
stockholders' deficit.

The company's consolidated balance sheet at Sept. 30, 2007, also
showed strained liquidity with US$16.7 million in total current
assets available to pay US$18.1 million in total current
liabilities.

The company reported net income of US$310,000 for the third
quarter ended Sept. 30, 2007, as compared to net income of
US$495,000 for the same period in 2006.  Net loss for the nine
months ended Sept. 30, 2007, was US$2.26 million, as compared to
a net income of US$690,000 for the same period in 2006.

Sales for the three months ended Sept. were US$11.7 million, as
compared to US$12.2 million reported for the same period in
2006.  Sales for the nine months ended Sept. 30, 2007, were
US$29.4 million, as compared to US$34.0 million for the same
period in 2006.  Gross profit margin for the three months ended
Sept. 30, 2007, was 38.5% as compared to 40.0% for the same
period in 2006.  Gross profit margin for the nine months ended
Sept. 30, 2007, was 37.4%, as compared to 40.7% for the same
period in 2006.

Operating expenses for the three months ended Sept. 30, 2007,
were US$3.8 million, as compared to US$3.9 million for the same
period in 2006.  Operating expenses for the nine months ended
Sept. 30, 2007, were US$11.6 million, as compared to US$12.1
million for the same period in 2006.

"During the third quarter we started to see some of the sales
timing issues of the first half turnaround," said Ewen Cameron,
Teltronics' president and chief executive officer.  "While this
trend is expected to continue in the fourth quarter, we believe
that some of our expected 2007 revenue will roll into 2008."

               Liquidity and Capital Resources

In May 2007, the company entered into a new Revolving Credit
Term Loan and Security agreement under which the company
established a revolving credit facility with a maximum principal
amount up to US$6,000,000 and received a five-year term-loan
with the maximum principal amount of US$5,842,000.  The
obligations of the agreement are secured by a first lien and
security interest in all of the company's assets.  The
availability under this facility as of Sept. 30, 2007, was
US$1,568,000.

As of Sept. 30, 2007, the company has cash and cash equivalents
of US$896,000 as compared to US$794,000 as of Dec. 31, 2006.

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?275e

                    About Teltronics Inc.

Headquartered in Sarasota, Florida, Teltronics Inc. (OTC BB:
TELT) -- http://www.teltronics.com/-- is a global provider of  
communications solutions and services.  The company manufactures
telephone switching systems and software for small-to-large size
businesses and government facilities.

The company designs, installs, develops, manufactures and
markets electronic hardware and application software products
and also engages in electronic manufacturing services in the
telecommunication industry.  The company's products are
classified into intelligent systems management, digital
switching systems, voice over Internet protocol, customer
contact management systems and emergency response systems.
Overall operations are classified into three reportable
segments: Teltronics, Inc., Teltronics Limited (UK) and Mexico.
Its Mexico office is located at Naucalpan de Juarez.




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


* PERU: Inks Free-Trade Deal with Canada
----------------------------------------
Peru and Canada have concluded and reached a trade accord that
will eliminate trade barriers between them, Alex Emery at
Bloomberg New reports.

As previously reported, Peruvian Trade Minister Mercedes Araoz
told Reuters that the country wants to trade with other nations
as an insurance against a slowdown of the U.S. economy.  

Reuters related that President Alan Garcia said that a free
trade would lift earnings and provide livelihood opportunities
for the local people.  Peru's economy grew eight percent last
year.

According to Bloomberg, President Garcia said that the deal
would bring in about US$10 billion of investments from Canadian
businesses.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 16, 2008, Fitch assigned BB+ Long-Term Issuer Default
Rating and B Short-Term Issuer Default Rating to Peru.  Fitch
said the rating outlook is stable.

As reported on Dec. 26, 2007, Standard & Poor's Ratings Services
assigned BB+ long-term currency rating on Peru.



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


ADELPHIA: Court Extends Claims Objection Deadline to May 16
-----------------------------------------------------------
At the behest of the reorganized Adelphia Communications
Corporation and its debtor-affiliates, the U.S. Bankruptcy Court
for the Southern District of New York extended, until
May 16, 2008, the period wherein the plan administrator Quest
Turnaround Advisors LLC may object to prepetition and
administrative claims.

Shelley C. Chapman, Esq., at Willkie Farr & Gallagher LLP, in
New York, relates that the Reorganized ACOM Debtors have
successfully identified and objected to a vast number of
unmeritorious claims despite the staggering amount of claims
filed against them.

As of Dec. 15, 2007, approximately 19,900 claims aggregating
US$3,980,000,000,000 were asserted against the reorganized ACOM
and JV Debtors, Ms. Chapman notes.  To date, the Debtors have
filed 19 omnibus objections addressing US$3,963,000,000,000 of
the filed claims, she informs the Court.

As a result, roughly US$2,910,000,000,000 of the filed claims
have been expunged or withdrawn, while others have been reduced
and allowed, reclassified, or subordinated.  In addition, about
US$9,400,000,000 in claims have been allowed, reduced and
allowed, or expunged as a result of settlements between the
reorganized ACOM Debtors and certain claimants.

The reorganized ACOM Debtors believe that fewer than 50 claims,
totaling US$136,000,000, have not been resolved.

Notwithstanding the brisk pace of the claims process to date,
however, final work on claims resolution remains to be done,
according to Ms. Chapman.  The Plan Administrator and the
reorganized Debtors must conclude the fact-intensive process of
reviewing, analyzing and reconciling the scheduled and filed
claims, she asserts.

The Plan Administrator and the reorganized Debtors relate that
the extension of the Claims Objection Deadline will give them
additional time to:

   (a) fully and finally evaluate and reconcile the remaining
       unresolved claims; and

   (b) ensure that all unmeritorious claims will be
       appropriately challenged.

The extension will not prejudice any claimant or other party in
interest, Ms. Chapman avers.

The reorganized ACOM Debtors believe that they will no longer
seek for a further extension of the Claims Objection Deadline.

                    About Adelphia Comms

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/-- is a  
cable television company.  Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks.  The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002.  Those cases are jointly
administered under case number 02-41729.  Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.  
PricewaterhouseCoopers serves as the Debtors' financial advisor.  
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases.  The Bankruptcy Court confirmed the Debtors' Modified
Fifth Amended Joint Chapter 11 Plan of Reorganization on
Jan. 5, 2007.  That plan became effective on Feb. 13, 2007.  
(Adelphia Bankruptcy News, Issue No. 182; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).  


AVIS BUDGET: Weak Economy Cues S&P to Put Ratings on Watch Neg.
---------------------------------------------------------------
Standard & Poor's Ratings Services has placed its ratings on
Avis Budget Group Inc., including the 'BB+' corporate credit
rating, on CreditWatch with negative implications.
      
"The CreditWatch listing reflects concerns regarding refinancing
risk, the effect of a weaker economy, and potential asset
impairments after several announcements made by Avis Budget, the
parent of the Avis and Budget car rental brands," said S&P's
credit analyst Betsy Snyder.
     
At Sept. 30, 2007, Avis Budget had approximately US$2.5 billion
of asset-backed vehicle debt due within the next year.  The
company has already repaid a portion from an increase in its
principal asset-backed bank conduit facility that was increased
in October 2007 to US$1.5 billion from US$1 billion.  It is also
in the process of increasing its seasonal vehicle-backed bank
facility, which it expects to close by the end of February 2008.
However, under current capital market conditions, Avis Budget
may find it more difficult to achieve this goal.
     
The weakening U.S. economy could pressure the company's revenues
and earnings in 2008.  The company has indicated it expects its
2008 revenues, EBITDA, and pretax income, excluding unusual
items, to increase over 2007.  However, these expectations could
prove to be optimistic, especially if airline traffic, from
which the company derives a major portion of its business,
weakens significantly.  Like other car rental companies, Avis
Budget has the ability to reduce its fleet if market conditions
warrant, but weaker used car prices could hurt the company's
results.  The company, similar to other industry participants,
has increased the percentage of risk vehicles in its fleet to
about 50%.  Unlike vehicles covered under manufacturer
repurchase programs, there is residual risk associated with
these vehicles upon their sale.  A significant reduction in
vehicles by car rental companies to meet weaker demand could
exacerbate the decline in used vehicle prices in a prolonged
weak used car market.
     
Finally, the company announced it would be required to record a
substantial one-time noncash charge for goodwill impairment in
the fourth quarter of 2007, based on a reconciliation of its
current equity market capitalization to shareholders' equity,
rather than recent results or longer term expectations.  The
company has indicated it does not expect this charge to affect
any of its borrowing arrangements.
     
S&P's will assess the progress of the refinancing, consider the
credit effect of the weaker economy, and evaluate potential
asset impairments over the next few months to resolve the
CreditWatch.  If the company is unsuccessful in its refinancing,
S&P would likely lower ratings.  S&P's evaluation will also
focus on the company's expected financial performance in a more
difficult economic environment.

                     About Avis Budget

Avis Budget Group, Inc. -- http://www.avisbudgetgroup.com/--  
(NYSE:CAR) provides vehicle rental services, with
operations in more than 70 countries.  Through its Avis and
Budget brands, the company is the largest general-use
vehicle rental company in each of North America, Australia, New
Zealand and certain other regions.  Avis Budget
Group is headquartered in Parsippany, New Jersey, and has more
than 30,000 employees.

Avis Budget Group has expanded its electronic toll collection
with new services in Florida, Colorado and Puerto Rico.


MUSICLAND: Panel Wants Best Buy to Disgorge US$145MM in Payments
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in Musicland
Holding Corp. and its debtor-affiliates' Chapter 11 cases asks
the U.S. Bankruptcy Court for the Southern District of New York
to recharacterize as an equity investment the funds Best Buy Co.
Inc. advanced to or on behalf of The Musicland Group Inc.  In
addition, the Committee also wants Best Buy to disgorge
US$145,385,892 in payments that Musicland made.

The Committee alleges that Best Buy and certain officers and
directors of Musicland engineered a series of transactions
designed to disguise Best Buy's capital investment as debt in an
attempt to recover its investment.

The Committee relates that Best Buy acquired Musicland in
December 2000 in a strategic acquisition to exploit Musicland's
mall-based retail entertainment-related distribution channels,
which annually reached more than 300 million customers.  As part
of the acquisition, Best Buy filed disclosures with the United
States Security and Exchange Commission and made numerous public
statements that it had agreed to assume roughly US$271,000,000
in long term debt that Musicland had outstanding to various
third-parties.  Consistent with the statements, Best Buy
actually assumed the debt in December 2000, and proceeded to
make additional capital investments in Musicland thereafter
through the 2001 and 2002 calendar years, the Committee says.

According to the Committee, Best Buy's hope to receive a return
on its Musicland investment did not materialize.  Knowing full
well that its capital investment was not recoverable, Best Buy
and Musicland's own officers and directors engineered a series
of transactions designed to disguise Best Buy's capital
investment as debt.  To this end, Best Buy -- practically on the
eve of its sale of Musicland to Sun Capital Partners, Inc. --
caused Musicland to execute several credit-type documents which
characterized Best Buy's capital investment as debt, and,
pursuant to which Musicland transferred more than US$145,000,000
to Best Buy -- purportedly in partial satisfaction of the debt.

The transfers, made while Musicland was insolvent, were
fraudulent or constituted illegal dividends, or, in the
alternative, unlawful payments to Best Buy, Mark T. Power, Esq.,
at Hahn & Hessen LLP, in New York, contends.

"Best Buy represented to the public that the manner in which it
caused the Third Party Debt to be retired represented an
assumption of the Third Party Debt by Best Buy," Mr. Power says.

As of March 31, 2003, the amount of net equity investments that
Best Buy had made in Musicland totaled US$381,256,676, in
addition to Best Buy's US$425,000,000 expenditure to purchase
Musicland Store Corporation's common stock, Mr. Power tells the
Court.

The Committee relates that Best Buy, as lender, and Musicland,
as borrower, executed on March 31, 2003, a Revolving Credit Loan
Agreement, ostensibly to create a lending arrangement between
Best Buy and Musicland.  According to the Loan Agreement,
Musicland was indebted to Best Buy "on account of term loans or
inter-company advances made by [Best Buy] to finance [TMG's
and/or Musicland's] working capital needs in the amount of
US$381,256,676."  In reality the US$381,256,676 constituted
capital investment, not debt, Mr. Power argues.

In a further effort to create the illusion of a lending
relationship, on March 31, 2003, Musicland executed a Revolving
Note for US$400,000,000 for the benefit of Best Buy.  Musicland
made payments to Best Buy to pay down amounts due under the
Note.  On June 16, 2003, Musicland executed a Second Amended and
Restated Promissory Note for US$30,000,000 for the benefit of
Best Buy.

Musicland was later sold to Sun Capital Partners, which formed
Musicland Holding Corp.

Pursuant to a Stock Purchase Agreement dated June 16, 2003, Best
Buy caused MSC to sell its 100% stock ownership interest in TMG
to MHC for US$1.00.

Pursuant to a Note Purchase Agreement dated June 16, 2003, Best
Buy purportedly sold the Second Amended and Restated Note to MHC
for US$1.00.

Musicland officers and directors named in the lawsuit are:

   1. Bradbury H. Anderson, Musicland Director, and Vice
      Chairman, Chief Executive Officer and Director of Best
      Buy;

   2. David P. Berg, Musicland Vice President, Secretary and
      General Counsel;

   3. Connie B. Fuhrman, Musicland Director and President;

   4. Kevin P. Freeland, Musicland President and Senior Vice
      President of Best Buy;

   5. Darren R. Jackson, MSC Senior Vice President of Finance
      and Treasurer/Executive Vice President -- Finance and
      Chief Financial Officer and Director of MSC; and Senior
      Vice President Finance, Treasurer and Chief Executive
      Officer of Best Buy;

   6. Rodger R. Krouse, Musicland Director and Vice President of
      TMG; and Co-Chief Executive Officer of Sun Capital
      Partners Inc.;

   7. Marc J. Leder, Musicland Director and Vice President, and
      Co-Chief Executive Officer of Sun;

   8. Allen U. Lenzmeier, Musicland Director, and Vice Chairman,
      President, Chief Operating Officer and Director of Best
      Buy; and

   9. James L. Muehlbauer, Musicland Vice President, Chief
      Financial Officer-General Counsel and Secretary/Treasurer.

The Committee says Musicland's officers and directors knew,
should have known, or were otherwise mistaken to the fact, that
Best Buy's contributions to Musicland were in the nature of
equity, not debt or were not recoverable under applicable
insider preference laws.  The Committee says the officers and
directors breached their fiduciary duties to Musicland by
authorizing or otherwise permitting Musicland to make the
upstream transfers at a time when it was insolvent.

                  About Musicland Holding

Based in New York, New York, Musicland Holding Corp., is a
specialty retailer of music, movies and entertainment-related
products.  The Debtor and 14 of its affiliates filed for chapter
11 protection on Jan. 12, 2006 (Bankr. S.D.N.Y. Lead Case No.
06-10064).  James H.M. Sprayregen, Esq., at Kirkland & Ellis,
represents the Debtors in their restructuring efforts.   Mark T.
Power, Esq., at Hahn & Hessen LLP, represents the Official
Committee of Unsecured Creditors.  At March 31, 2007, the
Debtors disclosed US$20,121,000 in total assets and $321,546,000
in total liabilities.

The Honorable Stuart M. Bernstein of the U.S. Bankruptcy Court
for the Southern District of New York confirmed the Debtors'
Second Amended Liquidation Plan on Jan. 18, 2007.  (Musicland
Bankruptcy News, Issue No. 45; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)  


SEARS HOLDINGS: Gets OgilvyOne as Marketing & Management Partner
----------------------------------------------------------------
After an extensive review, Sears Holdings Corporation has named
OgilvyOne, the digital and direct marketing unit of Ogilvy
Worldwide, as its Direct Marketing and Customer Relationship
Management (CRM) agency of record.

The assignment calls for OgilvyOne to develop and manage the
strategic redesign, execution, testing and ongoing optimization
of targeted marketing programs for both the Sears and Kmart
brands.  This is Sears Holdings first CRM agency appointment.  
The direct and email marketing was previously handled by
multiple agencies.  Ogilvy will service the account from its New
York and Chicago office.

"Since the inception of its ground-breaking catalogue in 1888,
Sears has always sought to be a trusted provider of products and
services for its customers.  We are excited to help Sears and
Kmart accelerate their growth through targeted customer programs
that innovate in the strategic use of marketing information and
digital," said Ogilvy New York Chief Operating Officer, Michelle
Bottomley.

According to Sears Holdings, Ogilvy's appointment is part of a
long-term strategic effort to deliver a higher return on
investment to its marketing programs.

"We were very impressed with the demonstrated CRM proficiency of
the Ogilvy team.  Their expertise in actionable customer
segmentation, offer development, data analytics, and creative
design along with their approach for bringing innovative
customer programs to market match our aggressive ambitions for
developing richer, deeper, and more profitable relationships
with our customers," said Sears Holdings Senior Vice President
for Relationship Marketing, Lou Ramery.  "We are very focused on
providing our customers with great brand experiences and our CRM
initiatives in partnership with Ogilvy will take targeted
marketing to a new level."

                    OgilvyOne Worldwide

OgilvyOne Worldwide is the strongest, most experienced and most
highly awarded one-to-one marketing network in the world, with
over 110 offices in 56 countries.  It provides clients with a
full range of direct, consulting and interactive services to
deliver profitable customer relationships.  The roster of
clients is equally balanced between global clients including
American Express, Cisco, Coca-Cola Company, DHL,
GlaxoSmithKline, IBM, Nestle, SAP and Unilever, and leading
clients in its local markets.  OgilvyOne Worldwide is a unit of
The Ogilvy Group, which is part of WPP Group plc (Nasdaq:
WPPGY), one of the world's largest communications services
groups.

                    About Sears Holdings

Based in Hoffman Estates, Illinois, Sears Holdings Corporation
(NASDAQ: SHLD) - http://www.searsholdings.com/-- parent of  
Kmart and Sears, Roebuck and Co., is a broadline retailer with
approximately 3,800 full-line and specialty retail stores in the
United States, Canada and Puerto Rico.

                        *     *     *

Moody's Investor Service placed Sears Holdings Corporation's
probability of default rating at 'Ba1' in September 2006.
Moody's said the rating still hold to date with a stable
outlook.




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


CERRO NEGRO: Nationalization Cues Moody's to Withdraw Rating
------------------------------------------------------------  
Moody's Investors Service has withdrawn the B3 rating of Cerro
Negro Finance, Ltd. following the company's successful tender
offer for its debt.  Over 99% of bondholders accepted the offer
to redeem their bonds for par plus a premium equal to one-third
of the early call premium specified in the indenture.  The
tender offer followed the nationalization of the project in June
2007.

The offer was accompanied by a consent solicitation requesting
bondholder approval of amendments to the indenture, which
required the approval of a minimum of 75% of bondholders to take
effect.  Among other changes, the amendments eliminated all
restrictive covenants, events of default other than payment
defaults, and the trustee-administered waterfall of accounts,
and released all of bondholders' collateral and security
interests.

Moody's recognizes that the terms of the tender offer were
negotiated between Petroleos de Venezuela SA, the Venezuelan
state-owned oil company, on behalf of Cerro Negro and holders of
approximately 80% of the debt and that remaining bondholders
were not forced to accept it.  In Moody's opinion, however, all
bondholders were entitled to the full early redemption premium
specified in the indenture, and the terms of the consent
solicitation did not leave any bondholders who may have been
unhappy with the tender offer a reasonable alternative.  Despite
the fact that bondholders received in excess of par, Moody's
deems the tender offer to have been a distressed exchange in
light of its terms and the circumstances surrounding it.  
According to Moody's definition, this constitutes an event
of default though it may not have been considered so under the
terms of the indenture itself.

The Cerro Negro project is also one of four extra heavy crude
oil projects operating in the Orinoco region of Venezuela that
have been developed over the past decade.  Following the
announcement of the impending assumption of majority ownership
of the projects by PDVSA, the other three (Hamaca, Petrozuata,
Sincor) were downgraded to B2 on June 27 (at which point they
were also placed under review for further downgrade).  Hamaca's
rating was withdrawn on December 19 following the repayment of
all of its debt.  Moody's has not yet concluded its review of
Petrozuata and Sincor's ratings.

Cerro Negro Finance, Ltd. is a Cayman Islands special purpose
financing vehicle for the US$1.9 billion Cerro Negro
extra-heavy oil project in Venezuela. Under an association
agreement with the government, the project is designed to
develop, transport, upgrade and market extra-heavy crude from
the Orinoco belt in southeastern Venezuela. Pending
clarification, sponsor/off-takers are Exxon Mobil (41.67%),
PDVSA (41.67%) and BP (16.67%).  In addition to upstream
field facilities the project includes two parallel pipelines and
facilities to upgrade product at the Jose industrial complex on
the Caribbean coast of Venezuela.  The Cerro Negro project is
also one of four extra heavy crude oil projects operating in the
Orinoco region of Venezuela that have been developed over the
past decade (Hamaca, Petrozuata, Sincor).


CHRYSLER LLC: Invests US$27 Million in Toledo Machining Plant
-------------------------------------------------------------
Tom LaSorda, Chrysler LLC Vice Chairman and President, disclosed
that Chrysler would invest more than US$27 million in its Toledo
Machining Plant in Ohio.  The plans were revealed during a
keynote speech at the Toledo Regional Chamber of Commerce's
annual meeting.

Toledo Machining, which currently builds torque converters and
steering columns, will divide the investment into two separate
parts of the plant: US$26.4 million will go toward the
manufacturing of a redesigned torque converter for automatic
transmissions and an additional US$1.5 million will be used for
production of a new steering column.

The torque converter investment will deliver improved fuel
efficiency and refinement and retain 164 jobs.  The steering
column investment will retain 44 hourly jobs.

"Chrysler's investments in the Toledo area are rooted in our
faith that we can keep good-paying manufacturing jobs in America
as long as government, our unions and our companies all pull
together for the common good," Mr. LaSorda said.  "We at
Chrysler have a stake in Toledo being a vital city, and we're
pleased at the ongoing progress."

Overall, the Toledo Machining investment will enhance Chrysler's
ability to offer the highest quality products and advanced
technical expertise.

"This is an important day for the future of the UAW and
Chrysler, and in particular for the continued competitiveness of
our team here in the State of Ohio," General Holiefield, UAW
Vice President, who directs the union's Chrysler Department,
said.  "This investment is a significant step toward realizing
our vision to see this company and our union grow this business
and be competitive for the long run."

"Chrysler is the largest manufacturing employer and one of the
best corporate citizens in Wood County," Tom Blaha, Executive
Director of the Wood County Economic Development Commission,
said.  "This investment is a testament to the hard working men
and women at Toledo Machining."

The Toledo Machining Plant is located in Perrysburg, Ohio.  The
plant covers 1.2 million square feet and employs 1,530.  
Employees at the plant are represented by UAW Local #1435.  The
plant builds steering columns and torque converters for vehicles
across the Chrysler, Jeep(R), Dodge product line.

Chrysler, a good neighbor and good citizen, sponsors various
community events through its philanthropic arm, The Chrysler
Foundation, including the Art Tatum Jazz Heritage Festival,
Toledo Urban League, City's Youth Entrepreneur Program, Toledo
Opera, the Toledo Museum of Art, Valentine Theatre and the
Diamante Awards.

                     About Chrysler LLC

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 11, 2007, Standard & Poor's Ratings Services revised its
recovery rating on Chrysler's US$2 billion senior secured
second-lien term loan due 2014.  The issue-level rating on this
debt remains unchanged at 'B', and the recovery rating was
revised to '3', indicating an expectation for meaningful (50% to
70%) recovery in the event of a payment default, from '4'.


CMS ENERGY: Board Increases Dividend Up to US$0.09 Per Share
------------------------------------------------------------
The Board of Directors of CMS Energy has increased the quarterly
dividend on the company's common stock by 80 percent, from
US$0.05 per share to US$0.09 per share.

The first quarter dividend for the common stock is payable
Feb. 29, 2008, to shareholders of record on Feb. 8, 2008.

"The decision by the Board of Directors to increase the common
dividend reflects the success of our business strategy and the
improved financial strength of the company," said CMS Energy's
president and chief executive officer, David Joos.

"We plan to invest US$6 billion in the utility over the next
five years in energy efficiency, renewable energy, environmental
and customer service enhancements, and new power generation.  As
we implementthis growth plan and grow our earnings, we expect to
continue to increase our payout ratio over time, but at a slower
pace in light of our aggressive capital investment plan," Mr.
Joos stated.

The Board of Directors also declared a quarterly dividend of
US$0.5625 for the company's 4.50 percent cumulative convertible
preferred stock, Series B.  It is payable March 3, 2008, to
shareholders of record on Feb. 15, 2008.

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

                        *    *     *     

As reported in the Troubled Company Reporter-Latin America on
Dec. 6, 2007, Fitch currently rates CMS Energy's
Issuer Default Rating at 'BB+' with a table Outlook.


PEABODY ENERGY: To Invest in GreatPoint Energy Gas Projects
-----------------------------------------------------------
Peabody Energy has reached an agreement to become a minority
investor in Cambridge-based GreatPoint Energy, Inc.
GreatPoint Energy is commercializing its proprietary bluegas(TM)
technology that converts coal, petroleum coke and biomass into
ultra-clean pipeline quality natural gas while enabling carbon
capture and storage.  As part of the agreement, both energy
companies will evaluate the potential for development of joint
coal gasification projects using Peabody Energy reserves and
land.

GreatPoint Energy uses a single-stage catalytic gasification
process to create natural gas that is 99.5 percent pure methane
and can be transported throughout North America utilizing the
existing natural gas pipeline infrastructure.  They are
developing the technology for commercial-scale use for power
generation, residential and commercial heating and production of
chemicals. GreatPoint Energy has completed highly successful
testing in a pilot facility in Des Plaines, Illinois, and is
commencing engineering for the first commercial project.

"Using GreatPoint Energy's technology to turn coal into natural
gas while capturing carbon will provide a clean coal-based
alternative to expensive natural gas imports, while using
Peabody's industry-best reserve position," said Peabody Senior
Vice President of Btu Conversion and Strategic Planning, Rick A.
Bowen.  "Peabody is advancing technology-based solutions around
the world for greater use of coal to build energy security,
drive economic growth and create environmental solutions."

Peabody Energy is pursuing coal-to-gas projects to help build
energy security and ease reliance on expensive natural gas
imports.  The company also is leading technology initiatives
around the world to achieve near-zero emissions from coal with
carbon capture and storage through voluntary partnerships
including FutureGen in the United States, GreenGen in China,
Coal21 in Australia and the Asia-Pacific Partnership.

                        About Peabody

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
(NYSE: BTU) -- http://www.peabodyenergy.com/-- is  
the world's largest private-sector coal company, with 2005 sales
of 240 million tons of coal and US$4.6 billion in revenues.  Its
coal products fuel 10% of all U.S. and 3% of worldwide
electricity.  The company has coal operations in Australia and
Venezuela.

                        *      *      *

As reported in the Troubled Company Reporter-Latin America on
Nov. 15, 2007, Fitch has affirmed these ratings for
Peabody Energy Corporation's:

  -- Issuer Default Rating at 'BB+';

  -- Senior unsecured notes at 'BB+';

  -- Senior unsecured revolving credit and term loan at 'BB+';

  -- Convertible junior subordinated debentures due 2066 at
     'BB-'.

Fitch's outlook is stable.


PETROLEOS DE VENEZUELA: Bidding for Ecuadorian Project
------------------------------------------------------
Venezuelan state-run oil firm Petroleos de Venezuela SA will
participate in the bidding process to develop Petroecuador's
Ishpingo, Tambococha and Tiputini project in the Amazon forest,
Chilean news daily El Mercurio reports.

According to El Mercurio, Petroleos de Venezuela has formed a
consortium with Chile's Enap, and Brazil's Petroleo Brasileiro
to bid for the project, which has a total of almost one billion
barrels of crude reserves.

Business News Americas relates that the consortium presented a
US$50 million offer to Ecuador to start the studies on the
project.

The report says that Petroecuador would award the contract by
June 29.

Petroecuador called for a US$350 million per year royalty,
BNamericas notes.  Total investments would total US$10 billion.

The international community was worried about the project's
potential environmental impact.  Ecuador is then asking them for
compensation in return for canceling the project, BNamericas
states.  

                 About Petroleo Brasileiro

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

                     About Petroecuador

Headquartered in Quito, Ecuador, Petroecuador --
http://www.petroecuador.com.ec-- is an international oil  
company owned by the Ecuador government.  It produces crude
petroleum and natural gas.

                 About Petroleos de Venezuela

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

                       *     *     *

In March 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: Conducting Maintenance at Petro Cedeno
--------------------------------------------------------------
Venezuelan state-owned oil firm Petroleos de Venezuela SA's
director Eulogio Del Pino told Reuters that the 200,000-barrel-
per-day Petro Cedeno heavy crude upgrader will have a 49-day
maintenance next month.

Reuters relates that Petro Cedeno, fka Sincor, is Petroleos de
Venezuela's joint venture with France's Total and Norway's
Statoil.  The Orinoco belt upgraders turn tar-like crude into
lighter synthetic oil.

The maintenance has been scheduled since the upgrader was
designed, Mr. Del Pino told Reuters.

Petro Cedeno would continue producing heavy crude and sell it by
mixing it with lighter oil, a dilution process that makes it
easier to refine heavy crude, Reuters says, citing Mr. Del Pino.

"We are going to produce a mix," Mr. Del Pino commented to
Reuters.

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.

                        *     *     *

In March 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: Moody's Says Debt Won't Affect B1 Rating
----------------------------------------------------------------
Moody's Investors Service has commented that the reported
increase in Petroleos de Venezuela's total consolidated
debt to US$16 billion in 2007, from approximately US$2.9 billion
at the end of 2006, will not affect the company's B1 global
local currency issuer rating with a stable outlook, based on the
company's low financial leverage and the level of its current
credit rating, the latter of which reflects Venezuelan sovereign
risk and control over the state oil company's operations.


Petroleos de Venezuela's financial results for 2007 have not yet
been made public.  However, the increase in total debt clearly
reflects a continuation of capital spending that exceeds
internal cash flow, with its cash flow from operations heavily
affected by large transfer payments to support government social
programs. Based on interim financial results, it appears that
2007 social payments will be in line with the US$13.8 billion
pre-tax of social payments that the company incurred in 2006.  
In the absence of such transfers, the company could internally
fund its capital spending.

The company has maintained access to capital markets and raised
significant funds in 2007, including a US$7.5 billion US dollar-
denominated domestic bond offering and credit lines from
financial institutions.  It has also increased debt at its
wholly-owned United States subsidiary, CITGO Petroleum, to fund
cash dividends, and assumed some US$1.2 billion of debt
obligations related to its increased ownership and takeover of
control at the heavy oil projects in Venezuela.  In Moody's
view, pressures from the government to maintain and to increase
social payments in a high oil price environment are likely to
lead to further debt increases for Petroleos de Venezuela in the
future, as the company is substantially raising its capital
spending to achieve, among other goals, an increase in oil
production from current levels in the area of 2.3-2.5 million
bpd to a stated goal of 5.8 million bpd by 2012.

The company's financial leverage remains relatively modest, with
total debt-to-capitalization in the area of 20%.  Moody's does
not see potential increases in leverage as affecting the
company's credit ratings for the foreseeable future, since the
low level of the rating already incorporates the political risk
associated with its transfer payments, past under-investment in
production capacity, and the state oil company's tight linkage
and high contribution to the Venezuelan government's fiscal
needs and increasing spending on social programs.

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.


PETROLEOS DE VENEZUELA: PDVAL Starts Operations in Carabobo
-----------------------------------------------------------
PDVAL, the Food Producing and Distributing company belonging to
the affiliated company PDVSA Agricola, has successfully begun
operations.  PDVAL has sold powder milk specifically in the
cities of Puerto Cabello (Bartolome Salom Airport) and Moron
(Community Training Center).

Thousands of people have bought milk, this important product of
the basic food basket, thereby supporting the creation of PDVAL.  
PDVAL will progressively incorporate more basic food basket
products at the regulated prices published in the Official
Gazette.  People have supported PDVAL because they are aware of
the positive impact this system has on household economies.

It is worth mentioning that PDVAL will handle the entire
commercialization chain, from production to final sales,
including transportation, storing and distribution processes.  
This constitutes a solid tool to fight stockpiling.

El Palito Refinery General Management will continue to support
Carabobo state in this great initiative put forward by President
Hugo Chavez along with workers and social missions.  It has also
made a commitment to continue supporting the battle against the
speculation caused by unpatriotic sectors and to guarantee food
sovereignty.

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.

                        *     *     *

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


* VENEZUELA: President Urges SouthAm to Withdraw Int'l Reserves
---------------------------------------------------------------
Venezuelan President Hugo Chavez is urging South American
countries to remove their international reserves in the United
States banks since the country is facing an economic slowdown,
Inside Costa Rica reports.

South America could be plunged into the crisis if they won't
witdraw their reserves, said Mr. Chavez, who was presiding over
the Bolivarian Alternative Summit of the Americas, adding that
Latin America could better take care of its own businessm, the
same paper relates.

According to Venezuelan official sources, Venezuela, Bolivia,
Nicaragua and Cuba leaders, all ALBA members, have met in the
Venezuelan capital for the summit, to discuss a formation of a
development bank, as Mr. Chavez has commented in connection with
the U.S. issue.

Inside Costa Rica, citing the sources, states that the bank has
a startup capital of US$1 billion to 1.5 billion and related
documents might be signed during the meeting.

                        *     *     *

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


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

                                   Total
                               Shareholders  Total
                                   Equity    Assets
Company                 Ticker      (US$MM)   (US$MM)
-------                 ------  ------------  -------
Arthur Lange             ARLA3     (23.61)      52.76
Kuala                    ARTE3     (33.57)      11.86
Bombril                  BOBR3    (472.88)     413.81
Caf Brasilia             CAFE3    (876.27)      42.83
Chiarelli SA             CCHI3     (63.93)      50.64
Ceper-Inv                CEP        (7.77)     120.08
Ceper-B                  CEP/B      (7.77)     120.08
Telefonica Hldg          CITI   (1,481.31)     307.89
Telefonica Hldg          CITI5  (1,481.31)     307.89
SOC Comercial PL         COME     (793.61)     439.83
Marambaia                CTPC3      (1.38)      79.73
DTCOM-DIR To Co          DTCY3     (14.16)       9.24
Aco Altona               ESTR      (49.52)     113.90
Estrela SA               ESTR3     (62.09)     118.58
Bombril Holding          FPXE3  (1,064.31)      41.97
Fabrica Renaux           FTRX3      (5.55)     136.60
Cimob Partic SA          GAFP3     (63.56)      94.60
Gazola                   GAZ03     (43.13)      22.28
Haga                     HAGA3    (114.40)      17.96
Hercules                 HETA3    (240.65)      37.34
Doc Imbituba             IMB13     (20.49)     209.80
IMPSAT Fiber Networks    IMPTQ     (17.16)     535.01
Minupar                  MNPR3     (39.46)     154.47
Nova America SA          NOVA3    (300.97)      41.80
Recrusul                 RCSL3     (59.33)      25.19
Telebras-CM RCPT         RCTB30   (149.58)     236.49
Rimet                    REEM3    (219.34)      93.47
Schlosser                SCL03     (75.19)      47.05
Semp Toshiba SA          SEMP3      (4.68)     153.68
Tecel S Jose             SJ0S3     (13.24)      71.56
Sansuy                   SNSY3     (67.08)     201.64
Teka                     TEKA3    (331.28)     536.33
Telebras SA              TELB3    (149.58)     236.49
Telebras-CM RCPT         TELE31   (149.58)     236.49
Telebras SA              TLBRON   (148.58)     236.49
TECTOY                   TOYB3      (3.79)      38.65
TEC TOY SA-PREF          TOYB5      (3.79)      38.65
TEC TOY SA-PF B          TOYB6      (3.79)      38.65
TECTOY SA                TOYBON     (3.79)      38.65
Texteis Renaux           TXRX3    (103.01)      76.93
Varig SA                 VAGV3  (8,194.58)   2,169.10
FER C Atlant             VSPT3    (104.65)   1,975.79
Wiest                    WISA3    (140.97)      71.37


                         ***********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Marjorie C. Sabijon, Sheryl Joy P. Olano, Rizande
de los Santos, and Pamella Ritah K. Jala, Editors.

Copyright 2008.  All rights reserved.  ISSN 1529-2746.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
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Information contained herein is obtained from sources believed
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members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
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