TCRLA_Public/080324.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

             Monday, March 24, 2008, Vol. 9, No. 58

                             Headlines


A R G E N T I N A

ALITALIA SPA: Italian Finance Ministry Approves Air France Offer
ALITALIA SPA: SEA SpA Won't Withdraw Lawsuit But May Settle
ALITALIA SPA: Liquidation Only Option if Sale Fails
BEATRICE MARKETS: Proofs of Claim Verification Is Until April 29
CAR SECURITY: Moody's Affirms Corporate Family Rating at B3

COMERCIAL LEOMAC: Proofs of Claim Verification Is Until April 1
DESARROLLO DE ACUERDOS: Files for Reorganization in Court
DEVILAND SA: Proofs of Claim Verification Is Until May 23
ELIAGRO SA: Trustee to Verify Proofs of Claim Until June 24
EQUITAS MEDICA: Trustee to Verify Proofs of Claim Until May 13

ESTABLECIMIENTO VITIVINICOLA: Claims Verification Ends on May 29
FIAT SPA: Argentina Unit to Invest US$300 Million
LOS REYES: Proofs of Claim Verification Deadline Is May 12
NAMALPO SRL: Proofs of Claim Verification Deadline Is May 5
PATRIA HOGAR: Court Concludes Reorganization

RIAL SRL: Court Appoints Dario Miguel Voldman as Trustee
SANDRA MYRIAM: Files Bankruptcy Petition in Buenos Aires
TRANSPORTES Y SERVICIOS: Claims Verification Ends April 25
VIRGINIO ROBERTI: Proofs of Claim Verification Is Until April 7
TENNECO INC: Strike Cues S&P to Put Ratings on Negative Watch

WR GRACE: Smaller DIP Loan Approved; Some Lenders Back Out


B E R M U D A

BRUNSWICK COMPANY: Sets Final Shareholders' Meeting for April 16
FOSTER WHEELER: Italian Unit Bags Contract From Saras SpA
PINNACLE REINSURANCE: Proofs of Claim Deadline Is April 11


B R A Z I L

ABITIBIBOWATER INC: Weak Liquidity Cues Moody's to Junk Rating
AMERICAN AIRLINES: Fitch Holds Ratings on US$42 Mln Notes at 'B'
BANCO NACIONAL: Board Okays BRL48.5 Mil. Loan to Petroquimica
DELPHI CORP: Court Allows Probe on Alleged Improper Trading
ENERGISA SA: Fitch Affirms BB- Local Curr. Issuer Default Rating

MILACRON INC: Inks EUR27 Million Credit Pact With Lloyds TSB
PROPEX INC: Board Names Woody McGee as New President and CEO
UAL CORPORATION: Continental Airlines Is First Choice for Merger
UAL CORPORATION: Denies Criminal Allegations of Former Employee
UAL CORPORATION: SPCP Group Wants US$1,445,675 Claim Allowed


C A Y M A N  I S L A N D S

ATLANTIS YACHTING: Final Shareholders' Meeting Is on March 26
GLOBALVEST HEDGE: Proofs of Claim Filing Deadline Is March 25
IBEST HOLDING: Sets Final Shareholders' Meeting for March 25
INVESTCORP MOODY T5: Proofs of Claim Filing Deadline Is March 26
LODESTONE COMPANY: Sets Final Shareholders' Meeting for March 26

LUMIERE FUND: Proofs of Claim Filing Deadline Is March 27
MARUBENI JPS: Sets Final Shareholders' Meeting for March 25
MERIDIAN REAL: Will Hold Final Shareholders' Meeting on March 27
MERIDIAN REAL ESTATE: Final Shareholders' Meeting Is on March 27


C H I L E

METHANEX CORP: Argentina Increases Natural Gas Export Duty
METHANEX CORP: Cuts Chile Work Force by 15%
QUEBECOR WORLD: Can't Timely File Financial Report for 2007


C O L O M B I A

BANCO DE BOGOTA: Moody's Holds Ba3 Foreign Currency Deposit Rtgs
BANCOLOMBIA SA: Acquisition Financing Cues Moody's Pos. Outlook
GRAN TIERRA: Output Increases to 1,482 Barrels Per Day in 2007


D O M I N I C A N   R E P U B L I C

PRC LLC: Gets Court Nod on Jenner & Block as Special Counsel
PRC LLC: Panel Seeks to Retain Blank Rome as Bankruptcy Counsel
PRC LLC: Panel Seeks to Employ J.H. Cohn as Financial Advisors
PRC LLC: Wants Court to Approve Severance Program
TRICOM SA: Bancredit Says Prepack Plan Violates Bankruptcy Code

TRICOM SA: Seeks Dismissal of Bancredit's US$120MM Lawsuit
TRICOM SA: Gets Go-Signal to Pay Employee Wages & Benefits


J A M A I C A

NATIONAL COMMERCIAL: Ingrid Chambers & Chris Stokes Leave Firm


M E X I C O

BLUE WATER: Committee's Appeal on Interim DIP Order Denied
BLUE WATER: Schedules Filing Deadline Extended to March 28
BLUE WATER: Gets Court Okay to Hire Foley & Lardner as Counsel
BLUE WATER: Gets Permission to Hire Administar as Claims Agent
CLEAR CHANNEL: Extends Closing of Notes Tender Offer to March 24

CONTINENTAL AIRLINES: First Choice for Merger, UAL Says
GMAC LLC: Financial Unit's Board Names Alvaro de Molina as CEO
SHARPER IMAGE: Court Okays Liquidation Deal With Hilco & Gordon
VISTEON CORP: Elects Alex J. Mandl to Board of Directors


P A N A M A

CABLE & WIRELESS: Credit Suisse Downgrades Firm to Neutral


P U E R T O  R I C O

JETBLUE AIRWAYS: Increases Daily Nonstop Flights to LatAm


V E N E Z U E L A

NORTHWEST AIRLINES: Continental Is First Choice for UAL Merger
PETROLEOS DE VENEZUELA: Will Form Joint Venture With OVL
PETROLEOS DE VENEZUELA: Aims to Produce 1.2MM Barrels Daily


X X X X X X

* Beard Audio to Hold "Understanding CDS Contract Risks" Seminar

* BOND PRICING: For the Week March 17 - March 21, 2008


                          - - - - -


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


ALITALIA SPA: Italian Finance Ministry Approves Air France Offer
----------------------------------------------------------------
The Italian Ministry of Economy and Finance has approved an
offer from Air France-KLM S.A. to acquire the government's 49.9%
stake in Alitalia S.p.A., Agenzia Giornalistica Italia reports.

Finance Minister Tommaso Padoa-Schioppa sent a letter to
Alitalia and Air France that expressed support to the French
carrier's planned takeover, Agenzia Giornalistica Italia
relates.

However, Mr. Padoa-Schioppa said in the letter that Air France's
offer will not be binding if another party submits "a competing
and improved public offer and the Ministry accepts that offer,"
the report added.

Air France confirmed acceptance of the letter and has commenced
negotiations with Alitalia's unions.

During the initial talks, Air France CEO Jean-Cyril Spinetta
told Alitalia's unions that the takeover would create a
"European champion" that would help protect jobs in the long
run, Bloomberg News relates

"Air France is offering Alitalia a turnaround and a real
future," Mr. Spinetta told Bloomberg News.

Unions, however, weren't convinced.  Air France's business plan
for Alitalia entails 1,600 job cuts at Alitalia's flight
operations, affecting 500 pilots, 600 flight assistants and 500
ground staff.

"It's humiliating and corresponds to the comatose condition that
Alitalia has been reduced to," Fabrizio Solari, secretary
general of FILT-CIGL, was quoted by Bloomberg News as saying.

"An agreement with Air France right now looks very difficult,
Claudio Genovesi, secretary general of the FIT-CISL, told
Bloomberg News.

CGIL union leader Guglielmo Epifani, meanwhile, advised Air
France to leave "room for negotiations," saying "take-it-or-
leave-it has never been the best tactic with unions," Reuters
relates.

The ANPAC pilots union, which had been supportive of Air France,
has changed its mind.

"The government has stripped us nude with this Air France deal,"
Raffaele Bonanni, the general secretary of the CISL, said.
"This is harmful for the workers, the infrastructure and the
general interests of the country."

                           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.


ALITALIA SPA: SEA SpA Won't Withdraw Lawsuit But May Settle
-----------------------------------------------------------
SEA S.p.A. will not withdraw its EUR1.5 billion damages suit
against Alitalia S.p.A., but may consider an out-of-court
settlement, Reuters reports.

Air France-KLM SA, said its binding offer for the Italian
government's 49.9% stake in Alitalia hinges on several
conditions, including "the identification of an applicable
solution to definitely remove the risk connected to the SEA
claim."

As reported in the TCR-Europe on Feb. 6, 2008, SEA filed a
EUR1.5 billion damages suit against Alitalia over the carrier's
decision to downscale its operations at Milan's Malpensa
airport.  SEA Chairman Giuseppe Bonomi said Alitalia violated a
hub partnership agreement and contracts with SEA and its SEA
Handling unit.  Mr. Bononi noted that SEA designed and developed
Malpensa as Alitalia required in terms of infrastructures,
facilities and organization.  However, Mr. Bononi added, the
investments are rendered useless by Alitalia's downscale plan.
According to Mr. Bononi, Alitalia's downscale plan will cut
traffic at Malpensa by 6 million passengers and will reduce the
airport's results by EUR70 million.

                           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.


ALITALIA SPA: Liquidation Only Option if Sale Fails
---------------------------------------------------
Italian Economy Minister Tommaso Padoa-Schioppa said Alitalia
S.p.A is likely to undergo a liquidation proceeding if the sale
to Air France-KLM or some other bidders fails, Thomson Financial
News reports.

Mr. Padoa-Schioppa told Corriere della Sera that liquidation is
the only alternative to Alitalia sale or to a competing offer.

                  Air France KLM's Binding Offer

As previously reported in the TCR-Europe, Alitalia's Board of
Directors resolved unanimously on March 15, 2008, in favor of
Air France-KLM's proposal and decided to give the mandate to
Chairman Maurizio Prato to sign the acceptance letter.

The offer is subject to a number of effectiveness conditions to
be fulfilled by March 31, 2008.

The Board has carried out its evaluation of the Binding Offer
also in light of the worsened airline sector and macro economic
scenario, as well as considering the critical situation of the
Company and available alternatives.

The Board believes that the proposal offers the appropriate
solution to preserve the Company's assets and to promote its
rapid and stable restructuring and its development in the long-
term, also in light of the benefits coming from the synergies
deriving from the integration with the global leader of the
airline industry.

Consistently with the resolution taken, the Chairman signed the
acceptance letter of the Agreement.

                        Strategic Premises

The scenario and the competitive environment of the air
transport sector are rapidly moving towards forms of integration
and consolidation involving a very limited number of hub
carriers, which enable the achievement of some important
benefits:

     * Higher critical mass, which allows to benefit from
       relevant economies of scale in terms of costs and
       revenues, and decreases the carrier's vulnerability to the
       high cyclicality and volatility that characterize the
       industry;

     * Access to very significant and stable synergies, which
       cannot be achieved through traditional alliances amongst
       airlines.

In this environment, there is an emerging trend in the industry
to leave only niche positioning to traditional carriers, which
although operating efficiently, have a limited size and operate
on a stand-alone basis.

The airline industry is currently facing a cyclical downturn,
worsened by the steep increase in fuel costs during these last
months and by the general deterioration of the macro economic
scenario.

Alitalia is going through a highly critical situation, causing a
progressive erosion of its liquidity position worsened by the
aforementioned economic and industrial scenario.

The Company has confirmed on a number of occasions, including
when it approved the 2008 Budget, the need of a significant
capital increase and to reduce in a sizeable manner
its losses and the erosion of its equity through strategic
actions marked by strong discontinuity with the past.

The Plan for Survival/Transition, approved by the Company in
September 2007, already included such actions of discontinuity
through the new network design, the suspension of flights
recording significantly negative economic results, and the
subsequent downsizing of the fleet.  Key strategic premise to
that plan was the impossibility to pursue a stand alone
positioning of the Company outside an industrial and financial
integration with a strong carrier able to generate synergies.

Following the approval of the Plan, the Company initiated a
process aimed at identifying a partner who would share the need
to favor the restructuring, the re-launch and the development of
the Company.

On Dec. 6, 2007, Air France-KLM presented a non binding offer
for the potential integration with Alitalia.  On Dec. 21, 2007,
the Board of Directors resolved in favor of Air France-KLM's
proposal considering it appropriate to offer to the Company the
adequate solution to preserve the Company's assets and to
promote its rapid and stable restructuring, giving mandate to
the Chairman to start a period of exclusive negotiations.

The Industrial Plan 2008-2010, prepared during the exclusivity
period -- Jan. 18, 2008, to March 14, 2008, ended the and
assumes the execution of a EUR1billion rights issue.

The Plan is the platform on which to add the synergies deriving
from the integration of the Company with the Air France-KLM
group.

For Air France-KLM the approval of the plan represents an
essential condition for the the integration of Alitalia in the
French-Dutch Group.

                        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.


BEATRICE MARKETS: Proofs of Claim Verification Is Until April 29
----------------------------------------------------------------
Jorge Alberto Vazquez, the court-appointed trustee for Beatrice
Markets S.R.L.'s bankruptcy proceeding, will be verifying
creditors' proofs of claim until April 29, 2008.

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

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

A general report that contains an audit of Beatrice Markets'
accounting and banking records will be submitted in court on
Aug. 6, 2008.

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

The debtor can be reached at:

         Beatrice Markets S.R.L.
         Pasaje Torrent 1273
         Buenos Aires, Argentina

The trustee can be reached at:

         Jorge Alberto Vazquez
         Bartolome Mitre 2593
         Buenos Aires, Argentina


CAR SECURITY: Moody's Affirms Corporate Family Rating at B3
-----------------------------------------------------------
Moody's Investors Service affirmed its B3 global scale corporate
family rating for Car Security and upgraded Car Security's
national scale rating to A3.ar from Baa1.ar.  The outlook
remains stable.

The B3 rating principally incorporates Car Security's small size
and aggressive growth strategy and its evolving business model,
which relies on a significant amount of recurring revenues from
automobile insurance companies.  In addition, the rating
reflects the company's leading market position in the stolen
vehicles recovery system business in Argentina and low leverage,
but is constrained by ongoing negative free cash flow driven by
dividend payments and higher capex, tight liquidity and its
exposure to volatile performance from having operations
concentrated in Argentina.  Moody's also considered the
competitive nature of the local industry and the company's 17%
average attrition rate on a net basis, which is higher than
other companies in the global monitoring services industry.

The ratings also reflect Moody's expectations that Car
Security's credit metrics will remain strong for its B3 rating
category . During the past three years, the company's operating
margins, cash flow and debt ratios have improved due to
significant revenue growth and economic recovery in Argentina.
Adjusted debt to EBITDA has declined from 1.3 times in 2003 to
0.9 in 2007.  Additionally, EBITDA to interest coverage has
increased to 15 times in 2007 from 8 times in 2003 due to the
company's low leverage.

The recent upgrade in the national scale rating was also driven
by the strength of Car Security's market position, the high
likelihood that it will continue to be a leading player in its
business in Argentina and the fact that the company has been an
early mover with respect to new product launches.

"Continued domestic vehicle market growth and low penetration of
the stolen vehicles recovery system product (approximately 13%)
in a high theft-rate environment should allow CS to continue to
grow at a fast pace, even if the company experiences a
deceleration in its revenues growth rate in the near term," said
AVP analyst, Veronica Amendola.

The stable outlook is based on Moody's view that the company
will continue to manage its growth adequately and generate
enough cash to finance its investing needs and debt service.
The stable outlook also reflects Moody's opinion that Car
Security should be able to defend its competitive position,
although financing its working capital and capex growth may
prove challenging in the current market environment

An upgrade in the ratings could result from an improvement in
the macroeconomic environment in Argentina, allowing for more
certainty with respect to future revenues and operating margins.
In terms of financial metrics, an upgrade would require positive
free cash flow to debt on a sustainable basis and stronger
liquidity.

Although a downgrade is unlikely in the near term, a negative
rating action could result from a deterioration of the company's
liquidity or greater than expected negative free cash flow of
more than 40% of debt.

Headquartered in Buenos Aires, Argentina, Car Security is Lo
Jack Corporation's local licensee since June 1998.  Car Security
markets stolen vehicles recovery system devices that use radio
signals to monitor vehicles and offers tracking service for
stolen vehicles, serving more than 380,000 consumers.  Annual
revenues for 2007 were approximately US$43 million.


COMERCIAL LEOMAC: Proofs of Claim Verification Is Until April 1
---------------------------------------------------------------
Jose Luis Abuchid, the court-appointed trustee for Comercial
Leomac S.A.'s bankruptcy proceeding, will be verifying
creditors' proofs of claim until April 1, 2008.

Mr. Abuchid will present the validated claims in court as
individual reports on May 15, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Comercial Leomac and its creditors.

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

A general report that contains an audit of Comercial Leomac's
accounting and banking records will be submitted in court on
June 27, 2008.

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

The trustee can be reached at:

         Jose Luis Abuchid
         Avenida de los Incas 3624
         Buenos Aires, Argentina


DESARROLLO DE ACUERDOS: Files for Reorganization in Court
---------------------------------------------------------
Desarrollo de Acuerdos Comerciales SA has requested for
reorganization approval after failing to pay its liabilities
since May 22, 2007.

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

The case is pending in the National Commercial Court of First
Instance No. 8 in Buenos Aires.  Clerk No. 16 assists the court
in this case.

The debtor can be reached at:

             Desarrollo de Acuerdos Comerciales SA
             Cordoba 669
             Buenos Aires, Argentina


DEVILAND SA: Proofs of Claim Verification Is Until May 23
---------------------------------------------------------
Moises Gorelik, the court-appointed trustee for Deviland S.A.'s
bankruptcy proceeding, will be verifying creditors' proofs of
claim until May 23, 2008.

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

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

A general report that contains an audit of Deviland's accounting
and banking records will be submitted in court.

Infobae didn't state the submission deadlines for the reports.

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

The trustee can be reached at:

         Moises Gorelik
         Lavalle 1675
         Buenos Aires, Argentina


ELIAGRO SA: Trustee to Verify Proofs of Claim Until June 24
-----------------------------------------------------------
Juan Carlos Caro, the court-appointed trustee for Eliagro SA's
reorganization proceeding, will be verifying creditors' proofs
of claim until June 24, 2008.

Mr. Caro will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 7 in Buenos Aires, with the assistance of Clerk
No. 14, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Eliagro and its creditors.

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

A general report that contains an audit of Eliagro's accounting
and banking records will be submitted in court.

La Nacion didn't state the submission deadlines for the reports.

Creditors will vote on the completed settlement plan during the
assembly on April 8, 2009.

The debtor can be reached at:

         Eliagro SA
         Yerua 4979
         Buenos Aires, Argentina

The trustee can be reached at:

         Juan Carlos Caro
         Florida 470
         Buenos Aires, Argentina


EQUITAS MEDICA: Trustee to Verify Proofs of Claim Until May 13
--------------------------------------------------------------
Aldo Emilio Cambiasso, the court-appointed trustee for Equitas
Medica S.A.'s reorganization proceeding, will be verifying
creditors' proofs of claim until May 13, 2008.

Mr. Cambiasso will present the validated claims in court as
individual reports on June 25, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Equitas Medica and its creditors.

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

A general report that contains an audit of Equitas Medica's
accounting and banking records will be submitted in court on
Aug. 22, 2008.

Creditors will vote on the completed settlement plan during the
assembly on Feb. 25, 2009.

The trustee can be reached at:

         Aldo Emilio Cambiasso
         Cerrito 1070
         Buenos Aires, Argentina


ESTABLECIMIENTO VITIVINICOLA: Claims Verification Ends on May 29
----------------------------------------------------------------
Rodolfo David Fuentes, the court-appointed trustee for
Establecimiento Vitivinicola Don Juan S.R.L.'s reorganization
proceeding, will be verifying creditors' proofs of claim until
May 29, 2008.

Mr. Fuentes will present the validated claims in court as
individual reports on July 29, 2008.  The National Commercial
Court of First Instance in Mendoza will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Establecimiento Vitivinicola and its creditors.

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

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

Creditors will vote on the completed settlement plan during the
assembly on March 19, 2009.

The trustee can be reached at:

         Rodolfo David Fuentes
         Avenida Espana 1248, Ciudad de Mendoza
         Mendoza, Argentina


FIAT SPA: Argentina Unit to Invest US$300 Million
-------------------------------------------------
Fiat Argentina, a subsidiary of Fiat S.p.A., plans to invest
US$300 million in Argentina, Reuters reports.

The move, Reuters relates, came after Argentine President
Cristina Fernandez de Kirchner met with the head of Fiat
Argentina.

A company official told Reuters that about US$200 million will
be allocated for the production of gear boxes and the rest will
be spent for car production.

                       About Fiat S.p.A.

Headquartered in Turin, Italy, Fiat S.p.A. --
http://www.fiatgroup.com/-- is one of the largest industrial
groups in Italy and the fourth largest European-based automobile
manufacturer, with revenues of EUR33.4 billion in the first nine
months of 2005.  Fiat's creditors include Banca Intesa, Banca
Monte dei Paschi di Siena, Banca Nazionale del Lavoro,
Capitalia, Sanpaolo IMI, and UniCredito Italiano.

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

                         *     *     *

As of March 13, 2008, Fiat S.p.A. and its subsidiaries carried
Ba3 Corporate Family and Senior Unsecured ratings from Moody's
Investors Service, which said the outlook is positive.

The company carries Standard & Poor's Ratings Services' BB long-
term corporate credit rating.  The compay also carries B short-
term rating.  S&P said the outlook is stable.


LOS REYES: Proofs of Claim Verification Deadline Is May 12
----------------------------------------------------------
Silvia Muavero, the court-appointed trustee for Los Reyes Magos
SRL's bankruptcy proceeding, will be verifying creditors' proofs
of claim until May 12, 2008.

Ms. Muavero will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 11 in Buenos Aires, with the assistance of Clerk
No. 22, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Los Reyes and its
creditors.

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

A general report that contains an audit of Los Reyes' accounting
and banking records will be submitted in court.

La Nacion didn't state the submission deadlines for the reports.

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

The debtor can be reached at:

           Los Reyes Magos SRL
           Avenida Directorio 171
           Buenos Aires, Argentina

The trustee can be reached at:

           Silvia Muavero
           Avenida Rivadavia 1615
           Buenos Aires, Argentina


NAMALPO SRL: Proofs of Claim Verification Deadline Is May 5
-----------------------------------------------------------
Hector Martinez, the court-appointed trustee for Namalpo SRL's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until May 5, 2008.

Mr. Martinez will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 17 in Buenos Aires, with the assistance of Clerk
No. 34, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Namalpo and its creditors.

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

A general report that contains an audit of Namalpo's accounting
and banking records will be submitted in court.

La Nacion didn't state the submission deadlines for the reports.

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

The debtor can be reached at:

           Namalpo SRL
           Libertador 6710
           Buenos Aires, Argentina

The trustee can be reached at:

           Hector Martinez
           Independencia 2251
           Buenos Aires, Argentina


PATRIA HOGAR: Court Concludes Reorganization
--------------------------------------------
Patria Hogar S.R.L. concluded its reorganization process,
according to data released by Infobae on its Web site.  The
closure came after the National Commercial Court of First
Instance in Buenos Aires homologated the debt plan signed
between the company and its creditors.


RIAL SRL: Court Appoints Dario Miguel Voldman as Trustee
--------------------------------------------------------
The National Commercial Court of First Instance in Cordoba has
appointed Dario Miguel Voldman as trustee for Rial S.R.L.
Empresa Constructora's bankruptcy proceeding.

Mr. Voldman will be verifying creditors' proofs of claim and
presenting the validated claims in court as individual reports.
The court will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Rial and its creditors.

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

Mr. Voldman will submit a general report containing an audit of
Rial's accounting and banking records.

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

The debtor can be reached at:

           Rial S.R.L. Empresa Constructora
           Parana 257, Ciudad de Cordoba
           Cordoba, Argentina

The trustee can be reached at:

           Dario Miguel Voldman
           Larranaga 62, Cordoba
           Argentina


SANDRA MYRIAM: Files Bankruptcy Petition in Buenos Aires
--------------------------------------------------------
The National Commercial Court of First Instance No. 26 in Buenos
Aires is studying the merits of Sandra Myriam Borsher-Hernan
Pablo Scacovsky Sociedad de Hecho's request to enter bankruptcy
protection.

Sandra Myriam filed a "Quiebra Decretada" petition after failing
to pay its debts since June 1, 2007.

The petition, once approved by the court, will transfer control
of the company's assets to a court-appointed trustee who will
supervise the liquidation proceedings.

Clerk No. 52 assists the court in this case.

The debtor can be reached at:

          Sandra Myriam Borsher-Hernan Pablo Scacovsky
          Sociedad de Hecho
          Tucuman 1455
          Buenos Aires, Argentina


TRANSPORTES Y SERVICIOS: Claims Verification Ends April 25
----------------------------------------------------------
Cecilia Montelvetti, the court-appointed trustee for Transportes
y Servicios del Oeste SRL's bankruptcy proceeding, will be
verifying creditors' proofs of claim until April 25, 2008.

Ms. Montelvetti will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 15 in Buenos Aires, with the assistance of Clerk
No. 29, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Transportes y Servicios
and its creditors.

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

A general report that contains an audit of Transportes y
Servicios' accounting and banking records will be submitted in
court.

La Nacion didn't state the submission deadlines for the reports.

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

The debtor can be reached at:

           Transportes y Servicios del Oeste SRL
           Yerbal 4050
           Buenos Aires, Argentina

The trustee can be reached at:

           Cecilia Montelvetti
           Urquiza 2134
           Buenos Aires, Argentina


VIRGINIO ROBERTI: Proofs of Claim Verification Is Until April 7
---------------------------------------------------------------
Leon Sergio Fuks, the court-appointed trustee for Virginio
Roberti e Hijos S.A.C.I.I.F.A.'s bankruptcy proceeding, will be
verifying creditors' proofs of claim until April 7, 2008.

Mr. Fuks will present the validated claims in court as
individual reports on June 30, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Virginio Roberti and its creditors.

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

A general report that contains an audit of Virginio Roberti's
accounting and banking records will be submitted in court on
Aug. 25, 2008.

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

The debtor can be reached at:

         Virginio Roberti e Hijos S.A.C.I.I.F.A.
         Avellaneda 1582
         Buenos Aires, Argentina

The trustee can be reached at:

         Leon Sergio Fuks
         Viamonte 1636
         Buenos Aires, Argentina


TENNECO INC: Strike Cues S&P to Put Ratings on Negative Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services placed the ratings on General
Motors Corp., American Axle & Manufacturing Holdings Inc., Lear
Corp., and Tenneco Inc. on CreditWatch with negative
implications.   The CreditWatch placement reflects S&P's
decision to review the ratings in light of the extended American
Axle (BB/Watch Neg/--) strike.

The work stoppage that began Feb. 25 at American Axle's U.S.
United Auto Workers plants has forced closure of many GM
(B/Watch Neg/--) plants, as well as plants of certain GM
suppliers.  The strike began after the expiration of the four-
year master labor agreement with American Axle.  Although S&P
still expect American Axle and the UAW to reach an agreement
that will reflect more competitive labor costs, the timing is
unknown.  The two sides resumed negotiations last week.

"We believe the strike has gone on long enough to possibly begin
to affect the financial resources of GM and those suppliers most
exposed to the automaker," said Standard & Poor's credit analyst
Robert Schulz.

To resolve the CreditWatch listings, Standard & Poor's will
assess the strike's impact on the companies' credit profiles,
particularly liquidity, once production resumes.  S&P could
lower the ratings any time prior to a resolution of the Axle
strike if the liquidity of the companies becomes compromised,
although downgrades are not likely for another several weeks.

Based in Lake Forest, Illinois, Tenneco Inc., (NYSE: TEN) --
http://www.tenneco.com/-- manufactures automotive ride and
emissions control products and systems for both the original
equipment market and aftermarket.  Brands include Monroe(R),
Rancho(R), and Fric Rot ride control products and Walker(R) and
Gillet emission control products.  The company has operations in
Argentina, Japan, and Germany, with its European operations
headquartered in Brussels, Belgium.  The company has
approximately 21,000 employees worldwide.


WR GRACE: Smaller DIP Loan Approved; Some Lenders Back Out
----------------------------------------------------------
The Hon. Judith Fitzgerald of the United States Bankruptcy Court
for the District of Delaware permitted W.R. Grace & Co. and its
debtor-affiliates to obtain only up to US$200,000,000, of DIP
Loans, instead of the US$250,000,000 that the Debtors sought
after several lenders refused to continue extending loans to
Grace, the Associated Press reports.

Grace's counsel, Janet Baer, at Kirkland & Ellis LLP, told Judge
Fitzgerald during a hearing that not all DIP Lenders signed on
Grace's request to further extend the terms of the DIP Facility
until April 2010, the AP said.

The AP said that Ms. Baer blamed "the tightening of the credit
industry" for the retreat of some banks that have offered DIP
Loans to Grace since the company's Petition Date in 2001.

The company's DIP Facility with Bank of America, as
administrative agent for a syndicate of lenders, originally
provided Grace access to US$250,000,000 of DIP Loans.  As of
Dec. 31, 2007, the Debtors had no outstanding borrowings under
the DIP facility.  The Debtors disclosed in regulatory filings
with the Securities and Exchange Commission that US$56,300,000
of standby letters of credit, however, were issued and
outstanding under the DIP facility as of December 31, 2007,
which were issued mainly for trade-related matters like
performance bonds, as well as certain insurance and
environmental matters.

Grace noted in papers filed with the Court that, as of Jan. 30,
2008, approximately US$58,500,000 in letters of credit issued
pursuant to the DIP Facility remain outstanding.

According to AP, Grace spokesman Greg Euston said in an e-mail
that the company has no outstanding draw against the Chapter 11
loans.

Grace explained in the regulatory filing that the outstanding
amount of standby letters of credit, as well as other holdback
provisions issued under the DIP facility reduces the borrowing
availability to US$178,500,000 at December 31, 2007.  Under the
DIP facility, the Debtors are required to maintain US$50,000,000
of liquidity, in a combination of cash, cash equivalents and the
net cash value of life insurance policies.

The DIP Facility will expire on April 1, 2008.  Grace has said
in Court filings in mid-February that BofA has agreed to extend
the DIP Facility until May 31, 2008, if the Court is unable to
approve the DIP Amendments before April 1.  Grace will pay BofA
a fee of not more than US$100,000 for the Interim Extension.

Grace, which sought protection under Chapter 11 of the
Bankruptcy Code because of increasing asbestos claims, is in the
middle of an estimation trial that seeks to determine how much
the company will have to set aside to a trust to cover asbestos
damages before it can exit from bankruptcy.  The estimation
trial is expected to wrap up in May.

                       About W.R. Grace

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

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

Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent
the Official Committee of Unsecured Creditors.  The Creditors
Committee tapped Capstone Corporate Recovery LLC for financial
advice.  David T. Austern, the legal representative of future
asbestos personal injury claimants, is represented by Orrick
Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA.
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and
Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the
Official Committee of Asbestos Personal Injury Claimants.  The
Asbestos Committee of Property Damage Claimants tapped Scott
Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena
Price & Axelrod, LLP, to represent it.  Thomas Moers Mayer,
Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the
Official Committee of Equity Security Holders.

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

Estimation of W.R. Grace's asbestos personal injury liabilities
commenced on January 14, 2008.

At Dec. 31, 2006, the W.R. Grace's balance sheet showed total
assets of US$3,620,400,000 and total debts of US$4,189,100,000.
As of November 30, 2007, W.R. Grace's balance sheet showed total
assets of US$3,335,000,000, and total debts of US$3,712,000,000.
(W.R. Grace Bankruptcy News, Issue No. 154; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000)



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


BRUNSWICK COMPANY: Sets Final Shareholders' Meeting for April 16
----------------------------------------------------------------
Brunswick Company Limited will hold its final general meeting on
April 16, 2008, at 10:00 a.m. at Conyers Dil & Peaman, 2nd
Floor, Richmond House, Par-la-Ville Road, Hamilton, Bermuda.

These matters will be taken during the meeting:

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

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

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


FOSTER WHEELER: Italian Unit Bags Contract From Saras SpA
---------------------------------------------------------
Foster Wheeler Ltd. reported that Milan-based Foster Wheeler
Italiana S.p.A., part of its Global Engineering and Construction
Group, has been awarded an engineering, procurement, and
construction management contract by Saras S.p.A. for the revamp
of the mild hydrocracking unit at the Sarroch refinery in
Sardinia, Italy.  This project is part of an important refinery
upgrade.

The terms of the contract, which will be included in Foster
Wheeler's first-quarter 2008 bookings, were not disclosed.

This award follows the successful completion by Foster Wheeler
of the front-end engineering design for the mild hydrocracker
revamp and the procurement of major items.  The revamp's
objectives are the upgrade of the mild hydrocracker's capacity,
performance and conversion, while achieving a longer catalyst
life duration. The revamp includes major modification to the
reaction section, including installation of a new pretreat
reactor, as well as upgrading the gas compression circuit and
installing a new high-pressure amine wash section.

"We are very pleased to be awarded this revamp project by
Saras," said Marco Moresco, chief executive officer, Foster
Wheeler Italiana S.p.A.  "We have been working with Saras for a
number of years at this refinery.  We have an alliance-type
frame agreement with Saras under which we undertake work at this
refinery and, under this agreement, we have developed a strong,
successful and cooperative working relationship with our
client."

"The upgrading of our refinery at Sarroch, one of Europe's
largest and most complex refineries, is proceeding at a fast
pace," said Dario Scaffardi, general manager, Saras S.p.A.
"This latest award to Foster Wheeler demonstrates our continued
satisfaction with its professionalism and expertise and our
confidence in its ability to maintain a successful relationship
with Saras."

                      About Foster Wheeler Ltd.

Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/--
offers a broad range of engineering, procurement, construction,
manufacturing, project development and management, research and
plant operation services.  Foster Wheeler serves the refining,
upstream oil and gas, LNG and gas-to-liquids, petrochemical,
chemicals, power, pharmaceuticals, biotechnology and healthcare
industries.  The corporation is based in Hamilton, Bermuda, and
its operational headquarters are in Clinton, New Jersey.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Standard & Poor's Ratings Services revised its
outlook on Foster Wheeler Ltd. to positive from stable.  At the
same time, S&P affirmed its 'BB' corporate credit rating on the
company.  The company reported total debt of approximately
US$150 million at Sept. 30, 2007.


PINNACLE REINSURANCE: Proofs of Claim Deadline Is April 11
----------------------------------------------------------
Pinnacle Reinsurance Company Limited's creditors are given
until April 11, 2008, to prove their claims to David R. Whiting,
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.

Pinnacle Reinsurance's shareholders agreed on March 13, 2008,
to place the company into voluntary liquidation under Bermuda's
Companies Act 1981.

The liquidator can be reached at:

      David R. Whiting
      c/o Mello Jones & Martin
      Thistle House, 4 Burnaby Street
      Hamilton, Bermuda



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


ABITIBIBOWATER INC: Weak Liquidity Cues Moody's to Junk Rating
--------------------------------------------------------------
Moody's Investors Service downgraded the corporate family
ratings of AbitibiBowater Inc.'s subsidiaries Abitibi-
Consolidated Inc. and Bowater Incorporated to Caa1 from B2.

The rating action results from AbitibiBowater's deteriorating
liquidity profile, the anticipated challenges associated with
the company's recently announced US$1.4 billion refinancing plan
and weakened credit protection measures.  At the same time,
Moody's downgraded the probability-of-default rating of Abitibi
to Caa3 from B2 and the probability-of-default rating of Bowater
to Caa1 from B2.  Moody's assigned a B1 rating to the new
US$415 million secured notes due 2011 at Abitibi and downgraded
the senior unsecured ratings for bonds and debentures issued by
Abitibi and Bowater to Caa2 from B3.  In addition, Abitibi's and
Bowater's speculative grade liquidity ratings were downgraded to
SGL-4 and SGL-3 respectively from SGL-2.  The rating outlooks
for Abitibi and Bowater are negative.

The ratings of Abitibi reflect the company's weakened liquidity
profile and the anticipated challenges of completing the
company's recently announced exchange offer whereby the company
has offered to exchange the 6.95% notes of Abitibi due April 1,
2008, the 5.25% Notes of Abitibi-Consolidated Company of Canada
due June 20, 2008, and the 7.875% notes of Abitibi due Aug. 1,
2009 (the affected notes) in a private placement for a
combination of cash and new 15% notes due 2010 to be issued by
Abitibi-Consolidated Company of Canada.  Moody's considers the
exchange offer to be occurring under distressed circumstances
and upon the completion of the exchange, would downgrade
Abitibi's probability-of-default rating on the affected notes to
LD from Caa3 reflecting a limited default.

The ratings of Abitibi and Bowater also reflect their weak
operating performance, negative free cash flow and high debt
levels from past debt-financed acquisitions.  The ratings
incorporate declining demand for newsprint, deteriorating
markets for their sawmill operations, rising input costs
(especially in eastern Canada), the strong Canadian dollar, and
a weakened liquidity profile.  Positive factors that support the
ratings include AbitibiBowater's large scale as the largest
newsprint producer in the world, which provides flexibility to
reduce costs, the potential to realize a large portion of the
US$375 million of identified synergies, and cost-competitive
operations.  It is noted that even as newsprint consumption
continues to decline in 2008 owing to rising substitution by
electronic media and the slowing US economy, the newsprint
capacity reductions by AbitibiBowater and its competitors should
provide support to the price increases implemented in the first
quarter of 2008.  Some improvement in cash flow generation
should be observed as the effects of price increases work their
way through the company's results.

The speculative grade liquidity ratings for Abitibi and Bowater
result from minimal availability under each company's respective
credit facilities, and expectations that cash flow will be
slightly negative to neutral over the next four quarter SGL time
horizon.  The weaker SGL rating for Abitibi reflects the
scheduled debt maturity of US$346 million in the next quarter
and the limited cash and credit availability of approximately
US$100 million.  The SGL ratings also incorporate the
expectation that financial covenant compliance may become a
problem should the company prove unsuccessful in extending an
expiring waiver or financial performance fails to improve
materially in the next few quarters.  Moody's believes that
AbitibiBowater has some alternative liquidity potential with the
ability to sell certain non-core assets including the company's
hydro assets, timberlands and operating assets in the UK and
South Korea.  In addition, the company expects to receive
approximately US$160 million in cash proceeds in the second
quarter of this year from the recent sale of the Snowflake,
Arizona newsprint mill to Catalyst Paper Corporation.

The negative outlook reflects the potential for further downward
ratings adjustment should the refinancing plan fail to be
completed in the amounts and in the timeframe required to
address Abitibi's debt maturities.  The negative rating outlook
also reflects expectations that AbitibiBowater's liquidity
profile will be at risk should declining newsprint demand, the
strong Canadian dollar and rising input costs offset the
expected improved financial results from the newsprint price
increases implemented since November 2007.

Downgrades:

Issuer: Abitibi-Consolidated Company of Canada

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2,
     LGD4-62% from B3, LGD4-57%

  -- Senior Unsecured Shelf, Downgraded to (P)Caa2 from (P)B3

Issuer: Abitibi-Consolidated Finance L.P.

  -- Multiple Seniority Shelf, Downgraded to (P)Caa2 from (P)B3

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2,
     LGD4-62% from B3, LGD4-57%

Issuer: Abitibi-Consolidated Inc.

  -- Probability of Default Rating, Downgraded to Caa3 from B2

  -- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
     SGL-2

  -- Corporate Family Rating, Downgraded to Caa1 from B2

  -- Multiple Seniority Shelf, Downgraded to (P)Caa2 from (P)B3

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2,
     LGD 4-62% from B3, LGD4-57%

Issuer: Bowater Canada Finance Corp.

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2,
     LGD4-61% from B3, LGD4-60%

Issuer: Bowater Incorporated

  -- Probability of Default Rating, Downgraded to Caa1 from B2

  -- Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
     SGL-2

  -- Corporate Family Rating, Downgraded to Caa1 from B2

  -- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2,
     LGD4-61% from B3, LGD4-60%

Issuer: Maine Finance Authority

  -- Senior Unsecured Revenue Bonds, Downgraded to Caa2, LGD4-61%
     from B3, LGD4-60%

Issuer: McMinn (County of) TN, I.D.B.

  -- Senior Unsecured Revenue Bonds, Downgraded to Caa2, LGD4-61%
     from B3,LGD4-60%

Issuer: York (County of) SC

  -- Senior Unsecured Revenue Bonds, Downgraded to Caa2, LGD4-61%
     from B3,LGD4-60%

Assignments:

Issuer: Abitibi-Consolidated Company of Canada

  -- Senior Secured Regular Bond/Debenture, Assigned B1, LGD1-08%

Outlook Actions:

Issuer: Abitibi-Consolidated Company of Canada

  -- Outlook, Changed To Negative From Developing

Issuer: Abitibi-Consolidated Finance L.P.

  -- Outlook, Changed To Negative From Developing

Issuer: Abitibi-Consolidated Inc.

  -- Outlook, Changed To Negative From Developing

Issuer: Bowater Canada Finance Corp.

  -- Outlook, Changed To Negative From Developing

Issuer: Bowater Incorporated

  -- Outlook, Changed To Negative From Developing

Headquartered in Montreal, Canada, AbitibiBowater Inc.
(NYSE:ABH) -- http://www.abitibibowater.com/-- was formed as a
result of the combination of Abitibi-Consolidated Inc. and
Bowater Incorporated.   Pursuant to the transaction, Abitibi-
Consolidated Inc. and Bowater Incorporated became subsidiaries
of AbitibiBowater.  The company produces a range of forest
products marketed in more than 80 countries around the world.
The company's customers include many publishers, commercial
printers, retailers, consumer products companies and building
supply outlets.  AbitibiBowater is also a recycler of newspapers
and magazines.  The company owns or operates 32 pulp and paper
mills and 35 wood products facilities in North America and
offshore.  The company manages its business in five segments:
coated papers, specialty papers, newsprint, market pulp and
lumber.  The company has operations in Brazil.


AMERICAN AIRLINES: Fitch Holds Ratings on US$42 Mln Notes at 'B'
----------------------------------------------------------------
Fitch Ratings has affirmed the ratings of American Airlines,
Inc. Class A & B secured notes due 2009, as:

   -- US$180,457,000 7.25% class A at 'BBB-';
   -- US$42,031,000 9.00% class B at 'B'.

Fitch's affirmation on the class A notes primarily reflects the
value of the spare parts securing the notes, which has remained
consistent since close; the availability of Section 1110 of the
U.S. Bankruptcy Code; AA's credit quality; and the liquidity
facilities for the class A notes only, which provide four
successive semi-annual interest payments at the existing fixed
interest rate.  Fitch's rating on the class B notes primarily
reflects AA's credit quality and the steady value of the spare
parts.

The notes are structured similar to enhanced equipment trust
certificates.  EETC's are hybrid corporate-structured debt
obligations in which payment on the notes is effectively
supported by the underlying corporate entity, while structured
elements of the transaction provide protection to investors in
the event of issuer default.  As such, Fitch's ratings on EETC
transactions begin with the underlying Issuer Default Rating of
the issuing entity and are adjusted upward depending on the
structural enhancements in place.

The notes are backed by a pool of spare parts for aircraft and
engine spare parts currently owned by AA.  The majority of the
spare parts are comprised of rotables and limited life spare
parts, and expendable spare parts, all for use on the following
types of in-service aircraft utilized by AA: Boeing model 737-
800s, 757-200s, 767-200s, 767-300s, or 777-200s, and McDonnell
Douglas MD-80 aircraft, or on any engine or spare part utilized
on any such aircraft.  The spare parts notes have a security
interest in all of the aircraft spare parts financed.

Based in Fort Worth, Texas, American Airlines Inc., a wholly
owned subsidiary of AMR Corp., operates the largest scheduled
passenger airline in the world with service throughout North
America, the Caribbean, Latin America, Europe and Asia.  The
airline flies to Belgium, Brazil, Japan, among others.


BANCO NACIONAL: Board Okays BRL48.5 Mil. Loan to Petroquimica
-------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social's board of
directors has approved a BRL48.5-million financing to
Petroquimica Uniao S/A (PQU), a company located in Santo Andre
and Maua (State of Sao Paulo), for the modernization and
expansion of its productive capacity.

BNDES's share is equivalent to 77% of the total project amount,
which is budgeted in BRL62.9 million.  At the construction
phase, the generation of 3 thousand direct and indirect jobs is
forecast, 30 direct jobs in the petrochemical center and 6.5
thousand jobs in the productive chain.  The project is directed
towards the installation of a flare - a torch that illuminates
continuously and that is part of PQU's piping safety system -
enclosed type, which means a modernization of the system for
reducing the unit's smoke emission.  Besides this, the
innovation will be responsible for the production of 220 cubic
meters per hour of demineralized water.  The project will also
recover the already existing boilers, in order to increase the
capacity of generation and elevation steam temperature.

The project is also directed towards social investments
amounting to BRL6.9 million and, out of this total, BRL4.5
million have been financed by BNDES.

                           Expansion

The new flare will increase the gas burning capacity in 100 tons
per hour, without smoke emission, which will jump from 505 tons
per hour to 605 tons per hour.  The enclosed flare will function
in parallel with the (elevated) Stack Flare which currently has
a burning capacity of 700 tons per hour; however, out of this
total, 15% only, that is, 105 tons per hour do not originate
smoke.

The new unit of demineralized water will process the additional
consumption of water and minimize the generation of residues.

Petroquimica Uniao S/A is part of Unipar Group and is the
Brazil's first basic petrochemical center.  These products are
used as raw materials by the second petrochemical generation, in
order to produce compounds such as polyethylene, polypropylene,
styrene and cumene, which in turn are transformed into inputs
and consumer goods such as plastic, resin, fibers, detergents
and inks by third-generation chemical industries.

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

                           *     *     *

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


DELPHI CORP: Court Allows Probe on Alleged Improper Trading
-----------------------------------------------------------
Delphi Corp. and its debtor-affiliates sought and obtained
authority from the U.S. Bankruptcy Court for the Southern
District of New York to issue subpoenas, pursuant to Rule 2004
of the Federal Rules of Bankruptcy Procedure, directing
expedited oral examinations of, and production of documents by,
the Debtors' plan investors.

The Debtors are working to consummate their confirmed First
Amended Joint Plan of Reorganization, which is premised upon
consummation of the New Equity Purchase and Commitment Agreement
between the Debtors and seven main Plan Investors:

   * A-D Acquisition Holdings, LLC, and
     Appaloosa Management, L.P.

   * Harbinger Del-Auto Investment Company, Ltd.,
     Harbinger Capital Partners Special Situations GP, LLC, and
     Harbinger Capital Partners Master Fund I, Ltd.

   * Dolce Investments LLC and Cerberus Capital Management L.P.

   * Merrill Lynch, Pierce, Fenner & Smith Inc.

   * UBS Securities LLC and UBS AG

   * Goldman, Sachs & Co.

   * Pardus DPH Holding LLC, Pardus Capital Management L.P.,
     Pardus Special Opportunities Master Fund L.P., and
     Pardus Capital Management LLC

Pursuant to the New EPCA, the Plan Investors have agreed to
invest up to US$2,550,000,000 of equity financing in reorganized
Delphi Corp.  The Plan Investors may transfer and assign certain
of their rights and obligations under the New EPCA to additional
investors.

Albert Togut, Esq., at Togut, Segal & Segal LLP, in New York,
informs the Court that Delphi recently received information from
a stakeholder who "alleged direct knowledge of inappropriate
conduct relating to at least one Investor involved with the
Debtors' efforts to consummate the Plan."

The unnamed Stakeholder's information, Mr. Togut says, included
allegations that:

   (1) one or more Investors may have been trading in or shorting
       one or more of Delphi's outstanding public securities;

   (2) the Trading Investors may currently have material
       unrealized or realized gains on the Illegal Investments;
       and

   (3) the Trading Investors may have communicated with
       Appaloosa, the Debtors' Lead Plan Investor, or Appaloosa's
       representatives concerning scenarios or courses of conduct
       pursuant to which the New EPCA will not be consummated or
       funded to the detriment of the Debtors and their
       stakeholders.

The Debtors have no information that trading activity occurred
with the use of material non-public information or that
Appaloosa participated in the conduct, Mr. Togut relates.

Based on the Debtors' investigation to date, which is in a
preliminary stage and remains substantially incomplete, at least
six Investors have either acknowledged some short-selling
activity or have refused to cooperate with the investigation.
An Investor identified by the Stakeholder is included within
that group, Mr. Togut notes.

The Debtors subsequently wrote to each Investor to request
information concerning their activities.  Although most
Investors cooperated to some degree with the Debtors'
investigation, many did not provide complete information, and
some Investors refused to cooperate at all.  Moreover, many of
the Investors objected to providing documents and information
because the Debtors do not have formal Court authorization for
their inquiries.

None of the Lead Plan Investors refused to cooperate with the
Debtors' investigation or acknowledged significant short-selling
activity for their own account except pursuant to an asserted
contractual waiver and behind an ethical wall.

The Debtors believe that they are unlikely to obtain the
information they need through voluntary cooperation.

Judge Drain permits the Debtors to issue subpoenas requiring
each Investor to:

   (a) produce documents concerning their investigation within at
       least three business days after the date on which an
       Investor is served with the subpoena; and

   (b) appear for oral examination under oath within at least two
       business days after the date on which an Investor is
       served with the subpoena.

                  Debtors Can File Docs Under Seal

Judge Drain also permitted the Debtors to file documents
relating to the implementation of the Court's Order under seal
if they disclose the name of any Investor.

The Court's Order is without prejudice to the Debtors' right to
seek additional documents, information and testimony from the
Investors or other parties-in-interest concerning their
investigation, Judge Drain says.

To the extent that any Investor's conduct delays, makes
difficult, or interferes with consummation of the Plan in
violation of the Investors' contractual or fiduciary duties or
duties of good faith, it relates directly to the property,
liabilities and financial condition of the Debtors and plainly
may affect the administration of the Debtors' estates, Mr. Togut
points out.  The Debtors, according to him, are not abusing or
harassing the Investors.  "[T]he Debtors filed this Application
reluctantly, and only after determining that the Investors'
voluntary cooperation would not suffice to provide the Debtors
with the information they need and requested."

"[I]f an Investor lacks documents or information concerning
inappropriate or apparently inappropriate conduct by itself or
another Investor, responding to a subpoena from the Debtors
should not be burdensome," Mr. Togut asserts.

                      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 confirmed the Debtors' First Amended Plan on
Jan. 25, 2008.

(Delphi Bankruptcy News, Issue No. 119; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 18, 2008, Standard & Poor's Ratings Services still expects
to assign a 'B' corporate credit rating to Delphi Corp. if the
company emerges from bankruptcy in early April.

S&P has revised its expected issue-level ratings because
changes to the structure of the proposed financings have
affected relative recovery prospects among the various term
loans.  S&P's expected ratings are:

  -- The US$1.7 billion "first out" first-lien term loan B-1 is
     expected to be rated 'BB-' (two notches higher than the
     expected corporate credit rating on Delphi), with a '1'
     recovery rating, indicating the expectation of very high
     (90%-100%) recovery in the event of payment default.

  -- The US$2 billion "second out" first-lien term loan B-2 is
     expected to be rated 'B' (equal to the corporate credit
     rating), with a '4' recovery rating, indicating the
     expectation of average (30%-50%) recovery in the event of
     payment default.

  -- The US$825 million second-lien term loan is expected to be
     rated 'B-' (one notch lower than the corporate credit
     rating), with a '5' recovery rating, indicating the
     expectation of modest (10%-30%) recovery in the event of
     payment default.

As reported in the Troubled Company Reporter-Latin America on
Jan. 16, 2008, Moody's Investors Service assigned ratings to
Delphi Corporation for the company's financing for emergence
from Chapter 11 bankruptcy protection as: Corporate Family
Rating of (P)B2; US$3.7 billion of first lien term loans,
(P)Ba3; and US$0.825 billion of 2nd lien term debt, (P)B3.  In
addition, a Speculative Grade Liquidity rating of SGL-2
representing good liquidity was assigned.  The outlook is
stable.


ENERGISA SA: Fitch Affirms BB- Local Curr. Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has assigned a Long-term National Scale Rating of
'A(bra)' to Brazil's Energisa S.A.'s BRL150 million six-year
third issuance of debentures.  The proceeds from the issuance
will be used to prepay Energisa's first issuance of commercial
paper.

Energisa is currently rated as:

    -- Local Currency Issuer Default Rating 'BB-';
    -- Foreign Currency IDRs 'BB-'.
    -- Long-term National Scale Rating of 'A(bra)'.

The Rating Outlook is Stable for the corporate ratings.

The rating is supported by the consolidated credit profile of
Group Energisa, with moderate leverage and an adequate debt
profile in relation to the expected operating cash flow
generation.  Energisa holds five electrical power distribution
companies in its portfolio, with Empresa Energetica de Sergipe
and Sociedade Anonima de Eletrificacao da Paraiba contributing
approximately 67% to the consolidated EBITDA in 2007.  The
rating also takes into account that the main subsidiaries of the
group operate in a regulated and monopolistic electric energy
market, with a diversified and growing client base.  Regulatory
and hydrology risks were considered as factors constraining the
rating.

Consolidated energy consumption in the five distribution
companies' markets has been increasing consistently, growing
4.5% in comparison to 2006 and 2007.  Increased consumption and
tariff readjustments have resulted in the highest consolidated
EBITDA and the highest margin since 2002.  In 2007, EBITDA
reached BRL552 million, with a 14% increase versus 2006, and
margin was 34%.  Group companies' results should continue to
reflect a likely improvement in Brazil's economic environment.
Group Energisa's major challenge for 2008 and 2009 should be the
tariff review process for all of its distribution companies.  A
tariff reduction is expected, which could moderately affect the
group's operational cash generation.

Group Energisa has been efficient in its strategy to reduce its
financing cost and lengthen its debt average maturities.  The
average nominal financing cost was reduced to 11.3% per year at
the end of 2007 from 14.1% per year in December 2006, while
average maturities reached 5.9 years from 3.7 years.  In
addition, the group has been using the increased operating cash
generation and funds from asset sales to reduce its debt and
financial leverage.  Asset sales totaled BRL545 million in 2007,
with proceeds of BRL467 million and the transfer of BRL60
million of debt during the year.  The remaining cash of BRL18
million was received after December 2007.  The group's total
adjusted debt was reduced moderately by 7% (BRL127 million) to
BRL1.7 billion in December 2007, from BRL1.8 billion in December
2006, with a cash increase of BRL439 million that reached BRL608
million at the end of 2007.  In addition, it is expected to sell
its pay TV assets in the first half of 2008 for BRL7 million.

As of the end of 2007, the total adjusted debt/EBITDA ratio
decreased to 3.1 times, from 3.8 in 2006, consistent with the
rating category and Fitch's expectations.  The high cash volumes
at the end of 2007 and the strategy to improve debt profile
should continue to benefit the consolidated group's credit
protection measures.  The expectation is that debt can be
reduced through the existing liquidity and that total adjusted
debt/EBITDA ratio would be close to 2.5 at the end of 2008 and
remain at this level for the medium term.

Although regulatory risk remains an ongoing credit concern, the
current electric industry model is generally positive and, in
Fitch's view should support growth and stability in the sector.
The regulatory framework requires distributors to sign long-term
contracts with the generators to cover future electricity
demand, and the new electric power industry model ensures total
transfer of their non-manageable costs via tariffs.  The
systemic risk of an imbalance between energy supply and demand
in the next years is manageable.  This may grow if the market
eventually records higher growth rates, associated with
hydrologic and gas supply restrictions.

Energisa SA -- http://www.energisa.com.br/-- is a holding
company that controls the electric energy distributors Sociedade
Anonima de Eletrificacao da Paraiba (Saelpa), Empresa Energetica
de Sergipe (Energipe), Companhia Forca e Luz Cataguazes-
Leopoldina, Companhia Energetica da Borborema, and Companhia de
Eletricidade de Nova Friburgo.  The group serves approximately
two million clients and has distributed 7,278 gigawatt hours in
2007 in the states of Paraiba, Sergipe, Minas Gerais, and Rio de
Janeiro.  The group's energy generation installed capacity is
insignificant.  The group's controlling shareholder is the
Botelho family.


MILACRON INC: Inks EUR27 Million Credit Pact With Lloyds TSB
------------------------------------------------------------
Milacron Inc. has signed a five-year, asset-based revolving
credit program through which Lloyds TSB Group plc will provide
as much as EUR27 million of aggregate financing to certain
Milacron operations in Europe for working capital purposes.

"This new ABL (asset based lending) program will allow us to
replace some shorter-term credit commitments while providing
incremental financing for our global working capital needs,
including meeting our pension funding obligations," said Ross A.
Anderson, Milacron senior vice president and chief financial
officer.  "Because of the substantial inter-company indebtedness
created by our U.S. refinancing of European bonds in 2004, we
will be able to apply the proceeds to these obligations in a
tax-efficient manner," he added.

"We are delighted to provide this new facility to Milacron
across their major operating areas in Western Europe," said
Martin Ward, International Development Director, Lloyds TSB
Commercial Finance.  "Once again we are seeing the relevance of
ABL facilities to growing multinational companies throughout
Europe, and this deal reconfirms the logic of us building Lloyds
TSB's International footprint in the ABL sector through our
Commercial Finance operations."

The credit program consists of two parts: asset-secured loans to
Milacron subsidiaries in Germany, Holland and Belgium and an
accounts receivable factoring facility between Milacron's German
operations and Lloyds TSB Commerce Finance. Based on current
asset levels, total borrowing and factoring capacity under the
new program when fully operational is expected to exceed EUR20
million.  Principal terms of the program are being filed with
the U.S. Securities and Exchange Commission.

                         About Lloyds TSB

Lloyds TSB Commercial Finance is part of the Lloyds TSB Group.
Its services can meet the needs of businesses ranging from
start-up through to major global PLCs.  Its approach to asset
backed lending (ABL) means that customers benefit from a far
more tailored approach to finance, where different elements of
ABL can be added to the funding mix according to the needs and
lifestage of the individual business.  Asset backed lending
offers a flexible and secure way for businesses to raise the
finance they need for expansion, growth, MBOs, MBIs and other
opportunities, against assets such as the debt book, stock,
plant and machinery and property.

                         About Milacron

Headquartered in Cincinnati, Ohio, Milacron Inc. --
http://www.milacron.com/-- is a global manufacturer and
supplier of plastics-processing equipment and related supplies.
Milacron is also one of the largest global manufacturers of
synthetic water-based industrial fluids used in metalworking
applications.  The company has major manufacturing facilities in
Brazil, North America, Europe, and Asia.

As of Dec. 31, 2007, the company's balance sheet showed total
assets of US$592.9 million and total liabilities of
US$644 million, resulting in a US$51.1 million stockholders'
deficit.  Deficit, at Dec. 31, 2006, was US$21.3 million.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 27, 2007, Moody's Investors Service lowered the ratings of
Milacron Inc. Corporate Family, to Caa2 from Caa1; Probability
of Default, to Caa2 from Caa1; and senior secured notes, to Caa2
from Caa1.  The lowered ratings reflect the company's weak
credit metrics and ongoing cash flow pressures.


PROPEX INC: Board Names Woody McGee as New President and CEO
------------------------------------------------------------
The board of directors of Propex Inc. appointed Woody McGee as
the interim President and Chief Executive Officer of the
company, effective March 17, 2008.

Mr. McGee is a seasoned executive consultant with Cerberus
Capital Management, L.P. and has extensive experience in
executive management and the restructuring of companies in a
wide variety of industries domestically and internationally.
Mr. McGee's most recent assignment was helping Global Home
Products, a US$550 million consumer products manufacturer and
importer, successfully emerge from Chapter 11.  Prior to Mr.
McGee's relationship with Cerberus Capital Management, L.P. his
career spanned 30 years with Litton Industries Inc. and Telxon
Corporation.

"I am truly excited to be joining Propex at this challenging
time," Mr. McGee, president and CEO said.  "My focus will be to
work with the entire Propex team to best position the company to
grow and prosper in the current marketplace while getting ready
to capitalize on our future beyond Chapter 11."

Mr. McGee replaces Joseph F. Dana who is retiring after more
than 20 years of dedicated service to the Propex and Synthetic
Industries families.  "Joe's vision, commitment and team
building philosophy have helped guide Propex for many years,"
Billy Oehmig, a representative of the board of directors, said.
"At the wishes of the board, Joe has agreed to continue to
provide the Company with advice and counsel. We extend our most
heartfelt thanks, and wish him and his wife Tammy the best in
the years to come."

The company will provide updates regarding ongoing operations
plans as they become available.

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.  The Debtors' exclusive period to
file a plan of reorganization expires on May 17, 2008.

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


UAL CORPORATION: Continental Airlines Is First Choice for Merger
----------------------------------------------------------------
United Air Lines Inc. would pursue a consolidation with
Continental Airlines Inc. if given the go-ahead, to create the
airline industry's biggest carrier, United Press International
reports.

Stephen Canale, a union representative on United Airlines' board
of directors, said that Continental is "without question" the
first choice for a United merger, UPI said.

A possible merger between Delta Airlines and Northwest Airlines
Corp., currently under consideration, would incite a United-
Continental tie-up, according to UPI.  However, as widely
reported, talks between Delta and Northwest stalled last week as
the two carriers' pilots disagree on how seniority issues would
be addressed.

If Northwest merged with another airline it would relinquish its
"golden share," which amounts to veto power over any merger
Continental wants to pursue, UPI notes.

A deal with Continental is "a great fit business-wise and
internationally. There's no two ways about that," UPI quotes
Glenn Tilton, United's chief executive officer, as saying.

                   Teamsters Union Speaks Out

The Teamsters union said it will oppose a merger between United
Airlines and Continental Airlines unless the deal benefits
workers at both airlines.

The Teamsters union represents 3,800 active airline mechanics at
Continental Airlines.  There are 9,300 mechanics at United now
voting on whether to switch their representation to the
Teamsters from the Airline Mechanics Fraternal Association.

"Most airline mergers are bad for passengers, bad for workers
and good for top management," said Teamsters General President
Jim Hoffa.  "United has a track record of giving outrageous
salaries to top executives while workers suffer.  A merger would
probably bring more of the same."

         Union Coalition and AMFA Criticize UAL Management

As a member of the Union Coalition at United Airlines, AMFA
fully supports this position of the coalition: United Airlines
will not merge with another carrier unless we -- the Union
Coalition at United Airlines and AMFA -- say it will merge.

It is that simple, the AMFA said in a statement.

"Unionized employees have earned our place at the consolidation
table.  We not only endured the painful initial shock resulting
from the attacks of September 11 but also suffered the layoffs
and cutbacks that followed.  The management of United Airlines
took the mechanics and all other employees through the
humiliation of a bankruptcy and extracted billions of dollars in
wages, retirements, and work rules that destroyed careers,
families, and lives," said the statement.

In repayment for this suffering, the management team of United
helped themselves to millions of dollars in stock options,
bonuses, pay raises, and dividends with little consideration of
its employees or customers.

United Airlines owes its existence today to the sacrifices made
by employees during UAL's record time in bankruptcy.  UAL will
not merge with another carrier unless it fully and completely
restores it employees to their previous position as industry
leaders in wages, benefits and work rules.

"What UAL has to look forward to is a complete and total denial
of cooperation should it decide to barrel ahead with any merger
plans that do not take its employees back to the period when we
rightfully earned top pay and benefits for being a top airline",
the Local Presidents of AMFA at United Airlines disclosed in a
joint statement.

"It is now our turn to have a say in the future and direction of
our airline.  United must come to terms with its employees if it
expects cooperation in any consolidation or merger action.  The
mechanic and related employees at United Airlines have had
enough of the thievery at the expense of its employees and of
management's lack of permanent interest in the company they
pretend to serve.  United must also keep in mind that before any
merger could ever be considered by AMFA-represented employees,
the company must come to terms with its US$600 million and
growing liability due to its ongoing outsourcing violation
involving our contract."

AMFA represents over 9,400 active and furloughed mechanics and
related employees at UAL, and belongs to the 30,000-member UAL
Labor Collation.

                     United Increases Fares

After oil prices surged to US$111 per barrel, United increased
its round-trip fares by as much as US$50 round-trip, effective
March 13, 2008, reports Adam Schreck of The Associated Press.

United spokeswoman Robin Urbanski explained that the increased
fares are based on the length of a given trip, says AP.  Trips
of under 500 miles will cost travelers US$4 to US$10 more round-
trip, while trips of more than 1,500 miles are now US$12 to
US$50.

Carriers have tried to push more of their fuel costs onto
consumers, AP notes.  However, stiff competition from low-cost
airlines like Southwest Airlines Co. and JetBlue Airways Corp.
means other carriers have rolled back their increased rates,
after competing airlines failed to follow suit.

"Fuel is our highest expense. The cost of it clearly continues
to rise," AP quotes Ms. Urbanski, as saying.  "We must be able
to pass along these costs just like other businesses do."

                   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 2,900 daily departures throughout the Americas, Europe and
Asia, serving 144 domestic and 139 international destinations.
More than 500 additional points are served via SkyTeam alliance
airlines.  With more than 45,000 employees, Continental has hubs
serving New York, Houston, Cleveland and Guam, and together with
Continental Express, carries approximately 69 million passengers
per year.

                   About Northwest Airlines

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

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

When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts.  On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan.  On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement.  The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan.  The
Plan took effect May 31, 2007.  (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                        About UAL Corp.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.  Judge
Wedoff confirmed the Debtors' Second Amended Plan on
Jan. 20, 2006.  The company emerged from bankruptcy protection
on Feb. 1, 2006.  (United Airlines Bankruptcy News, Issue No.
154 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                        *     *     *

Fitch Ratings, on May 2007, affirmed the Issuer Default Ratings
of UAL Corp. and its principal operating subsidiary United
Airlines Inc. at B-.


UAL CORPORATION: Denies Criminal Allegations of Former Employee
---------------------------------------------------------------
UAL Corporation and its debtor-affiliates dispute the allegation
made by Edward G. Southworth that they violated criminal laws.

Mr. Southworth is a former pilot for United Air Lines, Inc., who
challenges the procedures by which the Debtors disbursed his
pension funds to his ex-wife, Julie A. McKenzie, pursuant to a
Qualified Domestic Relations Order issued by the Court of Common
Pleas, Cuyahoga County, Ohio, Michael B. Slade, Esq., at
Kirkland & Ellis LLP, in Chicago, Illinois, told the Court.

"Mr. Southworth is unhappy that QDRO disbursements from his
Pilot Directed Account Plan zeroed out his account," Mr. Slade
noted.  Mr. Southworth filed a claim against the Debtors based
on their implementation of the QDRO, and their administration of
his PDAP account.

The Debtors did not disburse the funds out of any animosity
toward Mr. Southworth, Mr. Slade pointed out.

Rather, Mr. Slade explained, the Debtors simply acted in
accordance with orders from the Ohio court adjudicating Mr.
Southworth's "contentious" divorce proceedings -- including a
temporary restraining order that Mr. Southworth requested to
prevent disbursement -- and PDAP requirements.

Any delay in disbursement timing was due to Mr. Southworth's
legal maneuvers in his divorce proceeding, and was no fault of
the Debtors, Mr. Slade asserted.

Mr. Southworth entered into a settlement agreement with the
Debtors and Ms. McKenzie, in which he expressly agreed to allow
specific disbursements from his PDAP account to Ms. McKenzie;
hold the Debtors harmless for the disbursements; and waive any
right to sue the Debtors over the disbursements, Mr. Slade told
Judge Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois.

The Pension Board of the PDAP rejected Mr. Southworth's
arguments regarding the administration of his account as
baseless, and determined that the administrator's actions were
in accordance with the PDAP's procedures, the QDRO, and other
applicable law, Mr. Slade notes.

Under the PDAP, the Pension Board has the exclusive power to
hear and determine all disputes arising out of application or
interpretation of the PDAP, or relating to benefits conferred
by or participation in the PDAP, Mr. Slade says.

According to Mr. Slade, the Southworth Claim:

   -- is precluded by the Ohio Court's divorce orders -- which
      the Debtors followed to the letter; and

   -- is barred by Mr. Southworth's agreement not to sue the
      Debtors over disbursements to Ms. McKenzie.

Against this backdrop, the Debtors ask the Court to disallow the
Southworth Claim.

                        About UAL Corp.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.  Judge
Wedoff confirmed the Debtors' Second Amended Plan on
Jan. 20, 2006.  The company emerged from bankruptcy protection
on Feb. 1, 2006.  (United Airlines Bankruptcy News, Issue No.
154 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                        *     *     *

Fitch Ratings, on May 2007, affirmed the Issuer Default Ratings
of UAL Corp. and its principal operating subsidiary United
Airlines Inc. at B-.


UAL CORPORATION: SPCP Group Wants US$1,445,675 Claim Allowed
------------------------------------------------------------
SPCP Group LLC, assignee to Aeropuertos Argentina 2000 SA, asks
the U.S. Bankruptcy Court for the Northern District of Illinois
to allow a US$1,445,675 claim asserted against UAL Corporation
and its debtor-affiliates.

Counsel for Aeropuertos Argentina, Gregory S. Levine, Esq., at
International Venture Partners LLC, in Chicago, Illinois,
relates that the Debtors may have paid the lading charges and
airstation usage charges after a change of Argentine law altered
the then existing convertibility rate of "one peso -- one US
dollar".

However, the change of the general legal framework did not alter
the Debtors' obligation to pay charges in US dollars, Mr. Levine
asserts.

Argentina enacted Convertibility Law No. 23,928 on April 1,
1991, pursuant to which the Central Bank of Argentina was
required to buy or sell U.S. dollars at a rate of one Argentine
peso per one U.S. dollar, and had to maintain a reserve in
foreign currencies, gold and other instruments in an aggregate
amount at least equal to the monetary base.

Convertibility Law No. 23,928 remained in effect until Jan. 6,
2002, when Public Emergency Law No. 25,561 was enacted, ending
over 10 years of U.S. dollar-Argentine peso parity.

During this time, Mr. Levine says, heightened demand for limited
U.S. dollars caused the Argentine peso to trade well above the
rate of one Argentine peso per one U.S. dollar established under
the Convertibility Law, which threatened to impose debtors of US
dollar-denominated debts a serious burden.

In order to mitigate that effect, Public Emergency Law No.
25,561 set forth the "pesification" of US dollar-denominated
debts, implying that said debts could be validly cancelled by
paying for each owed dollar one peso, with periodic adjustments
based on official coefficients and indexes.

Immediately after the enactment of Public Emergency Law No.
25,561, there was a generalized understanding that
"pesification" would not affect certain debts, fundamentally
referring to international trade and travel.

In that context, the Debtors made an extensive interpretation of
emergency "pesification" norms, so it paid in Argentine pesos,
even though they were obligated to pay in US dollars, Mr. Levine
states.

Mr. Levine further notes that the Claim amount initially
asserted by Aeropuertos Argentina should be amended to include
those amounts related to non-regulated income like fees for use
of check-in desks and other expenses.

                        About UAL Corp.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.  Judge
Wedoff confirmed the Debtors' Second Amended Plan on
Jan. 20, 2006.  The company emerged from bankruptcy protection
on Feb. 1, 2006.  (United Airlines Bankruptcy News, Issue No.
154 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                        *     *     *

Fitch Ratings, on May 2007, affirmed the Issuer Default Ratings
of UAL Corp. and its principal operating subsidiary United
Airlines Inc. at B-.



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


ATLANTIS YACHTING: Final Shareholders' Meeting Is on March 26
-------------------------------------------------------------
Atlantis Yachting Ltd. will hold its final shareholders' meeting
on March 26, 2008, at 4500 PGA Blvd., Suite 207, Palm Beach
Gardens, FL 33418 USA.

These matters will be taken up during the meeting:

              1) accounting of the winding-up process; and
              2) determining the manner in which the books,
                 accounts and documentation of the company, and
                 of the liquidator should be disposed of.

Atlantis Yachting's shareholders agreed on Feb. 4, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 North County Holdings Inc.
                 4500 PGA Blvd. Suite 207
                 Palm Beach Gardens, FL 33418
                 USA


GLOBALVEST HEDGE: Proofs of Claim Filing Deadline Is March 25
-------------------------------------------------------------
Globalvest Hedge Fund LP's creditors have until March 25, 2008,
to prove their claims to David A.K. Walker and Lawrence Edwards,
the company's liquidators, or be excluded from receiving any
distribution or payment.

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

Globalvest Hedge's shareholder decided on Dec. 7, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                David A.K. Walker and Lawrence Edwards
                Attn: Skye Quinn
                P.O. Box 258, George Town
                Grand Cayman, Cayman Islands
                Telephone: (345) 914 8678
                Fax: (345) 949 4590


IBEST HOLDING: Sets Final Shareholders' Meeting for March 25
------------------------------------------------------------
Ibest Holding Corporation will hold its final shareholders'
meeting on March 25, 2008, at Brasil Telecom, S.A., SIA/SUL-ASP,
Lote D, Bloco B, Brasilia, DF, Brazil.

These matters will be taken up during the meeting:

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

Ibest Holding's shareholders agreed on Jan. 10, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 Luiz Francisco Tenorio Perrone
                 c/o Maples and Calder
                 Attorneys-at-law
                 P.O. Box 309, George Town
                 Ugland House, South Church Street
                 George Town, Grand Cayman
                 Cayman Islands


INVESTCORP MOODY T5: Proofs of Claim Filing Deadline Is March 26
----------------------------------------------------------------
Investcorp Moody T5 Islamic Financing Limited's creditors have
until March 26, 2008, to prove their claims to Westport Services
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.

Investcorp Moody's shareholder decided on Feb. 19, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Westport Services Ltd.
                Attn: Evania Ebanks
                Paget-Brown Trust Company Ltd.
                Boundary Hall, Cricket Square
                P.O. Box 1111, Grand Cayman KY1-1102
                Cayman Islands
                Telephone: (345)-949-5122
                Fax: (345)-949-7920


LODESTONE COMPANY: Sets Final Shareholders' Meeting for March 26
----------------------------------------------------------------
Lodestone Company Holdings will hold its final shareholders'
meeting on March 26, 2008, at Caledonian House, 69 Dr. Roy's
Drive, George Town, Grand Cayman, Cayman Islands.

These matters will be taken up during the meeting:

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

Lodestone Company's shareholders agreed on Jan. 31, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 Griffin Management Limited
                 Caledonian Trust (Cayman) Limited
                 Caledonian House, P.O. Box 1043
                 Grand Cayman KY1-1102, Cayman Islands


LUMIERE FUND: Proofs of Claim Filing Deadline Is March 27
---------------------------------------------------------
Lumiere Fund Ltd.'s creditors have until March 27, 2008, to
prove their claims to Christian Vasconcellos da Cunha, 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.

Lumiere Fund's shareholder decided on Dec. 31, 2007, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Christian Vasconcellos da Cunha
                3211 Ponce de Leon Blvd, Suite 207
                Coral Gables, FL 33134, USA

Contact for inquiries:

                Bryant Terry
                c/o Ogier
                Queensgate House, South Church Street
                P.O. Box 1234, Grand Cayman KY1-1108
                Cayman Islands
                Telephone: (345) 949 9876
                Fax: (345) 949 1987


MARUBENI JPS: Sets Final Shareholders' Meeting for March 25
-----------------------------------------------------------
Marubeni JPS (Cayman Islands) Finance Ltd. will hold its final
shareholders' meeting on March 25, 2008, at 10:30 a.m. on the
3rd Floor of Queensgate House, 113 South Church Street, Grand
Cayman, Cayman Islands.

These matters will be taken up during the meeting:

              1) accounting of the winding-up process; and
              2) authorizing the liquidator of the company 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.

Marubeni JPS' shareholders agreed on Feb. 7, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                 OGIER
                 Attn: Bryant Terry
                 Queensgate House, 3rd Floor
                 113 South Church Street, Grand Cayman
                 Cayman Islands
                 Telephone: (345) 949 9876
                 Fax: (345) 949 1987


MERIDIAN REAL: Will Hold Final Shareholders' Meeting on March 27
----------------------------------------------------------------
Meridian Real Estate Investment Company will hold its final
shareholders' meeting on March 27, 2008, to vote on the approval
of the final accounts of the company and the procedures
necessary to finalize the liquidation process.

Meridian Real's shareholders agreed on Jan. 21, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Mutasem H. Al-Shihabi
                 Mustafa Bohamad
                 Anwar Al Ghanim
                 Jamil Sultan
                 Ghazi Milhem
                 c/o Maples Corporate Services Ltd.
                 P.O. Box 309, Ugland House
                 Grand Cayman KY1-1104, Cayman Islands


MERIDIAN REAL ESTATE: Final Shareholders' Meeting Is on March 27
----------------------------------------------------------------
Meridian Real Estate Finance Company will hold its final
shareholders' meeting on March 27, 2008, to vote on the approval
of the final accounts of the company and the procedures
necessary to finalize the liquidation process.

Meridian Real's shareholders agreed on Jan. 21, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Mutasem H. Al-Shihabi
                 Mustafa Bohamad
                 Anwar Al Ghanim
                 Jamil Sultan
                 Ghazi Milhem
                 c/o Maples Corporate Services Ltd.
                 P.O. Box 309, Ugland House
                 Grand Cayman KY1-1104, Cayman Islands



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


METHANEX CORP: Argentina Increases Natural Gas Export Duty
----------------------------------------------------------
Methanex Corporation has disclosed that the Argentine Government
has increased the natural gas export duty from 45% to 100% of
the highest contracted import price of natural gas into
Argentina.  Currently, it is expected that this would represent
an export duty of approximately US$7/mmbtu.  The company's gas
contracts provide that the gas suppliers must pay any duties
levied by the government of Argentina.  Methanex has not
received official notification that gas supply would be restored
to its plants.

Methanex's Latin America Senior Vice President, Paul Schiodtz,
commented, "We are disappointed in the way the export duties
were implemented as we believe it did not take into
consideration the impact on the economy of southern Chile.  We
have been operating our plants at only 30% capacity since June
2007 as a result of the curtailments of natural gas exports from
Argentina.  In addition, there is no excess pipeline capacity
available to transport the gas from southern Argentina to the
most populated regions of that country.  Given the announcement
of increased duties, we do not expect to change the operating
rate of our plants."

Mr. Schiodtz added, "As we have stated previously, our long term
strategy is to source more gas supply from Chile.  In that
context, we expect new exploration projects in the Magallanes
Region of Chile by ENAP and other international oil and gas
companies will continue to be developed with a sense of
urgency."

                   About Methanex Corporation

Vancouver-based Methanex Corp. (Toronto: MX) (NASDAQGM: MEOH) --
http://www.methanex.com/-- is a publicly-traded company engaged
in the production, distribution, and marketing of methanol.  The
company's stock also trate on foreign securities market of the
Santiago Stock Exchange in Chile under the trading symbol
"Methanex."

                         *     *     *

Moody's Investor Services' credit ratings for the company's
unsecured notes at Sept. 30, 2007, is Ba1.  Moody's said the
outlook is stable.


METHANEX CORP: Cuts Chile Work Force by 15%
-------------------------------------------
Methanex Corp. has laid off 15 percent of its Chilean workers
after cuts in natural gas supplies from Argentina hindered its
ability to operate, Reuters reports.

Methanex, since June last year, has not received natural gas
from Argentine providers, forcing it to halt operations to about
30 percent capacity in Chile, the report adds.

Citing Paul Schiodtz, senior vice president of Methanex for
Latin America, Reuters relates that the company has been forced
to restructure its Chile operations after nine months without
gas from its providers in Argentina and after exhausting all
options to re-establish it.

                   About Methanex Corporation

Vancouver-based Methanex Corp. (Toronto: MX) (NASDAQGM: MEOH) --
http://www.methanex.com/-- is a publicly-traded company engaged
in the production, distribution, and marketing of methanol.  The
company's stock also trate on foreign securities market of the
Santiago Stock Exchange in Chile under the trading symbol
"Methanex."

                         *     *     *

Moody's Investor Services' credit ratings for the company's
unsecured notes at Sept. 30, 2007, is Ba1.  Moody's said the
outlook is stable.


QUEBECOR WORLD: Can't Timely File Financial Report for 2007
-----------------------------------------------------------
Quebecor World Inc. said that, in view of its filing for
creditor protection in Canada and the United States, it will
delay the release and filing of its consolidated financial
statements, management's discussion and analysis and annual
information form for the year ended Dec. 31, 2007.

Quebecor World expects that it will only be in a position to
release and file its 2007 year-end audited consolidated
financial statements, management's discussion and analysis and
annual information form towards the end of April 2008.

Quebecor World is seeking an amendment to the credit agreement
with its debtor-in-possession (DIP) lenders in connection with
the delay in releasing and filing its 2007 audited financial
statements.  Due to the late filing, Quebecor World is
requesting that the Autorite des Marches Financiers of Quebec
impose a management cease trade order precluding Quebecor
World's directors and officers from trading in Quebecor World's
securities.

Quebecor World intends to provide the information required by
CSA Staff Notice 57-301 and Ontario Securities Commission Policy
57-603, including the issuance of status update reports every
two weeks, for as long as the consolidated financial statements
are not filed.

                      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.  The company has operations
in Mexico, Brazil, Colombia, Chile, Peru, Argentina and the
British Virgin Islands.

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 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008.  The Honorable
Justice Robert Mongeon oversees the CCAA case.  Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case.  Ernst & Young Inc. was appointed as Monitor.

On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. 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
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.

Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns.  The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.

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.

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to May 12, 2008.  (Quebecor World Bankruptcy
News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession.  The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.



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


BANCO DE BOGOTA: Moody's Holds Ba3 Foreign Currency Deposit Rtgs
----------------------------------------------------------------
Moody's Investors Service assigned its long- and short-term
global local currency deposit ratings of A2 and Prime-2,
respectively to Banco de Bogota, S.A.  At the same time, Moody's
affirmed the bank's C- bank financial strength rating.  These
ratings have stable outlooks.  Moody's also affirmed the long-
and short-term foreign currency deposit ratings of Ba3 and Not
Prime, respectively, with a positive outlook, in line with that
of Colombia's country ceiling for foreign currency bank
deposits.

Moody's noted that the bank's ratings reflect Banco de Bogota's
stable financial profile, conservative management, and its
established business franchise as demonstrated by a notable
market share of 13.8% of the system's deposits -- which is the
second largest in Colombia.  The bank has an important retail
and corporate banking presence, and it has proven its ability to
draw benefits from its broad customer and product bases, which
contribute to recurring earnings generation.

Moody's indicates that the local currency deposit rating is the
result of the application of its Joint Default Analysis
methodology, which takes into account the bank's intrinsic
financial strength as well as Moody's assessment of the
probability that a bank's local currency obligations would be
eligible to receive parental or systemic support.

The bank's A2 local currency deposit rating is derived from the
C- bank financial strength rating, which translates into a
Baseline Credit Assessment of Baa2.  The rating benefits from a
three-notch uplift, which reflects the bank's important share in
the deposit market, and Moody's assessment of a very high
probability of systemic support for the bank in case of a
systemic stress situation.

The rating agency noted that the bank is challenged to deal with
the effects of a potentially moderating growth of the Colombian
economy, while preserving earnings and asset quality, in the
context of increasing interest rates and competition.  As the
bank's loan book continues to grow, Banco de Bogota may also
face the need to further strengthen its Tier 1 capital ratio,
which stands at 8%.

These ratings were assigned to Banco de Bogota, S.A.:

    -- Global local currency deposits, long term: A2, stable
       outlook

    -- Global local currency deposits, short term: Prime-2

These ratings were affirmed:

    -- Bank financial strength rating: C-, stable outlook

    -- Foreign currency deposits, long term: Ba3, positive
       outlook

    -- Foreign currency deposits, short term: Not Prime

As of December 2007, the bank reported consolidated total assets
of COP26,857billion.  Banco de Bogota is owned and controlled by
Grupo Aval, Colombia's largest financial conglomerate.

Headquartered in Santa Fe de Bogota, Colombia, Banco de Bogota
-- http://www.bancodebogota.com-- is a private national bank
involved in all activities associated with a commercial banking
institution as regulated by Colombian law.  On a national level,
it also operates through subsidiaries: Corporacion Financiera
Colombiana S.A., an investment bank; Almacenes Generales de
Deposito "Almaviva S.A.", a products supply logistics company;
Sociedad Fiduciaria Bogota "Fidubogota S.A." and Fiduciaria del
Comercio "Fiducomercio S.A.", trust and portfolio investment
companies; Leasing Bogot  S.A., a leasing company; Valores Bogot
S.A., a provider of brokerage services; and Fondos de Pensiones
y Cesantias Porvenir, a pensions and suspensions administrator.
The Bank operates 275 offices, five corporate service centers
and a banking attention center.  The company also has affiliates
in Panama, Nassau, Miami, and New York.


BANCOLOMBIA SA: Acquisition Financing Cues Moody's Pos. Outlook
---------------------------------------------------------------
Moody's Investors Service changed to positive from stable the
outlook on Bancolombia's D bank financial strength rating.  At
the same time, Moody's affirmed the bank's long- and short-term
global local currency deposit ratings of Baa2 and Prime-3,
respectively, and changed the outlook to positive from stable.
Bancolombia's foreign currency deposit rating of Ba3 and FC
subordinated debt rating of Ba1 were also affirmed maintaining a
positive outlook.

The outlook change on Bancolombia's BFSR reflects the bank's
successful completion of the financing of its acquisition of
Banco Agricola of El Salvador, which included a subordinated
debt issuance for US$400 million, an initial public offering
that raised US$480 million, and repayment of its bridge loan.
The bank's Tier 1 capital ratio has been restored to levels of
8%, as of December 2007, which Moody's finds consistent with
that of rated bank peers.  Moody's also noted that the
integration of Banco Agricola appears to be proceeding as
expected.

Moody's noted that, up to this point, no critical changes in
Bancolombia's asset quality or profitability ratios have been
observed after merging Banco Agricola's loan portfolio.
Bancolombia's financial performance overall remains adequate,
however, as the integration evolves, Moody's remains cautious as
to the potential for additional provisions that could hurt
Bancolombia's core earnings.

Moody's views Banco Agricola as enhancing Bancolombia's
franchise because it ensures diversification of both its
geographic coverage and business, with the potential for some
revenue synergies and exchange of best practices.  Management,
however, remains challenged to protect profitability in light of
credit and operating risks that are inherent in a cross border
acquisition.  Moreover, management could face additional risks
related to El Salvador's dollarized economy as well as to a
dynamic competitive environment in Central America.

These rating actions were taken on Bancolombia's ratings:

    -- Bank financial strength rating of D: outlook changed to
       positive from stable

    -- Global local currency deposits, long term: Baa2, outlook
       changed to positive from stable

    -- Global local currency deposits, short term: Prime-3

These ratings were affirmed:

    -- Foreign currency deposits, long term: Ba3, positive
       outlook

    -- Foreign currency deposits, short term: Not Prime

    -- Foreign currency subordinated debt rating, long term: Ba1,
       positive outlook

Bancolombia --http://www.grupobancolombia.com-- is Colombia's
largest full-service financial institution, formed by a merger
of three leading Colombian financial institutions.   As of
December 2007, the bank had consolidated total assets of
COP52,151 billion.  Bancolombia is the only Colombian company
with an ADR level III program in the New York Stock Exchange.


GRAN TIERRA: Output Increases to 1,482 Barrels Per Day in 2007
--------------------------------------------------------------
Gran Tierra Energy's net production increased 109% to 1,482
barrels per day in 2007, compared to 704 barrels per day in
2006, Business News Americas reports.  According to Gran Tierra,
the increase in output is due to the inclusion of a full year of
production from Colombian and Argentine assets.

BNamericas relates that Gran Tierra's output increased to 2,371
barrels per day in the fourth quarter 2007, compared to the same
quarter in 2006.  Gran Tierra received an average of US$58.79
per barrels in 2007, about 30% higher compared to US$45.33 per
barrel in 2006.  The average price of oil sold from Colombia
increased to US$71.28 per barrel from US$51.17 per barrel.  The
price for Argentine oil declined to US$38.76 compared to
US$39.41 in 2006, BNamericas states.

Headquartered in Calgary, Canada, Gran Tierra Energy Inc.
(OTCBB: GTRE.OB) -- http://www.grantierra.com/-- is an
international oil and gas exploration and production company
with substantial interests and prospective properties in
Argentina, Colombia and Peru.

                            *     *     *

In a 10-Q filing dated Nov. 8, 2007 with the U.S. Securities and
Exchange Commission, Gran Tierra Energy Inc.'s management
disclosed that the company's ability to continue as a
going concern is dependent upon obtaining the necessary
financing to acquire, explore and develop oil and natural gas
interests and generate profitable operations from its oil and
natural gas interests in the future.

The company incurred a net loss of US$10,630,571 for the nine
months ended Sept. 30, 2007, and had an accumulated deficit of
US$18,673,955 as at Sept. 30, 2007.  The company expects to
incur substantial expenditures to further its capital investment
programs and the company's existing cash balance and cash flow
from operating activities may not be sufficient to satisfy its
current obligations and meet its capital investment commitments.

To provide financing for Gran Tierra's ongoing operations, the
company said it secured a US$50 million credit facility with
Standard Bank Plc on Feb. 28, 2007, which will provide
additional financing for the company's future operations.  As at
Sept. 30, 2007, the company said it has not drawn-down on this
facility.

The company's intention is to build a portfolio of oil and
natural gas production, development, and exploration
opportunities using the capital raised during 2006, cash
provided by future operating activities and by using the
available credit facility.  However, the company said it may
need to secure additional sources of capital to fund its future
operating activities.



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


PRC LLC: Gets Court Nod on Jenner & Block as Special Counsel
------------------------------------------------------------
PRC LLC and its debtor-affiliates obtained permission from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Jenner & Block LLP, as their special conflicts counsel as
of the Debtors' date of bankruptcy on Jan. 23, 2008.

As conflicts counsel, Jenner & Block is expected to represent
the Debtors on matters that may not be appropriately handled by
Weil Gotshal & Ganges, LLP, the Debtors' primary bankruptcy
counsel.

According to the Debtors, Weil Gotshal is unable to represent
the Debtors in any matters concerning Verizon Communications,
Inc., or its affiliates due to a conflict of interest.

Weil Gotshal currently represents WorldCom, Inc., and its
debtor-affiliates in their Chapter 11 cases, which were
purchased by Verizon Communications in 2005.

The Debtors proposed that Jenner & Block be paid on an hourly
basis and be reimbursed for the expenses it may incur for any
related works undertaken.  The hourly rates of attorneys working
for the firm are:

              Designation         Hourly Rate
              -----------        -------------
              Partners         US$525 - US$1,000
              Associates       US$325 - US$495
              Paralegals       US$220 - US$260

Daniel R. Murray, Esq., at Jenner & Block, in Chicago, Illinois,
assured the Court that his firm is a disinterested person" as
that phrase is defined in Section 101(14) of the U.S. Bankruptcy
Code, as modified by Section 1107(b).

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  (PRC LLC Bankruptcy News,
Issue No. 6; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PRC LLC: Panel Seeks to Retain Blank Rome as Bankruptcy Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors in PRC LLC and its
debtor-affiliates Chapter 11 cases seeks permission from the U.S
Bankruptcy Court for the Southern District of New York to retain
Blank Rome LLP, as its counsel effective as of Feb. 4, 2008.

The Creditors Committee selected Blank Rome because of the
firm's broad-based practice, which includes expertise in the
areas of bankruptcy, finance, corporate law, litigation, labor
relations and tax.

As the Creditors Committee's counsel, Blank Rome will:

   * administer the cases and exercise oversight with respect to
     the Debtors' affairs;

   * prepare legal papers on behalf of the Creditors Committee;

   * appear in Court and at statutory meetings of creditors to
     represent the Creditors Committee's interests;

   * negotiate, formulate, draft and confirm any reorganization
     plan and other plan-related matters;

   * exercise oversight with respect to any transfer,
     pledge, conveyance, sale or other liquidation of the
     Debtors' assets;

   * investigate, as the Creditors Committee may desire, the
     assets, liabilities, financial condition and other issues
     concerning the Debtors that are relevant to the cases;

   * communicate with the Creditors Committee's constituents and
     others, as the panel may consider desirable to further its
     responsibilities; and

   * perform all the Creditors Committee's duties and powers
     under the Bankruptcy Code and the Bankruptcy Rules.

In exchange for its services, Blank Rome will be paid based on
its applicable hourly rates:

      Designation                     Hourly Rate
      -----------                     -----------
      Partners                      US$380 - US$745
      Associates                    US$245 - US$475
      Assistants                    US$105 - US$280
      Law Clerks                    US$105 - US$280
      Paraprofessionals             US$105 - US$280

Andrew B. Eckstein and Regina Stango, members of Blank Rome,
will be paid US$615 and US$55 per hour.  They will serve as lead
partners in administering the Debtors' bankruptcy cases on
behalf of the Creditors Committee.

The Debtors will also reimburse the firm for reasonable out-of-
pocket expenses it incurred or will incur, including meals and
travel costs.  Blank Rome will increase its hourly rates if the
Debtors fail to reimburse it for those expenses.

Mr. Eckstein tells the Court that the firm is not connected to
the Debtors, their creditors or any parties-in-interest in the
Debtors' cases.  He assures the Court that the firm is a
"disinterested person" within the meaning of Section 101(14) of
the U.S. Bankruptcy Code.

                           About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  (PRC LLC Bankruptcy News,
Issue No. 7; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PRC LLC: Panel Seeks to Employ J.H. Cohn as Financial Advisors
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in PRC LLC and its
debtor-affiliates Chapter 11 cases seeks authority from the U.S
Bankruptcy Court for the Southern District of New York to retain
J.H. Cohn LLP, as its financial advisors and forensic
accountants, effective as of Feb. 6, 2008.

The Creditors Committee selected J.H. Cohn because of its
extensive experience working with financially troubled companies
in complex Chapter 11 cases.

The Creditors Committee expects J.H. Cohn to:

   (1) review reasonableness of the cash collateral or DIP
       arrangements as to its cost to the Debtors and the
       likelihood that the Debtors will be able to comply with
       the terms of a cash collateral or DIP Order;

   (2) analyze and review key motions to identify strategic case
       issues;

   (3) gain an understanding of the Debtors' corporate structure,
       including non-debtor entities;

   (4) assess the Debtors' short-term budgets;

   (5) establish reporting procedures to monitor the Debtors'
       activities;

   (6) ascertain reasonable level of normalized and projected
       EBITDA performance;

   (7) prepare a valuation of the Debtors' business and determine
       proper capitalization structure;

   (8) scrutinize proposed reorganization, including the
       assumption and rejection of executory contracts;

   (9) perform lease value analysis;

  (10) identify, analyze and investigate transactions with
       non-debtor entities and other related parties;

  (11) monitor the Debtors' weekly operating results,
       availability and borrowing base certificates, if
       applicable;

  (12) monitor the reorganization process and suggest alternative
       paths;

  (13) analyze the Debtors' budget to actual results on an
       ongoing basis for reasonableness and cost control;

  (14) communicate findings to the Creditors Committee;

  (15) perform forensic accounting procedures, as directed by the
       Creditors Committee;

  (16) assist the Creditors Committee in negotiating the key
       terms of a reorganization plan; and

  (17) review the nature and origin of other significant claims
       asserted against the Debtors.

The Debtors will pay for J.H. Cohn's services according to the
firm's hourly rates:

      Designation                  Hourly Rate
      -----------                  -----------
      Senior Partner                  US$615
      Partner                         US$570
      Director                        US$465
      Senior Manager                  US$440
      Manager                         US$425
      Senior Accountant               US$310
      Staff                           US$230
      Paraprofessional                US$145

The firm will also be reimbursed for necessary and reasonable
expenses it will incur in connection with the contemplated
services.

Clifford A. Zucker, a certified public accountant at J.H. Cohn,
assures the Court that his firm is a "disinterested person"
within the meaning of Sections 101(14) of the Bankruptcy Code.

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  (PRC LLC Bankruptcy News,
Issue No. 7; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PRC LLC: Wants Court to Approve Severance Program
-------------------------------------------------
PRC LLC and its debtor-affiliates seek authority from the U.S.
Bankruptcy Court for the Southern District of New York to
implement a uniform postpetition severance program for their
employees.

Prior to the date of bankruptcy, the Debtors had varied
practices for providing severance benefits when they carried out
reductions in their workforce.  The Prepetition Severance
Practices were designed to, among other things, minimize the
disruption of workflow and provide support for any employees who
are displaced due to business circumstances.

The Debtors have determined that the adoption of a postpetition
severance program is necessary to the successful reorganization
of their businesses.

Alfredo R. Perez, Esq., at Weil, Gotshal & Manges LLP, in
Houston, Texas, relates that the Debtors propose a Severance
Program that will permit them to manage employee separations in
a cost efficient manner.  The Program will also provide the
Debtors with greater flexibility regarding the application of
severance benefits and in the adjustment of their workforce to
their business requirements, he adds.

"Without approval of the postpetition severance program,
valuable employees may become fearful of their own financial
security and seek new employment," Mr. Perez says.  "Decreased
employee morale and the loss of a significant number of
employees would hamper the Debtors' ability to serve existing
clients, earn revenues, reorganize and maximize the value of
their estates."

Under the Postpetition Severance Program, the Debtors propose to
pay severance to their employees in this manner:

     Employee Category                Severance Pay
     -----------------                -------------
   Non-exempt employees hired      2 weeks, less any paid
   for less than 5 years           WARN Act notice period
                                   wages

   Non-exempt employees hired      1 week plus 1 week per year
   for 5 years or more             (maximum 15 weeks), less
                                   any paid WARN Act notice
                                   period wages

   Exempt employees below          4 weeks
   Director hired for less
   than 5 years

   Exempt employees below          2 weeks plus 1 week per
   Director hired for 5            year (maximum 15 weeks)
   years or more

   Exempt employees Director       6 weeks
   and higher employed less
   than 3 years

   Exempt employees Director       8 weeks
   and higher employed less
   than 3 years and greater
   than 5 years

   Exempt employees Director       4 weeks plus 1 week per
   and higher employed 5           year (maximum 15 weeks)
   years or more

Non-exempt Employees will be paid out on termination while
Exempt Employees will be paid out on termination only in states
whose laws require them to be paid.

The Debtors further propose that they be permitted to provide
their employees, who will be terminated in sufficient numbers to
trigger the applicability of the Worker Adjustment and
Retraining Notification Act, an amount of additional base pay
equal to the difference between the 60-day notice period and the
notice actually provided to employees.  For Non-exempt
Employees, the additional base pay would be treated as WARN Act
notice period wages.

                          About PRC LLC

Founded in 1982 and based in Fort Lauderdale, Florida, PRC, LLC
-- http://www.prcnet.com/-- is a leading provider of customer
management solutions.  PRC markets its services to brand-
focused, Fortune 500 U.S. corporations and delivers these
services through a global network of call centers in the U.S.,
Philippines, India, and the Dominican Republic.

PRC is the sole member of each of PRC B2B, LLC, and Precision
Response of Pennsylvania, LLC, and the sole shareholder of
Access Direct Telemarketing, Inc., each of which is a debtor and
debtor-in-possession in PRC's joint Chapter 11 cases.

Panther/DCP Intermediate Holdings, LLC, is the sole member of
PRC.

PRC, together with its operating subsidiaries PRC B2B, Access
Direct, and PRC PA, is a leading provider of complex,
consultative, outsourced services in the Customer Care and Sales
& Marketing segments of the business process outsourcing
industry.  Since 1982, the company has acquired and grown
customer relationships for some of the world's largest and most
brand-focused corporations in the financial services, media,
telecommunications, transportation, and retail industries.

The company and four of its affiliates filed for Chapter 11
protection on Jan. 23, 2008 (Bankr. S.D.N.Y. Lead Case No. 08-
10239).  Alfredo R. Perez, Esq., at Weil, Gotshal & Manges, LLP,
represents the Debtors in their restructuring efforts.  The
Debtors chose Stephen Dube, at CXO LLC, as their restructuring
and turnaround advisor.  Additionally, Evercore Group LLC
provides investment and financial counsel to the Debtors.

The Debtors' consolidated financial condition as of Dec. 31,
2007 showed total assets of US$354,000,000 and total debts of
US$261,000,000.

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  (PRC LLC Bankruptcy News,
Issue No. 7; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


TRICOM SA: Bancredit Says Prepack Plan Violates Bankruptcy Code
---------------------------------------------------------------
Bancredit Cayman Limited asks the U.S. Bankruptcy Court for the
Southern District of New York to:

   (i) determine that Tricom S.A. and its affiliates'
       classification of claims in their prepackaged Plan of
       Reorganization violates the Bankruptcy Code; and

  (ii) direct the Debtors to modify their Plan accordingly and to
       subsequently re-ballot it.

The Debtors delivered to the Court their Plan of Reorganization
on March 3, 2008.  The Plan provides, among other things, that
holders of Statutorily Subordinated Claims (Class    are
impaired, will neither receive nor retain any distributions or
value, and are deemed to reject the Plan.

Under the Plan, the Debtors also proposed that to the extent
they treat the claim asserted by Bancredit as an allowed claim,
they will seek to subordinate any portion of it arising from the
alleged unlawful transfer of funds from Bancredit to Tricom,
S.A. in December 2002.

Bancredit seeks to recover US$120,000,000, from the Debtor,
which was allegedly "looted" from the bank through a series of
transactions by its vice-chairman, Manuel Arturo Pellerano, who
is also a majority controlling owner of the Debtor.  One of
these transactions happened in December 2002, in which Mr.
Pellerano allegedly transferred US$70,000,000 in funds from
Bancredit to the Debtor.

Timothy T. Brock, Esq., at Satterlee Stephens Burke & Burke LLP,
in New York, says that the Debtors' present classification of
the Bancredit Claim in Class 8 and ultimate treatment of it
through Class 8 after the Plan's confirmation does not only
prejudice Bancredit's depositors and creditors, but undermines
the Plan's overall viability.

"Treating a claim as subordinated before the fact is wrong.  To
populate Class 8, like classifying particular Claims as Class 8,
the Debtors must first subordinate each Claim," Mr. Brock points
out.

"The Plan takes for granted that it can treat the claim, and any
like it, as subordinated before the fact.  The Plan is to be
confirmed with its present existing classification scheme and
proposed retention of jurisdiction provisions would allow
Debtors to leisurely subordinate claims long after the Plan's
Confirmation.  The Plan's uncertainty, given such provisions,
would extend indefinitely into the post-Confirmation future,"
Mr. Brock further contends.

According to Mr. Brock, the Plan is not feasible even if the
December 2002 Transaction is subordinated, whether before or
after Plan Confirmation.

"The Debtors apparently intend to leave alone the US$50,000,000
balance of the Bancredit Claim not arising from the December
2002 Transaction, at least from subordination under Section
510(b)," Mr. Brock says.  "Their Plan needs to address it, yet
no reserves have been set aside.  This is a glaring deficiency,
which is not adequately disclosed to the balloted creditors."

Mr. Brock further says that the Plan's classification of the
Bancredit Claim is also improper because there is no lawful
basis for its subordination under Section 510(b).

"Section 510(b) deals with claims arising from securities.
It thus makes sense that the Debtors apparently agree that the
[provision] simply does not apply to the US$50,000,000 in
damages which occurred in a series of unlawful related-party
transfers not associated with any stock purchase," Mr. Brock
notes.  He adds that the Debtors are likewise wrong if they
assume that Section 510(b) applies to the US$70,000,000 portion
of the Bancredit Claim arising from the December 2002
Transaction.

"This was a sham equity issuance, the occurrence of which was
only tangentially related to the prior misappropriation of
Bancredit's funds," Mr. Brock points out.

Mr. Brock further says that the Plan violates the Code by
classifying substantially dissimilar creditors together.  Under
the Plan, the Debtors aggregated the claims and ballots of the
Affiliated Creditors with the Non-Affiliated Holders of
Unsecured
Financial Claims (Class 6).

"The Plan's aggregation of the Affiliated Creditors with the
Non-Affiliated Creditors violates the Bankrupcty Code because
the sub-classes' respective claims are fundamentally and
substantially dissimilar," Mr. Brock says.  "They are dissimilar
because the Plan does not treat them equally.  The Affiliated
Creditors will receive a qualitatively different kind of stock
in the new holding company than that received by the Non-
Affiliated Creditors."

                          About Tricom

Tricom, S.A., was incorporated in the Dominican Republic on
January 25, 1988, as a Sociedad Anonima.  Tricom is one of the
pre-eminent full service communications services providers in
the Dominican Republic.  Headquartered in Santo Domingo, Tricom
offers local, long distance, and mobile telephone services,
cable television and broadband data transmission and Internet
services, which are provided to more than 729,000 customers.

Tricom's wireless network covers about 90% of the Dominican
Republic's population.  Tricom's local service network is 100%
digital.  The Company also owns interests in undersea fiber-
optic cable networks that connect and transmit
telecommunications signals between Central America, the
Caribbean, the United States and Europe.

Tricom USA, Inc., a wholly owned subsidiary of Tricom, was
incorporated in Delaware in 1992, and at that time was known as
Domtel Communications.  A name change was effected in 1997 and
Domtel Communications formally became Tricom USA, Inc.

Tricom USA originates, transports and terminates international
long-distance traffic using switching stations and other
telecommunications equipment located in New York and Florida.

Tricom S.A. and its U.S. affiliates filed for Chapter 11
protection on Feb. 29, 2008 (Bankr. S.D. N.Y. Case No. 08-
10720).  Larren M. Nashelsky, Esq., at Morrison & Foerster LLP,
in New York City, represent the Debtors.  When the Debtors'
filed for protection from their creditors, they listed total
assets of US$327,600,000 and total debts of US$764,600,000.

(Tricom Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
Services Inc.; http://bankrupt.com/newsstand/or 215/945-7000)


TRICOM SA: Seeks Dismissal of Bancredit's US$120MM Lawsuit
----------------------------------------------------------
Tricom, S.A., seeks dismissal, with prejudice, of the fraudulent
transfer complaint commenced by Bancredit Cayman Limited before
the U.S. Bankruptcy Court for the District of New Jersey.

Bancredit wants to recover US$120,000,000 from Tricom, which
funds were allegedly "looted" from the Bank by one of its
directors, Manuel Arturo Pellerano, who is also a majority
controlling owner of Tricom.  The Funds, according to Bancredit,
were used to help Tricom recover from its financial crises,
which began in 2001.

Bancredit further asserted that the transfer of the Funds caused
the bank to be insolvent and forced it to seek liquidation
proceedings pursuant to the Cayman Islands Companies Law.

Bancredit has sought Chapter 15 protection of its U.S.-based
assets before the New Jersey Bankruptcy Court.

In support of its dismissal request, Tricom tells the New Jersey
Bankruptcy Court that the Bancredit Lawsuit "is an action by
foreign liquidators of a foreign bank acting for foreign
creditors against a foreign defendant concerning alleged
transactions conducted entirely in foreign jurisdictions and
governed by foreign law, where most of the relevant witnesses
and all of the relevant documents are located in foreign
countries."

"This is an action by the Cayman Islands liquidators of a Cayman
Islands bank acting for foreign creditors against a Dominican
Republic company in connection with alleged transactions between
those and other Caribbean entities that are alleged to have
taken place in those countries," asserts Larren Nashelsky, Esq.,
at Morrison & Foerster LLP, in New York.

Tricom adds that the New Jersey Bankruptcy Court is manifestly
inconvenient for all parties of the Bancredit Lawsuit.

Tricom further asserts that allowing the Bancredit Lawsuit to
proceed in the New Jersey Court would pose an unnecessary burden
on the Lawsuit's parties, their witnesses, and the New Jersey
Court.  Moreover, Tricom says the courts of the Dominican
Republic, where Tricom is located, are well equipped to handle
fraudulent transfer disputes.

                         About Tricom

Tricom, S.A., was incorporated in the Dominican Republic on
January 25, 1988, as a Sociedad Anonima.  Tricom is one of the
pre-eminent full service communications services providers in
the Dominican Republic.  Headquartered in Santo Domingo, Tricom
offers local, long distance, and mobile telephone services,
cable television and broadband data transmission and Internet
services, which are provided to more than 729,000 customers.

Tricom's wireless network covers about 90% of the Dominican
Republic's population.  Tricom's local service network is 100%
digital.  The Company also owns interests in undersea fiber-
optic cable networks that connect and transmit
telecommunications signals between Central America, the
Caribbean, the United States and Europe.

Tricom USA, Inc., a wholly owned subsidiary of Tricom, was
incorporated in Delaware in 1992, and at that time was known as
Domtel Communications.  A name change was effected in 1997 and
Domtel Communications formally became Tricom USA, Inc.

Tricom USA originates, transports and terminates international
long-distance traffic using switching stations and other
telecommunications equipment located in New York and Florida.

Tricom S.A. and its U.S. affiliates filed for Chapter 11
protection on Feb. 29, 2008 (Bankr. S.D. N.Y. Case No. 08-
10720).  Larren M. Nashelsky, Esq., at Morrison & Foerster LLP,
in New York City, represent the Debtors.  When the Debtors'
filed for protection from their creditors, they listed total
assets of US$327,600,000 and total debts of US$764,600,000.

(Tricom Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
Services Inc.; http://bankrupt.com/newsstand/or 215/945-7000)


TRICOM SA: Gets Go-Signal to Pay Employee Wages & Benefits
----------------------------------------------------------
As of their bankruptcy filing, Tricom S.A. and its affiliates
employed 1,720 employees.  The average gross monthly payroll for
their Employees is approximately US$1,622,075, their proposed
counsel, Larren Nashelsky, Esq., at Morrison & Foerster LLP, in
New York, states.  The Employees are primarily paid on the 5th
and 20th days of the month in arrears.

In addition to wages, salaries and commission, the Debtors also
provide benefits to their employees, including:

   * paid time off,
   * expense reimbursement,
   * retirement plan,
   * health and dental insurance coverage,
   * life insurance,
   * workers' compensation,
   * education support, and
   * severance payments and other obligations.

The Debtors also utilize the services of ARS Humana, a third
party administrator, for the administration and management of
some of the voluntary medical coverage.

As of the Petition Date, the Debtors have due and unpaid
prepetition wages and employee benefits, including:

   Wages/Benefits                     Amount Due
   --------------                     ----------
   Retirement Plan                     US$77,000
   Health & Dental Insurance              98,000
   Workers' Compensation                  10,000

Mr. Nashelsky asserts that the Debtors' employees are vital to
their ongoing business operation and that the continued service,
satisfaction and loyalty of the Debtors' employees are necessary
to their efforts to reorganize.  He adds that non-payment of
state-mandated obligations will subject the Debtors to federal
or state liability.

Thus, to maximize the value of the their businesses, promote the
satisfaction and loyalty of their employees and to ensure that
their trade creditors continue their relationships with the
Debtors, the Debtors sought and obtained authority from the U.S.
Bankruptcy Court for the Southern District of New York to pay
prepetition wages, salaries and employee benefits and continue
their employee benefit programs throughout their Chapter 11
cases.

The Court also authorized the banks and financial institutions
to receive, process, honor and pay all checks drawn on the
Debtors' accounts related to Prepetition Wages and Benefits,
whether presented before or after the Petition Date, provided
sufficient funds are on deposit in the applicable accounts to
cover the payments.

The Court clarifies that any payments made by the Debtors to
prepetition wages and employee benefits will not be deemed to
constitute an assumption of any Employee Benefit Program or
other contract, or otherwise affect the Debtors' rights to
assume or reject any executory contract between the Debtors and
any Employee.

           Bancredit Wants Disclosure of Payments Made

Bancredit Cayman Limited does not object to the Debtors' request
to pay prepetition wages and employees benefits insofar as the
request complies with the provisions of Sections 503(b) and
507(a) of the Bankruptcy Code, and insofar as the request
pertains to non-management employees of the Debtors.

Timothy T. Brock, Esq., at Satterlee Stephens & Burke LLP, in
New York, notes that the Debtors have 1,720 employees, including
161 executives, directors and managers.  He says it appears the
Debtors may intend to pay "executives, directors and managers"
through the request without disclosing precisely who is being
paid and in what amounts.

Bancredit objects to any payments that ultimately would result
in payment of wages above the US$10,000 cap imposed by Section
507(a)(4) to non-management employees and to any severance
payments that do not comply with the requirements of Section
503(c)(2).

Bancredit asks that a schedule of all wage and severance
payments to employees, with the names and job duties, be
provided to the public to determine whether the proposed
payments comply with the applicable provisions of the Bankruptcy
Code.

Bancredit further objects to the request insofar as it may be
read to authorize any payments pursuant to the Key Employee
Retention Program referenced in the Debtors' Disclosure
Statement explaining their prepackaged Plan of Reorganization,
and to the extent that any senior employee of the Debtors, to
the extent that that senior employee may be an insider of the
Debtors, is "made whole" in advance of other creditors.

                         About Tricom

Tricom, S.A., was incorporated in the Dominican Republic on
January 25, 1988, as a Sociedad Anonima.  Tricom is one of the
pre-eminent full service communications services providers in
the Dominican Republic.  Headquartered in Santo Domingo, Tricom
offers local, long distance, and mobile telephone services,
cable television and broadband data transmission and Internet
services, which are provided to more than 729,000 customers.

Tricom's wireless network covers about 90% of the Dominican
Republic's population.  Tricom's local service network is 100%
digital.  The Company also owns interests in undersea fiber-
optic cable networks that connect and transmit
telecommunications signals between Central America, the
Caribbean, the United States and Europe.

Tricom USA, Inc., a wholly owned subsidiary of Tricom, was
incorporated in Delaware in 1992, and at that time was known as
Domtel Communications.  A name change was effected in 1997 and
Domtel Communications formally became Tricom USA, Inc.

Tricom USA originates, transports and terminates international
long-distance traffic using switching stations and other
telecommunications equipment located in New York and Florida.

Tricom S.A. and its U.S. affiliates filed for Chapter 11
protection on Feb. 29, 2008 (Bankr. S.D. N.Y. Case No. 08-
10720).  Larren M. Nashelsky, Esq., at Morrison & Foerster LLP,
in New York City, represent the Debtors.  When the Debtors'
filed for protection from their creditors, they listed total
assets of US$327,600,000 and total debts of US$764,600,000.

(Tricom Bankruptcy News, Issue No. 3; Bankruptcy Creditors'
Services Inc.; http://bankrupt.com/newsstand/or 215/945-7000)



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


NATIONAL COMMERCIAL: Ingrid Chambers & Chris Stokes Leave Firm
--------------------------------------------------------------
Ingrid Chambers and Chris Stokes have resigned as senior
managers of National Commercial Bank Jamaica Limited, Radio
Jamaica reports.

According to National Commercial, NCB Insurance's Managing
Director Ingrid Chambers and National Commerical's International
Business General Manager Chris Stokes left last week.

The National Commercial Bank said in stock market press
statements that the departure of Ms. Chambers and Mr. Stokes is
part of the restructuring of its operations "to more closely
align aspects of its operations."

Sources told RJR News that Acting General Manager Ann-Marie
Hamilton will handle the insurance portfolio.  Courtney
Campbell, responsible for the National Commercial's retail
banking, will handle international business, Radio Jamaica
states.

Headquartered in Kingston, Jamaica, the National Commercial Bank
Jamaica Limited  -- http://www.jncb.com/-- provides commercial
and retail banking, wealth management services.  The company's
services include personal banking, business banking, mortgage
loans, wealth management and insurance services.  Founded in
1977, the bank primarily operates in West Indies and the UK.

                         *     *     *

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

As reported in the Troubled Company Reporter-Latin America on
May 2, 2007, Fitch Ratings affirmed these ratings on Jamaica-
based National Commercial Bank Jamaica Limited: long-term
foreign and local currency Issuer Default at 'B+'; short-term
foreign and local currency rating at 'B'; individual at 'D'; and
support at 4.  The rating outlook on the bank's ratings is
stable, in line with Fitch's view of the sovereign's
creditworthiness.



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


BLUE WATER: Committee's Appeal on Interim DIP Order Denied
----------------------------------------------------------
For reasons stated in the open court, Judge Avern Cohn of the
U.S. District Court for the Eastern District of Michigan,
Southern Division, denied an appeal by the Official Committee of
Unsecured Creditors in Blue Water Automotive Systems, Inc., and
its debtor-affiliates' cases from an interim order issued by the
U.S. Bankruptcy Court for the Eastern District of Michigan
authorizing the Debtors to obtain postpetition loans not to
exceed US$27,500,000 from Citizens Bank.

Judge Cohn also approved a stipulation between the Debtors and
the Committee regarding the withdrawal and dismissal of the
Committee' request for leave to file the Appeal.  The withdrawal
and dismissal of the Committee's request for leave is wholly
without prejudice to the Committee's rights to file further
appeals related to the DIP Financing.

As reported in the Troubled Company Reporter on March 7, 2008,
the Committee asked the District Court to determine whether:

   (a) the Interim DIP Order be vacated and the matter remanded
       to the Bankruptcy Court;

   (b) the Bankruptcy Court erred in granting the DIP Financing
       Motion and in entering the Interim DIP Order where the
       Order:

          -- allows the Debtors to incur up to US$15,000,000, in
             additional debt secured by liens and superpriority
             claims on all the Debtors' assets;

          -- renders the Debtors immediately and irreversibly
             administratively insolvent;

          -- compels the sale of all the Debtors' operating
             assets on an expedited basis and allows the Debtors'
             customers veto rights on any potential purchaser;

          -- waives the Debtors' rights to reject their
             unprofitable contracts with their customers, even
             though those are the same contracts that rendered
             the Debtors insolvent in the first place;

          -- waives and releases all claims against the
             prepetition lenders where the prepetition lenders'
             highly inequitable and possibly illegal actions in
             sweeping funds advanced by Ford forced the Debtors
             into bankruptcy, and where the Committee has had no
             opportunity to review those claims;

          -- permits the Debtors' customers to take over and
             operate the Debtors' business at any time if the
             customers feel that the continued production of
             their parts is in any way threatened; and

          -- prevent the Debtors, the Committee, or any other
             party-in-interest from confirming any plan of
             reorganization, and giving the customers veto rights
             over any proposed plan of liquidation;

   (c) the Bankruptcy Court erred in finding that the Debtors
       would be irreparably harmed if not permitted to spend
       US$15,000,000, before the Interim DIP Order could become a
       final order; and

   (d) the Bankruptcy Court erred in finding that the DIP Lenders
       extended credit to the Debtors in good faith.

The Creditors Committee has argued that the Debtors, in their
DIP Motion, failed to (i) demonstrate that their management has
fulfilled their fiduciary duty to unsecured creditors; and (ii)
support their case for borrowing money, which will never be
repaid to the prejudice of unsecured creditors, just to provide
a controlled sale or liquidation for the benefit of certain of
the Debtors' customers who continue to enjoy prices that result
in Debtors' substantial operating losses.

The Committee also sought a stay of the Interim DIP Order.

The Debtors argued that the Committee's request for stay is
premature.  Because it is not a final order, the Debtors said
that the Interim DIP Order may not be appealed.  The Debtors
also noted that the Committee cannot demonstrate any irreparable
harm if its request for stay is denied because the Committee's
issues concern its monetary recovery as unsecured creditors.
The Debtors argued that it is well settled that money damages do
not constitute irreparable harm.

Furthermore, the Debtors said that there is no proof of the
economic harm to the Committee; its alleged harm at this early
stage of the chapter 11 proceeding is hypothetical.

The Debtors argued that, on the other hand, they will suffer
immediate irreparable harm if the Interim DIP Order is stayed by
the Court, because the Debtors would then have no funds to
operate.  If the postpetition financing is stayed, the result
would be, among others, the immediate shutdown of their
operations, the immediate loss of employment of more than
approximately 1,000 employees, as well as the immediate
cessation of parts production for the customers of the Debtors.

This would result in a ripple effect as automotive plants shut
down lines because they have no parts for production, the
Debtors asserted.

In a separate filing, Solvay Engineered Polymers, Inc., asks the
Bankruptcy Court not to base the Final DIP Order on the Interim
DIP since it fails to budget for the payment of Section
503(b)(9)claims and grants superpriority status to the DIP
Lenders.

                 About Blue Water Automotive

Blue Water Automotive Systems, Inc. designs and manufactures
engineered thermoplastic components and assemblies for the
automotive industry.  The company's product categories include
airflow management, full interior trim/sub-systems, functional
plastic components, and value-added assemblies.  They are
supported by full-service design, program management,
manufacturing and tooling capabilities.  With more than 1,400
employees, Blue Water operates eight manufacturing and product
development facilities and has annual revenues of approximately
US$200 million.  The company's headquarters and technology
center is located in Marysville, Mich.  The company has
operations in Mexico.

In 2005, KPS Special Situations Fund II, L.P., and KPS Special
Situations Fund II(A), L.P., acquired Blue Water Automotive
through a stock purchase transaction.  In 2006, the company
acquired the automotive assets and operations of Injectronics,
Inc., a manufacturer of thermoplastic injection molded
components and assemblies.  KPS then set about reorganizing the
company.  The company implemented a program to improve operating
performance and address its liquidity issues.  During 2007, the
company replaced senior management, closed two facilities, and
reduced overhead spending by one third.

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Blue Water's bankruptcy petition lists assets
and liabilities each in the range of US$100 million to US$500
million.  (Blue Water Automotive Bankruptcy News, Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


BLUE WATER: Schedules Filing Deadline Extended to March 28
----------------------------------------------------------
The Hon. Marci B. McIvor of the United States Bankruptcy Court
for the Eastern District of Michigan extended until March 28,
2008, the deadline for Blue Water Automotive Systems, Inc., and
its debtor-affiliates to file schedules of assets and
liabilities, and statements of financial affairs.

As reported in the Troubled Company Reporter on Feb. 25, 2008,
the Debtors' counsel, Judy A. O'Neill, Esq., at Foley &
Lardner, LLP, in Detroit, Michigan, explained that the Debtors
cannot complete their Schedules and Statements within the
15-day period alloted under Rule 1007(c) of the Federal Rules of
Bankruptcy Procedure due to the complexity of their businesses
and the critical restructuring issues that have consumed the
attention of their key personnel and professionals.

Ms. O'Neill added that the Debtors have not had a sufficient
opportunity to gather the necessary information to prepare and
file their Schedules and Statements given the size and
complexity of their business operations and the fact that
certain prepetition invoices have not yet been received and
entered into their books and records.

Ms. O'Neill said that the Debtors have already commenced the
extensive process of gathering the necessary information to
prepare and finalize what will be voluminous Schedules and
Statements, but believe that the 15-day automatic extension to
file the Schedules and Statements will not be sufficient to
permit completion of the Schedules and Statements.

The Debtors believe that the additional 30 days is enough for
them to complete and file the Schedules and Statements.

                 About Blue Water Automotive

Blue Water Automotive Systems, Inc. designs and manufactures
engineered thermoplastic components and assemblies for the
automotive industry.  The company's product categories include
airflow management, full interior trim/sub-systems, functional
plastic components, and value-added assemblies.  They are
supported by full-service design, program management,
manufacturing and tooling capabilities.  With more than 1,400
employees, Blue Water operates eight manufacturing and product
development facilities and has annual revenues of approximately
US$200 million.  The company's headquarters and technology
center is located in Marysville, Mich.  The company has
operations in Mexico.

In 2005, KPS Special Situations Fund II, L.P., and KPS Special
Situations Fund II(A), L.P., acquired Blue Water Automotive
through a stock purchase transaction.  In 2006, the company
acquired the automotive assets and operations of Injectronics,
Inc., a manufacturer of thermoplastic injection molded
components and assemblies.  KPS then set about reorganizing the
company.  The company implemented a program to improve operating
performance and address its liquidity issues.  During 2007, the
company replaced senior management, closed two facilities, and
reduced overhead spending by one third.

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Blue Water's bankruptcy petition lists assets
and liabilities each in the range of US$100 million to US$500
million.  (Blue Water Automotive Bankruptcy News, Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


BLUE WATER: Gets Court Okay to Hire Foley & Lardner as Counsel
--------------------------------------------------------------
The Hon. Marci B. McIvor of the United States Bankruptcy Court
for the Eastern District of Michigan authorized Blue Water
Automotive Systems, Inc., and its debtor-affiliates to employ
Foley & Lardner, LLP, as their bankruptcy counsel.

As reported in the Troubled Company Reporter on Feb. 20, 2008,
as the Debtors' bankruptcy counsel, Foley & Lardner will:

   (a) analyze the Debtors' current financial and legal
       situation;

   (b) prepare and file, on behalf of the Debtors, all
       necessary and appropriate petitions, applications,
       motions, pleadings, draft orders, notices and other
       documents, including their amendments, and reviewing all
       financial and other reports to be filed in their Chapter
       11 cases;

   (c) advise the Debtors concerning their powers and duties as
       debtors-in-possession in the continued operation of their
       businesses and management of their property;

   (d) advise the Debtors concerning, and assist in the
       negotiation and documentation of, financing agreements,
       debt restructurings, cash collateral arrangements and
       related transactions;

   (e) advise the Debtors with regard to their relationships with
       secured and unsecured creditors and equity security
       holders, past, present and future, negotiating with those
       creditors and security holders, and their representatives
       and legal counsel, as necessary, and taking legal actions
       as may be necessary or advisable in the best interests of
       the Debtors;

   (f) review the nature and validity of liens asserted against
       the property of the Debtors and advise the Debtors
       concerning the enforceability of those liens;

   (g) negotiate and assist in the drafting and preparation of
       leases, security instruments, and other contracts as may
       be in the best interests of the Debtors;

   (h) represent the Debtors at the meeting of creditors,
       confirmation hearing, and other hearings as may occur;

   (i) advise the Debtors concerning the actions that it might
       take to collect and to recover property for the benefit of
       the Debtors' estates;

   (j) assist and counsel the Debtors in connection with the
       formulation, negotiation, preparation, acceptance,
       confirmation, and implementation of a plan of
       reorganization in their Chapter 11 proceedings;

   (k) prepare, on behalf of the Debtors, a disclosure statement,
       and assist the Debtors in soliciting acceptances of a
       reorganization plan;

   (l) advise the Debtors concerning, and preparing responses to,
       applications, motions, pleadings, notices, and other
       papers that may be filed and served in their Chapter 11
       cases;

   (m) represent the Debtors in adversary proceedings and other
       contested matters; and

   (n) perform all other legal services for or on behalf of
       the Debtors that may be necessary in the administration of
       their Chapter 11 cases and the reorganization of their
       businesses, including advising and assisting with respect
       to debt restructurings, stock or asset dispositions,
       claims analysis and disputes, and legal issues involving
       general corporate, bankruptcy, labor, employee benefits,
       tax, finance, real estate, and litigation matters, and
       utilizing paraprofessionals, law clerks, associates, and
       partners of the firm of Foley & Lardner LLP as may be
       economical under the circumstances.

The Debtors will pay Foley & Lardner according to the firm's
customary hourly rates and will reimburse the firm for any
necessary out-of-pocket expenses.

The Debtors expect six Foley & Lardner professionals to take
primary responsibility in providing legal services to them:

   Professional           Position         Hourly Rate
   ------------           --------         -----------
   Judy O'Neill, Esq.     Partner             US$635
   Frank DiCastri, Esq.   Partner             US$495
   John Simon, Esq.       Senior Counsel      US$495
   Derek Wright, Esq.     Senior Counsel      US$475
   Joanne Lee, Esq.       Associate           US$395
   Veronica Crabtree      Paralegal           US$180

Frank W. DiCastri, Esq., a partner at Foley & Lardner, disclosed
that Foley & Lardner currently represents Visteon Corp.,
Automotive Component Holdings, Behr, AON, Metzeler, Cooper-
Standard, LaSalle Bank, and KPS Special Situations Fund I, L.P.,
in matters wholly unrelated to the Debtors or their Chapter 11
cases.

                 About Blue Water Automotive

Blue Water Automotive Systems, Inc. designs and manufactures
engineered thermoplastic components and assemblies for the
automotive industry.  The company's product categories include
airflow management, full interior trim/sub-systems, functional
plastic components, and value-added assemblies.  They are
supported by full-service design, program management,
manufacturing and tooling capabilities.  With more than 1,400
employees, Blue Water operates eight manufacturing and product
development facilities and has annual revenues of approximately
US$200 million.  The company's headquarters and technology
center is located in Marysville, Mich.  The company has
operations in Mexico.

In 2005, KPS Special Situations Fund II, L.P., and KPS Special
Situations Fund II(A), L.P., acquired Blue Water Automotive
through a stock purchase transaction.  In 2006, the company
acquired the automotive assets and operations of Injectronics,
Inc., a manufacturer of thermoplastic injection molded
components and assemblies.  KPS then set about reorganizing the
company.  The company implemented a program to improve operating
performance and address its liquidity issues.  During 2007, the
company replaced senior management, closed two facilities, and
reduced overhead spending by one third.

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Blue Water's bankruptcy petition lists assets
and liabilities each in the range of US$100 million to US$500
million.  (Blue Water Automotive Bankruptcy News, Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


BLUE WATER: Gets Permission to Hire Administar as Claims Agent
--------------------------------------------------------------
Blue Water Automotive Systems, Inc., and its debtor-affiliates
can employ Administar Services Group LLC, as claims, noticing,
and balloting agent in their chapter 11 cases, the Hon. Marci B.
McIvor of the United States Bankruptcy Court for the Eastern
District of Michigan ruled.

As reported in the Troubled Company Reporter on Feb. 20, 2008,
the Debtors sought to employ a claims and notice agent given the
thousands of entities or persons to which notice must be given
for various purposes.  The Debtors explained that the noticing,
receiving, docketing, and maintaining proofs of claim would
impose heavy administrative and other burdens on the Court and
the Office of the Clerk of the U.S. Bankruptcy Court for the
Eastern District of Michigan.

Administar Services is a firm that specializes in providing data
processing services to Chapter 11 debtors in connection with
administration and reconciliation of claims, as well as
administration of plan balloting.  The Debtors believe that
Administar is well qualified to provide them services because of
the firm's experience in providing claims, noticing, and
balloting services in many other chapter 11 cases in various
jurisdictions.

The Debtors will compensate and reimburse Administar Services
for services rendered and expenses incurred in connection with
their Chapter 11 cases pursuant to the terms and conditions of a
Services Agreement between the parties dated February 11, 2008.

Administar Services' hourly rates for its professionals are:

       Professional                              Hourly Rate
       ------------                              -----------
       Vice President/Senior Vice President     US$150 to US$185

       Bankruptcy Consultant/                    US$90 to US$150
       Senior Bankruptcy Consultant

       Bankruptcy Analyst/Senior Analyst         US$55 to  US$85

       Administrative/Operations/                US$25 to  US$45
       Call Center Attendant

Jeffrey L. Pirrung, senior vice president of Administar
Services, assures the Court that neither the firm, nor any of
its employees, is connected with the Debtors, their creditors,
other parties-in-interest or the United States Trustee or any
person employed by the Office of the U.S. Trustee.   He
maintains that Administar Services is a disinterested person, as
the term is defined in Section 101(14) of the Bankruptcy Code,
as modified by Section 1107(b).

                 About Blue Water Automotive

Blue Water Automotive Systems, Inc. designs and manufactures
engineered thermoplastic components and assemblies for the
automotive industry.  The company's product categories include
airflow management, full interior trim/sub-systems, functional
plastic components, and value-added assemblies.  They are
supported by full-service design, program management,
manufacturing and tooling capabilities.  With more than 1,400
employees, Blue Water operates eight manufacturing and product
development facilities and has annual revenues of approximately
US$200 million.  The company's headquarters and technology
center is located in Marysville, Mich.  The company has
operations in Mexico.

In 2005, KPS Special Situations Fund II, L.P., and KPS Special
Situations Fund II(A), L.P., acquired Blue Water Automotive
through a stock purchase transaction.  In 2006, the company
acquired the automotive assets and operations of Injectronics,
Inc., a manufacturer of thermoplastic injection molded
components and assemblies.  KPS then set about reorganizing the
company.  The company implemented a program to improve operating
performance and address its liquidity issues.  During 2007, the
company replaced senior management, closed two facilities, and
reduced overhead spending by one third.

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Blue Water's bankruptcy petition lists assets
and liabilities each in the range of US$100 million to US$500
million.  (Blue Water Automotive Bankruptcy News, Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


CLEAR CHANNEL: Extends Closing of Notes Tender Offer to March 24
----------------------------------------------------------------
Clear Channel Communications Inc. extended dates for the tender
offer for its outstanding 7.65% Senior Notes due 2010 (CUSIP No.
184502AK  and Clear Channel's subsidiary AMFM Operating Inc.'s
tender offer for its outstanding 8% Senior Notes due 2008 (CUSIP
No. 158916AL0).  Clear Channel extended the date on which:

   -- the pricing for the Notes will be established from 2:00
      p.m. New York City time on March 18, 2008, to 2:00 p.m. New
      York City time on March 20, 2008;

   -- the tender offers are scheduled to expire from 8:00 a.m.
      New York City time on March 20, 2008, to 8:00 a.m. New York
      City time on March 24, 2008; and

   -- the consent payment deadline for the Notes from 8:00 a.m.
      New York City time on March 20, 2008, to 8:00 a.m. New York
      City time on March 24, 2008.

Each of the Price Determination Date, the Offer Expiration Date
and the Consent Payment Deadline is subject to extension by
Clear Channel, with respect to the CCU Notes, and AMFM, with
respect to the AMFM Notes, in their sole discretion.

Clear Channel disclosed on Jan. 2, 2008, that it had received,
pursuant to its tender offer and consent solicitation for the
CCU Notes, the requisite consents to adopt the proposed
amendments to the CCU Notes and the indenture governing the CCU
Notes applicable to the CCU Notes, and that AMFM had received,
pursuant to its tender offer and consent solicitation for the
AMFM Notes, the requisite consents to adopt the proposed
amendments to the AMFM Notes and the indenture governing the
AMFM Notes.

As of March 18, approximately 87% of the AMFM Notes have been
validly tendered and not withdrawn and approximately 98% of the
CCU Notes have been validly tendered and not withdrawn.  The
Clear Channel tender offer and consent solicitation was made
pursuant to the terms and conditions set forth in the Clear
Channel Offer to Purchase and Consent Solicitation Statement for
the CCU Notes dated Dec. 17, 2007, and the related Letter of
Transmittal and Consent.

The AMFM tender offer and consent solicitation wa made pursuant
to the terms and conditions set forth in the AMFM Offer to
Purchase and Consent Solicitation Statement for the AMFM Notes
dated Dec. 17, 2007, and the related Letter of Transmittal and
Consent.

Clear Channel has retained Citi to act as the lead dealer
manager for the tender offers and lead solicitation agent for
the consent solicitations and Deutsche Bank Securities Inc. and
Morgan Stanley & Co. Incorporated to act as co-dealer managers
for the tender offers and co-solicitation agents for the consent
solicitations.  Global Bondholder Services Corporation is the
Information Agent for the tender offers and the consent
solicitations.

Questions regarding the transaction should be directed to Citi
at (800) 558-3745 (toll-free) or (212) 723-6106 (collect).
Requests for documentation should be directed to Global
Bondholder Services Corporation at (212) 430-3774 (for banks and
brokers only) or (866) 924-2200 (for all others toll-free).

The tender offers and consent solicitations for the Notes were
made in connection with the merger with BT Triple Crown Merger
Co. Inc.  The completion of the Merger and the related debt
financings are not subject to, or conditioned upon, the
completion of the tender offers or the related consent
solicitations or the adoption of the proposed amendments with
respect to the Notes.

The closing of the Merger is expected to occur during the first
quarter 2008.  The closing of the Merger is subject to customary
closing conditions.

                       About Clear Channel

Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a media and
entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 30, 2008, Standard & Poor's Ratings Services said its
ratings on Clear Channel Communications, including the 'B+'
corporate credit rating, remain on CreditWatch with negative
implications.  S&P originally placed them on CreditWatch on
Oct. 26, 2006, following the company's announcement that it was
exploring strategic alternatives to enhance shareholder value.


CONTINENTAL AIRLINES: First Choice for Merger, UAL Says
-------------------------------------------------------
United Air Lines Inc. would pursue a consolidation with
Continental Airlines Inc. if given the go-ahead, to create the
airline industry's biggest carrier, United Press International
reports.

Stephen Canale, a union representative on United Airlines' board
of directors, said that Continental is "without question" the
first choice for a United merger, UPI said.

A possible merger between Delta Airlines and Northwest Airlines
Corp., currently under consideration, would incite a United-
Continental tie-up, according to UPI.  However, as widely
reported, talks between Delta and Northwest stalled last week as
the two carriers' pilots disagree on how seniority issues would
be addressed.

If Northwest merged with another airline it would relinquish its
"golden share," which amounts to veto power over any merger
Continental wants to pursue, UPI notes.

A deal with Continental is "a great fit business-wise and
internationally. There's no two ways about that," UPI quotes
Glenn Tilton, United's chief executive officer, as saying.

                   Teamsters Union Speaks Out

The Teamsters union said it will oppose a merger between United
Airlines and Continental Airlines unless the deal benefits
workers at both airlines.

The Teamsters union represents 3,800 active airline mechanics at
Continental Airlines.  There are 9,300 mechanics at United now
voting on whether to switch their representation to the
Teamsters from the Airline Mechanics Fraternal Association.

"Most airline mergers are bad for passengers, bad for workers
and good for top management," said Teamsters General President
Jim Hoffa.  "United has a track record of giving outrageous
salaries to top executives while workers suffer.  A merger would
probably bring more of the same."

         Union Coalition and AMFA Criticize UAL Management

As a member of the Union Coalition at United Airlines, AMFA
fully supports this position of the coalition: United Airlines
will not merge with another carrier unless we -- the Union
Coalition at United Airlines and AMFA -- say it will merge.

It is that simple, the AMFA said in a statement.

"Unionized employees have earned our place at the consolidation
table.  We not only endured the painful initial shock resulting
from the attacks of September 11 but also suffered the layoffs
and cutbacks that followed.  The management of United Airlines
took the mechanics and all other employees through the
humiliation of a bankruptcy and extracted billions of dollars in
wages, retirements, and work rules that destroyed careers,
families, and lives," said the statement.

In repayment for this suffering, the management team of United
helped themselves to millions of dollars in stock options,
bonuses, pay raises, and dividends with little consideration of
its employees or customers.

United Airlines owes its existence today to the sacrifices made
by employees during UAL's record time in bankruptcy.  UAL will
not merge with another carrier unless it fully and completely
restores it employees to their previous position as industry
leaders in wages, benefits and work rules.

"What UAL has to look forward to is a complete and total denial
of cooperation should it decide to barrel ahead with any merger
plans that do not take its employees back to the period when we
rightfully earned top pay and benefits for being a top airline",
the Local Presidents of AMFA at United Airlines disclosed in a
joint statement.

"It is now our turn to have a say in the future and direction of
our airline.  United must come to terms with its employees if it
expects cooperation in any consolidation or merger action.  The
mechanic and related employees at United Airlines have had
enough of the thievery at the expense of its employees and of
management's lack of permanent interest in the company they
pretend to serve.  United must also keep in mind that before any
merger could ever be considered by AMFA-represented employees,
the company must come to terms with its US$600 million and
growing liability due to its ongoing outsourcing violation
involving our contract."

AMFA represents over 9,400 active and furloughed mechanics and
related employees at UAL, and belongs to the 30,000-member UAL
Labor Collation.

                     United Increases Fares

After oil prices surged to US$111 per barrel, United increased
its round-trip fares by as much as US$50 round-trip, effective
March 13, 2008, reports Adam Schreck of The Associated Press.

United spokeswoman Robin Urbanski explained that the increased
fares are based on the length of a given trip, says AP.  Trips
of under 500 miles will cost travelers US$4 to US$10 more round-
trip, while trips of more than 1,500 miles are now US$12 to
US$50.

Carriers have tried to push more of their fuel costs onto
consumers, AP notes.  However, stiff competition from low-cost
airlines like Southwest Airlines Co. and JetBlue Airways Corp.
means other carriers have rolled back their increased rates,
after competing airlines failed to follow suit.

"Fuel is our highest expense. The cost of it clearly continues
to rise," AP quotes Ms. Urbanski, as saying.  "We must be able
to pass along these costs just like other businesses do."

                   About Northwest Airlines

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

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

When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts.  On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan.  On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement.  The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan.  The
Plan took effect May 31, 2007.  (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                        About UAL Corp.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.  Judge
Wedoff confirmed the Debtors' Second Amended Plan on
Jan. 20, 2006.  The company emerged from bankruptcy protection
on Feb. 1, 2006.  (United Airlines Bankruptcy News, Issue No.
154 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                   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 2,900 daily departures throughout Belize, Mexico, Europe
and Asia, serving 144 domestic and 139 international
destinations.  More than 500 additional points are served via
SkyTeam alliance airlines.  With more than 45,000 employees,
Continental has hubs serving New York, Houston, Cleveland and
Guam, and together with Continental Express, carries
approximately 69 million passengers per year.

                          *     *     *

As reported in the Troubled Company Reporter on Dec. 27, 2007,
Fitch Ratings affirmed Continental Airlines 'B-' issuer default
rating with a stable outlook.


GMAC LLC: Financial Unit's Board Names Alvaro de Molina as CEO
--------------------------------------------------------------
The Board of Directors of GMAC LLC subsidiary, GMAC Financial
Services, named Alvaro G. de Molina as chief executive officer
of the unit, effective April 1, 2008.  Mr. de Molina will
oversee all GMAC operations and focus on strengthening the core
businesses, while positioning the company for long-term growth.
Eric Feldstein, currently chief executive officer, will join
Cerberus Capital Management L.P., an affiliate of which holds a
majority interest in GMAC.  In his new role, Mr. Feldstein will
advise Cerberus in connection with its large financial services
portfolio and with new investment opportunities in financial
services and other sectors.

"Al brings extensive experience in financial services and
banking to the GMAC CEO role, with keen insight into the needs
of customers and investors alike," said J. Ezra Merkin, chairman
of GMAC's Board of Directors.  "We are pleased that he will be
able to draw upon the experience and know-how of the senior GMAC
team.  We are confident that the combination of Al's leadership
and the contributions of senior management will enhance the
company's efforts to restore profitability and pursue growth
opportunities."

Mr. de Molina, 50, had a long and successful career with Bank of
America before joining GMAC in August 2007.  He said: "GMAC's
key strength is its strong foundation, which includes a vast
dealer network, a global footprint, a large customer base, and a
talented team of employees -# all of which are essential to the
longer-term success of the business.  Looking ahead, we need to
align our resources to reflect the current market environment
and capitalize on our competitive advantages."

During the past year, the GMAC leadership team has maintained
the company's strong liquidity position, reduced leverage,
tightened underwriting standards, reduced risk, introduced new
products for both the automotive finance and insurance
businesses, and structured the company for efficient, scalable
growth.  The company has also enhanced its global risk
management function, broadened its marketing focus, and
bolstered the leadership team in the mortgage business amid a
challenging market environment.  GMAC's management team today
reflects a complement of seasoned executives with experience at
the company and new leaders with expertise in running a global
financial services enterprise.  Looking forward, GMAC continues
to target a return to profitability, while maintaining or
improving its global leadership position in its core businesses.

Mr. Feldstein served as the chairman and then chief executive
officer at GMAC Financial Services since November 2002, and
previously served at General Motors Corp. as treasurer and vice
president of Finance, among various other executive positions.

"We are very pleased to bring Eric on board to the Cerberus
team," said Mark Neporent, chief operating officer of Cerberus.
"We expect that Cerberus and its investors will benefit from
Eric's broad expertise in financial services and other sectors."

              Background information on Al de Molina

Mr. de Molina is a proven leader with experience in effectively
managing risk and capital while building strong, talented teams.
Before he joined GMAC last year, he spent 17 years at Bank of
America, most recently serving as chief financial officer.
During his tenure at Bank of America, he also served as chief
executive officer of Banc of America Securities, president of
global corporate and investment banking, and corporate
treasurer.  Prior to joining Bank of America, de Molina served
in the lead financial role for emerging markets at J.P. Morgan.
He began his career in 1979 with PriceWaterhouse.

Mr. de Molina serves on the boards of Duke University's Fuqua
School of Business, the Foundation for the Carolinas, Florida
International University, and the Financial Services Volunteer
Corps.  Born in Cuba, he holds a bachelor's degree in accounting
from Fairleigh Dickinson University, and a master's degree in
business administration from Rutgers Business School.

                            About GMAC

GMAC LLC -- http://www.gmacfs.com/-- formerly General Motors
Acceptance Corporation, is a global, diversified financial
services company that operates in approximately 40 countries in
automotive finance, real estate finance, insurance and other
commercial businesses.  GMAC was established in 1919 and employs
approximately 26,700 people worldwide.  Cerberus Capital
Management LP bought 51% GMAC LLC stake from General Motors
Corp. on December 2006.  Its Latin American operations are
located in Argentina, Brazil, Chile, Colombia, Mexico and
Venezuela.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 6, 2008, Fitch Ratings downgraded and removed from Rating
Watch Negative the long-term Issuer Default Rating GMAC LLC and
related subsidiaries to 'BB' from 'BB+'.  Fitch has also
affirmed the 'B' short-term ratings.  Fitch originally placed
GMAC on Rating Watch Negative on Nov. 14, 2007.  The Rating
Outlook is Negative.  Approximately US$100 billion of unsecured
debt is affected by this action.

As reported in the Troubled Company Reporter-Latin America on
Feb. 26, 2008, Standard & Poor's Ratings Services lowered its
ratings on Residential Capital LLC and GMAC LLC.  Residential
Capital LLC was downgraded to 'B/C' from 'BB+/B'.  GMAC LLC was
downgraded to 'B+/C' from 'BB+/B'.  The outlook for both
entities is negative.


SHARPER IMAGE: Court Okays Liquidation Deal With Hilco & Gordon
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware
authorized Sharper Image Corp. on March 14, 2008, to enter into
a liquidation agreement with a joint venture comprised of Hilco
Merchant Resources LLC and Gordon Brothers Retail Partners LLC,
the highest and best bidder at the auction held March 13.

Sharper Image operates 184 stores in 38 states and the District
of Columbia, of which four are outlet stores that sell slow-
moving, discontinued, reconditioned, and irregular merchandise.

As reported by the Troubled Company Reporter on March 7, 2008,
prior to the company's bankruptcy filing, the Debtor began an
examination of the performance of its Retail Business Operations
to identify unprofitable stores.  As a consequence of this
analysis and in light of the severe liquidity restraints the
Debtor currently faces, the Debtor believes it is imperative to
conduct store closing or similar sales to aid its reorganization
efforts, the Debtor's proposed counsel, Steven K. Kortanek,
Esq., at Womble Carlyle Sandridge & Rice, PLLC, in Wilmington,
Delaware, related.

The Debtor, thus, asked the Court to enter an order on an
expedited basis to approve proposed auction procedures; set the
time, date, and place of the auction; approving the form of
notice of the Auction and notice of the Store Closing Sales; and
set the March 14, 2008 the hearing to consider the approval of
the Sale.

Judge Kevin Gross approved the parties' Liquidation Agreement in
its entirety.

The Liquidation Agreement provides, among other things, that:

    1. The Debtor is authorized to sell the merchandise located
       in its stores under the terms of the Liquidation Agreement
       pursuant to the store closing sales procedures.

       A full-text of the court-approved Store Closing Procedures
       is available for free at:

   http://bankrupt.com/misc/SI_ApprovedStoreClosingProcedures.pdf

    2. Hilco Merchant Resources LLC and Gordon Brothers Retail
       Partners LLC, as Liquidator or exclusive Agent, are
       authorized and empowered to conduct the Store Closing
       Sales, provided that written agreements between the Agent
       and any Landlord or overlandlord of the Closing Locations
       modifying the terms of the Sale Guidelines at applicable
       locations will govern the conduct of the Store Closing
       Sales.

    3. As a guaranty of the its performance, the Agent guarantees
       that the Debtor will receive 37% of the aggregate retail
       price of all merchandise included in the Store Closing
       Sale.

    4. All proceeds of the Store Closing Sale will be deposited
       in Debtor's existing accounts and disbursed in accordance
       with the Liquidation Agreement, provided, however, that as
       soon as practicable after the sale commencement date, the
       Debtor will establish segregated accounts for deposit of
       the proceeds of the sale.  The Debtor will commence to pay
       to the Agent all proceeds on a daily basis, commencing on
       the first business day after the payment of the initial
       guaranty payment and delivery of the Guaranty L/C and
       Expense L/C.

    5. The Guaranty Percentage has been calculated and agreed
       upon based upon the aggregate Retail Price of the
       Merchandise not being less than US$40,250,000 nor greater
       than US$47,750,000.  To the extent that the aggregate
       Retail Price of the Merchandise is less than the Minimum
       Inventory Amount or greater than the Maximum Inventory
       Amount, the Guaranty Percentage will be adjusted in
       accordance with the terms and conditions of the
       Liquidation Agreement.

    6. On the Sale Commencement Date, the Debtor will provide
       US$1,000 in cash in each of its stores.  Within 10 days of
       the Sale Commencement Date, the Agent will reimburse the
       Debtor for all of the cash.  Moreover, the Debtor and the
       Agent will cooperate to develop mutually agreeable
       procedures to verify the amounts.

A full-text copy of the Liquidation Agreement is available for
free at:

   http://bankrupt.com/misc/SharperImage_LiquidationAgreement.pdf

The Court also approved the Debtor's Lease Rejection Procedures,
a full-text copy of which is available for free at:

    http://bankrupt.com/misc/SI_LeaseRejectionProcedures.pdf

The Court further held that despite anything in the Liquidation
Agreement, the sale termination date for the Debtor's store
located in Danbury, Connecticut, will be April 7, 2008.  The
Agent and the Debtor will relinquish possession of the Danbury
Store by the Danbury Termination Date.  Moreover, the Agent and
the Debtor will only be obligated to pay occupancy expenses
through the Danbury Termination Date for the Danbury Store.  As
of April 7, the lease for the location will be deemed terminated
and merchandises or furnishings, trade fixtures, equipment and
improvements to real property remaining in the Store will be
deemed abandoned.

The selection of the Agent was made on March 13, 2008, pursuant
to court-approved auction and bidding procedures.  Interested
parties submitted bids and proposed liquidation agreements on
March 7.  All Bids were accompanied by an earnest money deposit
equal to 5% of the total guaranteed amount in the form of a
certified check or wire transfer payable to the Debtor.

Prior to the March 14 Sale Hearing, the Debtor entered into a
liquidation agreement with Hudson Capital Partners, LLC.
However, Hilco placed the highest and best bid at the March 13
Auction.

                     Objections Are Overruled

Objections were filed prior to the Court's approval of the
Debtor's auction procedures.  The objecting entities include:

    * Kelly Beaudin Stapleton, U.S. Trustee for Region 3,
    * PPF OFF 345 Spear Street, LP,
    * Simon Property Group,
    * EklecCo Newco, L.L.C,
    * The Macerich Company, RREEF Management Company, Cousin
      Properties Incorporated, and The Forbes Company,
    * UBS Realty Investors, LLC,
    * Westfield, LLC,
    * CBL & Associates Management,
    * Kravco Simon Company,
    * Leidig/Draper Properties,
    * BP 111 Huntington LLC,
    * Inland Southwest Management, LLC,
    * Greenway Center, LLC,
    * Greater Lakeside Corp.,
    * Stopen, LLC,
    * General Growth Properties, Inc., Developers Diversified
      Realty Corp., Turnberry Associates, and Weingarten Realty
      Investors,
    * The States of California, Connecticut, Kentucky, Missouri,
      New York, Ohio, Oregon, Michigan and Tennessee, and
    * Commonwealth of Massachusetts

Most of the Objectors complained that the Debtor failed to give
adequate notices of the rejection of the leases, thus leaving
them with no advance opportunity to find new tenants.  The
Objectors were also concerned that the Debtor's use of signs and
banners for advertisement may be improper and would damage the
value of their premises and offend customers of the other
lessees in the area.

The Objectors also contended that the Debtor's proposed auction
procedures failed to fix an end date, thus allowing the Debtor
to conduct its closing store sales without any time limit at all
at the expense of the entities and their tenants.

Kelly Beaudin Stapleton, the United States Trustee for Region 3,
disputed that the Debtor's notice does not contain certain
required information, and the Debtor's request is procedurally
improper.  She added that with regard to rejection damage
claims, if a rejection claimant fails to file a timely proof of
claim, the claimant's rights should be limited consistent with
the Bankruptcy Rules.  The U.S. Trustee is also concerned that
the Debtor sought to pay certain bonuses without prior Court
review.

The states of California, Connecticut, Kentucky, Missouri, New
York, Ohio, Oregon, Michigan and Tennessee, and the Commonwealth
of Massachusetts argued that their state laws related to store
closings and going out of business sales are preempted by the
Bankruptcy Code or that the Debtor may use Section 105(a) of the
Bankruptcy Code to remove any inconvenient obligations.  The
states also asserted the Debtor's request is procedurally
improper pursuant to Rule 7001(7) of the Federal Rules of
Bankruptcy Procedure.

Judge Gross deemed the Auction and Store Closing Sales Notice as
good and sufficient notice of the Debtor's request.

All objections that have not been resolved, withdrawn, or
otherwise declared as moot, were overruled.

                   About Sharper Image Corp.

Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer.  It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet.  The company has operations in
Australia, Brazil and Mexico.  In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution.  The company
filed for Chapter 11 protection on Feb. 19, 2008 (Bankr. D.D.,
Case No. 08-10322).  Steven K. Kortanek, Esq. at Womble,
Carlyle, Sandridge & Rice, P.L.L.C. represents the Debtor in its
restructuring efforts.  An Official Committee of Unsecured
Creditors has been appointed in the case.  When the Debtor filed
for bankruptcy, it listed total assets of US$251,500,000 and
total debts of US$199,000,000.

(Sharper Image Bankruptcy News Issue No. 7, Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


VISTEON CORP: Elects Alex J. Mandl to Board of Directors
--------------------------------------------------------
Alex J. Mandl has been elected to Visteon Corporation's board of
directors, effective immediately.

Mr. Mandl has nearly 40 years of leadership experience with
global companies, including serving as president and chief
operating officer of AT&T, and as chairman and chief executive
officer of Sea-Land Services, Inc.  Since December 2007, he has
been non-executive chairman of the board of Gemalto, a global
leader in digital security that is a newly merged company
between Gemplus International and Axalto.  Mr. Mandl had been
president and CEO of Gemplus International since September 2002.

"[Mr. Mandl] is a highly respected leader who has extensive
experience helping guide global companies through strategic
transformation and growth," Michael F. Johnston, Visteon
chairman and chief executive officer, said.  "Visteon will
benefit greatly from his experience and insight."

From April 2001 through August 2002, Mr. Mandl was a principal
in ASM Investments, which focuses on early-stage funding for
companies utilizing technology as a differentiator.  Before
that, he was chairman and CEO of Teligent, a company he started
in 1996.  Prior to Teligent, Mr. Mandl was with AT&T from 1990
to 1996, serving as group executive and chief financial officer
before being named president and COO.  Before joining AT&T, Mr.
Mandl was chairman and CEO of Sea-Land Services, Inc., a leading
global provider of containerized ocean transport and
distribution services.  He also served as a senior vice
president with CSX, after beginning his career with Boise
Cascade as a merger and acquisition analyst.

Mr. Mandl currently serves on the boards of Gemalto, Dell
Computer Corp., Hewitt Associates, Horizon Lines and Wilamette
University.  He has an MBA from the University of California at
Berkeley and a bachelor's degree in economics from Wilamette
University.

Based in Van Buren Township, Michigan, Visteon Corp. (NYSE: VC)
-- http://www.visteon.com/-- is a global automotive supplier
that designs, engineers and manufactures innovative climate,
interior, electronic, and lighting products for vehicle
manufacturers, and also provides a range of products and
services to aftermarket customers.  The company's other
corporate offices are in Shanghai, China; and Kerpen, Germany.
The company has Latin America offices in Argentina, Brazil and
Mexico.  The company has facilities in 26 countries and employs
approximately 43,000 people.

                          *     *     *

Moody's Investor Service placed Visteon Corp.'s long-term
corporate family and probability of default ratings at 'B3' in
November 2006.  The ratings still hold to date with a negative
outlook.



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


CABLE & WIRELESS: Credit Suisse Downgrades Firm to Neutral
----------------------------------------------------------
Credit Suisse analyst R. Barker has downgraded Cable & Wireless
Plc's shares to "neutral" from "outperform," Newratings.com
reports.

Newratings.com relates that the target price for Cable &
Wireless' shares was decreased to GBP180 from GBP215.

Mr. Barker said in a research note that Cable & Wireless'
management has "altered the company's basic investment thesis by
shifting the strategy from restructuring in the near term to
value-creation in the long term."  Mr. Barker told
Newratings.com that Cable & Wireless' new strategy is not
different from those of its rivals.

"There is an absence of catalysts" for Cable & Wireless' share
price in the "near term," Newratings.com states, citing Credit
Suisse.

Headquartered in London, Cable & Wireless Plc
-- http://www.cw.com/new/-- operates through two standalone
business units - International and Europe, Asia & US.  The
International business unit operates integrated
telecommunications companies in 33 countries offering mobile,
broadband, domestic and international fixed line services to
residential and business customers, with principal operations in
the Caribbean, Panama, Macau, Monaco and the Channel Islands.
The Europe, Asia & U.S. business unit provides enterprise and
carrier solutions to the largest users of telecoms services
across the U.K., U.S., continental Europe and Asia -- and
wholesale broadband services in the U.K.

                         *     *     *

As of Feb. 12, 2008, Cable & Wireless Plc carried a Ba3 long-
term corporate family rating, a B1 senior unsecured debt rating
and a Ba3 probability of default rating from Moody's Investors
Service, which said the outlook is stable.

The company also carries a BB- long-term local and foreign
issuer credit ratings from Standard & Poor's Ratings Services,
which said the outlook is stable.  S&P rates its short-term
local and foreign issuer credit at B.



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


JETBLUE AIRWAYS: Increases Daily Nonstop Flights to LatAm
---------------------------------------------------------
JetBlue Airways Inc. has developed Orlando International Airport
into the airline's seventh focus city.  The designation of
Orlando as a key city in JetBlue's growing route network
underscores the airline's commitment to the Central Florida
economy, with more flights and destinations; an expansion into
as many as 10 gates in Airside 1 at Orlando International
Airport; the development of a 292-room JetBlue Crew Lodge; and
the establishment of a local crew base for JetBlue's pilots and
inflight crewmembers.

Earlier this month JetBlue inaugurated its first international
routes from Orlando, including the region's only daily nonstop
service to Santo Domingo, Dominican Republic and Cancun, Mexico.
Furthering its commitment to capitalize on Orlando's location at
the crossroads of the Americas, JetBlue has received tentative
approval from the U.S. Department of Transportation to offer
Orlando's only service to South America, with daily nonstop
service to Bogota, Colombia, beginning later this year.
Combined with its existing flights to Puerto Rico -- up to seven
departures per day to Aguadilla, Ponce, and San Juan -- JetBlue
is proud to be Central Florida's leading airline to the
Caribbean and Latin America.

JetBlue began service to Orlando in June 2000 with service to
New York City and has grown to serve 17 nonstop destinations
from Orlando International Airport.  The airline will kick off
nonstop service to Austin, Texas, its 18th destination, on
May 1, with continuing service available to West Coast cities
including San Francisco and LA/Long Beach, Calif.

                         Terminal Shuffle

JetBlue has entered into an agreement with the Greater Orlando
Aviation Authority (GOAA) to lease the long-term use of up to 10
gates in Orlando International Airport's Airside 1.  The
terminal move will provide expanded facilities for the airline
as well as customs and immigrations capabilities to process
JetBlue's growing roster of international flights.  Currently,
JetBlue's domestic flights operate from six gates in Airside 2
while international flights operate from nearby Airside 4.  The
relocation and consolidation of all JetBlue flights into Airside
1 will provide customers the added convenience of fast same-
terminal connections between international and domestic cities.

                             Crew Base

JetBlue will establish a local crew base for its pilots and
inflight crewmembers (flight attendants) at Orlando
International Airport beginning June 1. Crewmembers based in
Orlando will begin and end their scheduled flying at MCO.  Other
JetBlue crew bases include Boston, Fort Lauderdale, New York
City (JFK), and Long Beach, Calif.

In addition to its flight crew base, JetBlue will continue to
offer training for the airline's pilots, flight attendants,
technical operations professionals, and airport crewmembers at
its Orlando Support Center, which has been in operation since
2005 on a campus near Orlando International Airport.

                            Crew Lodge

JetBlue will begin construction in September on a 292-suite
JetBlue Crew Lodge, which will be used to accommodate the
airline's crewmembers who are in the Orlando area conducting
training and other related airline business.  The Lodge will be
situated on 4.5 acres of a total 6.5 acres leased from GOAA, and
will create hundreds of construction jobs plus 50 permanent new
jobs for Orlando residents.  The Lodge will be managed by
InterContinental Hotels Group and feature 292 guest suites, a
1,000 square-foot enhanced fitness center, and quiet study
rooms, meeting rooms and e-library capabilities.  In addition,
the Lodge will include a 24-hour retail concession pantry.
Outdoor amenities will include a pool, sports court and outdoor
cooking facilities.

"JetBlue is thrilled to affirm our commitment to the economy and
people of Central Florida by establishing Orlando as our newest
focus city," said JetBlue CEO Dave Barger.  "With an ever-
increasing line-up of low-fare flights to top destinations
throughout the United States, Caribbean, and Latin America,
JetBlue has quickly become the airline of choice in Orlando for
great fares and even better customer service.  With the
development of a local crew base, the building of a crew hotel,
and our move into ten new gates at the airport, we look forward
to continuing to grow and prosper here."

"I am thrilled JetBlue Airways has announced that they have
designated Orlando International as one of their chief focus
cities," said U.S. Representative Corrine Brown.  "OIA's prime
location will serve as a more than perfect hub for destinations
nationwide, as well as a nice alternative to Miami International
for flights destined for the Caribbean or South America."

"JetBlue's decision to expand here and make Orlando one of its
focus cities means more jobs and more flight choices for Central
Florida families," stated U.S. Representative Ric Keller.

"I'm thrilled to see JetBlue continue its high flying ways in
Orlando," said Orange County Mayor Richard Crotty.  "Designating
OIA as the centerpiece of a new focus city signals another major
investment by JetBlue in our community that will reap tremendous
rewards."

"We are excited that JetBlue has chosen to expand their presence
in Orlando," said Buddy Dyer, Mayor of the City of Orlando.
"Building on our already strong international airport, this not
only provides new options for visitors but strengthens the
Central Florida economy for our residents."

"We appreciate JetBlue's commitment and investment in facilities
for training and operations at Orlando International Airport
that brings new opportunities for the airport and the
community," said Jeffry Fuqua, Chairman of the Greater Orlando
Aviation Authority.  "Customers will also benefit from the plans
for Orlando to become a focus city which brings more flights for
greater access to new destinations for the traveling public."

Based in Forest Hills, New York, JetBlue Airways Corporation
(Nasdaq:JBLU) --  http://www.jetblue.com/-- is a passenger
airline that provides customer service on point-to-point routes.
As of Feb. 14, 2007, JetBlue operated approximately 502 daily
flights.  The company serves 50 destinations in 21 states,
Puerto Rico, Mexico and the Caribbean.  The company operates a
fleet of 98 Airbus A320 and 23 Embraer 190 aircrafts.  The
company's operations primarily consists of transporting
passengers on its aircraft, with domestic United States
operations, including Puerto Rico, accounting for approximately
97.1% of its capacity during the year ended Dec. 31, 2006.

                           *     *     *

Moody's Investors Service placed JetBlue Airways Corporation's
long-term corporate family and probability rating at 'B3' and
its senior unsecured debt rating at 'Caa2' in May 2007.  The
ratings still hold to date with a negative outlook.



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


NORTHWEST AIRLINES: Continental Is First Choice for UAL Merger
--------------------------------------------------------------
United Air Lines Inc. would pursue a consolidation with
Continental Airlines Inc. if given the go-ahead, to create the
airline industry's biggest carrier, United Press International
reports.

Stephen Canale, a union representative on United Airlines' board
of directors, said that Continental is "without question" the
first choice for a United merger, UPI said.

A possible merger between Delta Airlines and Northwest Airlines
Corp., currently under consideration, would incite a United-
Continental tie-up, according to UPI.  However, as widely
reported, talks between Delta and Northwest stalled last week as
the two carriers' pilots disagree on how seniority issues would
be addressed.

If Northwest merged with another airline it would relinquish its
"golden share," which amounts to veto power over any merger
Continental wants to pursue, UPI notes.

A deal with Continental is "a great fit business-wise and
internationally. There's no two ways about that," UPI quotes
Glenn Tilton, United's chief executive officer, as saying.

                   Teamsters Union Speaks Out

The Teamsters union said it will oppose a merger between United
Airlines and Continental Airlines unless the deal benefits
workers at both airlines.

The Teamsters union represents 3,800 active airline mechanics at
Continental Airlines.  There are 9,300 mechanics at United now
voting on whether to switch their representation to the
Teamsters from the Airline Mechanics Fraternal Association.

"Most airline mergers are bad for passengers, bad for workers
and good for top management," said Teamsters General President
Jim Hoffa.  "United has a track record of giving outrageous
salaries to top executives while workers suffer.  A merger would
probably bring more of the same."

         Union Coalition and AMFA Criticize UAL Management

As a member of the Union Coalition at United Airlines, AMFA
fully supports this position of the coalition: United Airlines
will not merge with another carrier unless we -- the Union
Coalition at United Airlines and AMFA -- say it will merge.

It is that simple, the AMFA said in a statement.

"Unionized employees have earned our place at the consolidation
table.  We not only endured the painful initial shock resulting
from the attacks of September 11 but also suffered the layoffs
and cutbacks that followed.  The management of United Airlines
took the mechanics and all other employees through the
humiliation of a bankruptcy and extracted billions of dollars in
wages, retirements, and work rules that destroyed careers,
families, and lives," said the statement.

In repayment for this suffering, the management team of United
helped themselves to millions of dollars in stock options,
bonuses, pay raises, and dividends with little consideration of
its employees or customers.

United Airlines owes its existence today to the sacrifices made
by employees during UAL's record time in bankruptcy.  UAL will
not merge with another carrier unless it fully and completely
restores it employees to their previous position as industry
leaders in wages, benefits and work rules.

"What UAL has to look forward to is a complete and total denial
of cooperation should it decide to barrel ahead with any merger
plans that do not take its employees back to the period when we
rightfully earned top pay and benefits for being a top airline",
the Local Presidents of AMFA at United Airlines disclosed in a
joint statement.

"It is now our turn to have a say in the future and direction of
our airline.  United must come to terms with its employees if it
expects cooperation in any consolidation or merger action.  The
mechanic and related employees at United Airlines have had
enough of the thievery at the expense of its employees and of
management's lack of permanent interest in the company they
pretend to serve.  United must also keep in mind that before any
merger could ever be considered by AMFA-represented employees,
the company must come to terms with its US$600 million and
growing liability due to its ongoing outsourcing violation
involving our contract."

AMFA represents over 9,400 active and furloughed mechanics and
related employees at UAL, and belongs to the 30,000-member UAL
Labor Collation.

                     United Increases Fares

After oil prices surged to US$111 per barrel, United increased
its round-trip fares by as much as US$50 round-trip, effective
March 13, 2008, reports Adam Schreck of The Associated Press.

United spokeswoman Robin Urbanski explained that the increased
fares are based on the length of a given trip, says AP.  Trips
of under 500 miles will cost travelers US$4 to US$10 more round-
trip, while trips of more than 1,500 miles are now US$12 to
US$50.

Carriers have tried to push more of their fuel costs onto
consumers, AP notes.  However, stiff competition from low-cost
airlines like Southwest Airlines Co. and JetBlue Airways Corp.
means other carriers have rolled back their increased rates,
after competing airlines failed to follow suit.

"Fuel is our highest expense. The cost of it clearly continues
to rise," AP quotes Ms. Urbanski, as saying.  "We must be able
to pass along these costs just like other businesses do."

                   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 2,900 daily departures throughout the Americas, Europe and
Asia, serving 144 domestic and 139 international destinations.
More than 500 additional points are served via SkyTeam alliance
airlines.  With more than 45,000 employees, Continental has hubs
serving New York, Houston, Cleveland and Guam, and together with
Continental Express, carries approximately 69 million passengers
per year.

                        About UAL Corp.

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.  Judge
Wedoff confirmed the Debtors' Second Amended Plan on
Jan. 20, 2006.  The company emerged from bankruptcy protection
on Feb. 1, 2006.  (United Airlines Bankruptcy News, Issue No.
154 Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                    About Northwest Airlines

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

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

When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts.  On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan.  On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement.  The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan.  The
Plan took effect May 31, 2007.  (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PETROLEOS DE VENEZUELA: Will Form Joint Venture With OVL
--------------------------------------------------------
Petroleos de Venezuela SA will create a joint venture with
Indian state-run firm OVL for the development of the San
Cristobal field, Shirish Nadkarni at Oil and Gas Journal
reports.

Oil and Gas relates that India's cabinet has authorized OVL to
invest some US$356 million in the project and about US$102
million for appraisal, development, and production-sharing for
Qatar's Najwat Najem project.

Indian officials told Oil and Gas that the project provides OVL
an opportunity to obtain significant equity ownership of about
40% in the Venezuelan project.

The cabinet also allowed a committee of secretaries to authorize
extra investment of up to 25% of the original capital investment
out of the revenues from the project, as long as the rate of
return is above 10%, Oil and Gas states.

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

PDVSA is one of the top exporters of oil to the US with proven
reserves of 77.2 billion barrels of oil -- the most outside the
Middle East -- and about 150 trillion cu. ft. of natural gas.

PDVSA's exploration and production take place in Venezuela, but
the company also has refining and marketing operations in the
Caribbean, Europe, and the US.

                               *     *     *

As of Feb. 14, 2008, Fitch Ratings held Petroleos de Venezuela
SA's long-term issuer default rating and local currency long
term issuer default rating at BB-.  Fitch said the ratings
outlook was negative.


PETROLEOS DE VENEZUELA: Aims to Produce 1.2MM Barrels Daily
-----------------------------------------------------------
Petroleos de Venezuela SA wants to bring its oil production to
1.2 million barrels a day in the west by 2013, Dow Jones
Newswires reports.

The Venezuelan Oil Ministry will concentrate on increasing
Petroleos de Venezuela SA's crude production from the country's
western region, where mature oil wells are located, Dow Jones
notes.

Venezuela will drill more wells and use more drill equipment so
that production will increase to 937,000 barrels per day in
2008, from 907,000 in 2007, Dow Jones says, citing the
ministry's 2007 year-end report.

According to Dow Jones, about 485 new wells will be drilled and
some 374 oil wells will be repaired.

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.

PDVSA is one of the top exporters of oil to the US with proven
reserves of 77.2 billion barrels of oil -- the most outside the
Middle East -- and about 150 trillion cu. ft. of natural gas.

PDVSA's exploration and production take place in Venezuela, but
the company also has refining and marketing operations in the
Caribbean, Europe, and the US.

                           *     *     *

As of Feb. 14, 2008, Fitch Ratings held Petroleos de Venezuela
SA's long-term issuer default rating and local currency long
term issuer default rating at BB-.  Fitch said the ratings
outlook was negative.



===========
X X X X X X
===========


* Beard Audio to Hold "Understanding CDS Contract Risks" Seminar
----------------------------------------------------------------
Beard Audio Conferences presents a new audio seminar on
"Understanding CDS Contract Risks."

The live 90-minute telephone conference with interactive Q&A
session is hosted by the Beard Group Law and Business Publishers
and Troubled Company Reporter.

Enroll today in this international audio conference and let
noted restructuring attorney Andrea Pincus help you better
understand the make-up of your CDS portfolio. She'll provide a
plain-English explanation of the structure of CDS transactions,
then analyze the state of today's market, empowering you to
better manage CDS contract risks, tap into potential rewards,
and spot warning signs along the way.

Register now at http://researcharchives.com/t/s?2954

Learn more by visiting http://researcharchives.com/t/s?2955

Today's $45 trillion CDS market is roughly twice the size of the
entire U.S. stock market. Yet despite its staggering size, the
unregulated over-the-counter CDS market and its vast
underpinnings remain a mystery to even the most sophisticated of
investors.

What's more, the spider's web of connections between Credit
Default Swaps and global subprime failures, ratings downgrades,
monoline exposure, and billion-dollar losses by commercial banks
and insurers means your potential CDS risks are greater than
ever.

The conference agenda includes:

    * What's behind the curtain? What you need to know about the
      structure of today's CDS contracts and their evolution -
      from hedging vehicle to highly customized alternative
      investment vehicle,

    * Mechanics of a typical CDS transaction, including required
      documentation and critical contract terms

    * Special challenges and concerns for CDS written on asset-
      backed securities and backed by financial guaranty policies

    * What is counterparty risk? How is it affected in the face
      of subprime meltdowns, concentration of major players, the
      ongoing liquidity crisis, and shaken investor confidence?

    * Changing dynamic for troubled companies due to the high
      volume of CDS trading in the secondary market and related
      pressure on CDS buyers to push troubled companies into
      Chapter 11

    * New initiatives from ISDA, including modifications to
      standard forms

    * Prospects for regulation and changing accounting principles

    * Emerging areas of dispute and litigation - like ambiguous
      documentation, valuation methodologies, and conflicts over
      collateral obligations. Learn how to identify them before
      they sabotage your portfolio

    * Hedging your hedge - potential upsides for distressed
      investors.

Early-Bird Registration Discount

Register by Thursday, April 17, and save $50 off the regular
tuition. Tuition is $245 prior to April 17; $295 afterwards.
Remember, the tuition includes written materials and an
unlimited number of attendees at your dial-in site.

Who Should Attend:

All those participating in today's Credit Default Swap market -
both buyers and sellers of CDS protection - and their legal and
financial advisors. This easy-to-attend audio briefing is
designed to help you better understand the latest market
dynamics affecting ways to value your holdings - or unload them.

About Your Presenter:

Andrea Pincus joined the law firm of Reed Smith LLP as a lateral
partner in February 2008, and is a member of the firm's
Commercial Restructuring & Bankruptcy Group and the firm's
Financial Industries Group.

In her practice, Andrea represents hedge funds, banks and other
institutional investors, bondholders and trustees, as well as ad
hoc and official committees, secured creditors, governmental
entities, private individuals and debtors-in-possession in all
aspects of Chapter 11 cases as well as out-of-court workouts
involving private and publicly-held companies.

In the related areas of capital markets and structured finance,
Andrea represents hedge funds, banks and other financial
institutions in connection with distressed investing strategies,
structured debt, and derivative transactions based on ISDA
documentation, with a particular focus on credit default swaps
and valuation disputes.

Andrea is a member of 100 Women in Hedge Funds, a global
association of women in the hedge fund industry, and serves on
its Philanthropy Committee and Governance Committee. In
addition, she is a member of the American Bankruptcy Institute
as well as the Turnaround Management Association.

HOW TO REGISTER:

1. Call 240-629-3300 and charge your tuition investment of $245
($295 after April 17, 2008) to a major credit card, or

2. Visit www.beardaudioconferences.com for fast and convenient
online registration.

3. Mail your check payable to Beard Audio Conferences to:  Beard
Group, P.O. Box 4250, Frederick, MD 21705-4250  (checks must be
received 48 hours prior to conference).

Can't make the scheduled date and time? Order the Audio CD
recording of this conference. Or get the CONFERENCE PLUS option
that allows you to attend the audio conference AND get the Audio
CD recording at a discounted price. For either option, visit
http://www.beardaudioconferences.com or call (240) 629-3300.


* BOND PRICING: For the Week March 17 - March 21, 2008
------------------------------------------------------

   Issuer                Coupon    Maturity   Currency   Price
   ------                ------    --------   --------   -----

   ARGENTINA
   ---------
Argnt-Bocon PR11         2.000     12/3/10     ARS      60.88
Argnt-Bocon PR13         2.000     3/15/24     ARS      64.78
Arg Boden                2.000     9/30/08     ARS      29.89
Argent-EURDIS            7.820    12/31/33     EUR      73.19
Argent-Par               0.630    12/31/38     ARS      38.80

   BRAZIL
   ------
CESP                     9.750     1/15/15     BRL      63.17

   CAYMAN ISLANDS
   --------------
Vontobel Cayman          6.400     3/28/08     CHF      66.75
Vontobel Cayman          6.533     3/27/08     CHF      64.15
Vontobel Cayman          7.812     3/27/08     EUR      71.10
Vontobel Cayman          8.250     4/25/08     CHF      67.00
Vontobel Cayman          8.250     7/28/08     CHF      37.40
Vontobel Cayman          8.300     3/20/08     CHF      45.20
Vontobel Cayman          8.400     6/27/08     CHF      73.70
Vontobel Cayman          8.500     3/27/08     CHF      55.00
Vontobel Cayman          8.600     3/27/08     CHF      64.80
Vontobel Cayman          8.750     3/27/08     CHF      39.25
Vontobel Cayman          8.900     3/27/08     CHF      65.35
Vontobel Cayman          9.050      7/1/08     CHF      71.60
Vontobel Cayman          9.100    10/31/08     CHF      62.80
Vontobel Cayman          9.250     3/27/08     CHF      71.30
Vontobel Cayman         10.000    10/24/08     CHF      45.00
Vontobel Cayman         10.400     3/27/08     CHF      72.90
Vontobel Cayman         10.400      7/8/08     CHF      53.40
Vontobel Cayman         10.800     9/26/08     CHF      49.00
Vontobel Cayman         10.800    12/19/08     CHF      74.40
Vontobel Cayman         10.850     3/27/08     EUR      53.80
Vontobel Cayman         10.900     9/26/08     CHF      47.20
Vontobel Cayman         11.000     6/20/08     CHF      36.40
Vontobel Cayman         11.500     6/27/08     EUR      58.75
Vontobel Cayman         11.500     7/22/08     CHF      63.20
Vontobel Cayman         13.750     9/26/08     EUR      72.90
Vontobel Cayman         17.500      6/5/09     CHF      70.20
Vontobel Cayman         20.000     1/23/09     EUR      64.00

   JAMAICA
   -------
Jamaica Govt LRS         7.500     10/6/12     JMD      71.62
Jamaica Govt LRS        12.750     6/29/22     JMD      73.81
Jamaica Govt LRS        12.850     5/31/22     JMD      73.22

   PUERTO RICO
   -----------
Puerto Rico Cons.        5.900     4/15/34     USD      74.00
Puerto Rico Cons.        6.000    12/15/34     USD      65.62
Puerto Rico Cons.        6.250      5/1/22     USD      71.00

   VENEZUELA
   ---------
Petroleos de Ven         5.250     4/12/17     USD      68.70
Petroleos de Ven         5.375     4/12/27     USD      59.50
Petroleos de Ven         5.500     4/12/37     USD      58.37
Venezuela                7.000     3/31/38     USD      71.28




                          ***********


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.  Sheryl Joy P. Olano, Rizande delos Santos,
Pamella Ritah K. Jala, Tara Eliza Tecarro, Frauline S. Abangan,
and Peter A. Chapman, 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
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

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

The TCR Latin America subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
subscription information, contact Christopher Beard at
240/629-3300.


                 * * * End of Transmission * * *