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        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

            Wednesday, March 26, 2008, Vol. 9, No. 60

                            Headlines


A R G E N T I N A

ALITALIA SPA: Lufthansa Mulls Joining AirOne's Counterbid
COLEGIO SAINT JEAN: Seeks Court's Nod on Reorganization
DELTA AIR: Unable to Reach Pilot Integration Pact with Northwest
MENENDEZ HERMANOS: Files for Reorganization in Court
MENENDEZ HNOS: Files for Reorganization in Buenos Aires Court


B E R M U D A

SECURITY CAPITAL: Suspends Declaration of Quarterly Dividend


B R A Z I L

ABITIBIBOWATER INC: Inks US$350 Mln Investment Deal with Fairfax
ABITIBIBOWATER INC: Unit Amends Terms of US$496MM Exchange Offer
ABITIBIBOWATER INC: S&P Puts 'B+' Rtg. on Unit's US$415MM Notes
AES CORP: AES Eletropaulo Earns BRL713 Million in 2007
AES CORP: Units Will Increase Investments This Year

AMERICAN AIRLINES: S&P Changes Outlook to Neg. on Weak Economy
AMR CORP: S&P Revises Outlook to Negative on Expected Loss
BANCO BMG: Launches BRL500 Million Receivables Fund Program
BANCO BRADESCO: To Open Offices in Middle East & Asia This Year
BANCO INDUSTRIAL: Will Get US$110 Million in Syndicated Loan

BANCO ITAU: Will Launch Offices in Middle East & Asia This Year
COMPANHIA ENERGETICA: Shares Drop Amid Speculation Sale May Fail
DELPHI CORP: Wants to Continue Key Employee Compensation Program
DELPHI CORP: Settles Alps Auto et al. Assumption Objections
ELECTROPAULO METROPOLITANA: Fitch Holds BB- Issuer Default Rtgs.

GOL LINHAS: GTA Unit Initiates New Flight Network Operations
GOL LINHAS: VRG Unit Initiates New Domestic Flight Operations
NET SERVICIOS: Launches Product Package for Lower Income Clients
RHODIA SA: Sells Isocyanates Businesses to Perstorp Group
SHARPER IMAGE: Resumes Merchandise Gift Card Policy

SHARPER IMAGE: TomTom Wants Segregation of Portable GPS Systems
SHARPER IMAGE: Wells Fargo Objects to Garmin Admin. Claim
WEIGHT WATCHERS: S&P Changes Outlook to Stable on Debt Repayment
XERIUM TECHNOLOGIES: Moody's Cuts Ratings on High Default Risk
* BRAZIL: S&P Says Beef Embargo May Pressure Exporters' Credit


C A Y M A N  I S L A N D S

GLOBAL YACHT: Proofs of Claim Filing is Until March 28
KGRF - XYL: Proofs of Claim Filing Deadline is Today
LVHN ASSURANCE: Proofs of Claim Filing is Until March 31
NORODIN MARCO: Sets Final Shareholders Meeting for March 31
NORODIN MARCO RV: Final Shareholders Meeting is on March 31

PARMALAT SPA: Bologna Ruling Faces Appeal at Higher Court
PARMALAT SPA: Shareholders Submit Board Nominees
PREMIER OFFICE: Proofs of Claim Filing Deadline is Today
THE HSBC PRIVATE: Proofs of Claim Filing Deadline is March 31
WICKAM FUND: Sets Final Shareholders Meeting for March 31


C H I L E

AES CORP: Official Says Chilean Prices In Need of New Investment
SPECTRUM BRANDS: 2008 Annual Shareholders Meeting Set on Apr. 29


C O L O M B I A

DOLE FOOD: S&P Downgrades Corporate Credit Rating to B- From B
GRAN TIERRA: Launches Test Operations on Costayaco-3 Well


C O S T A  R I C A

SIRVA INC: Posts US$412.7 Mil. Net Loss for Year Ended Dec. 31
SIRVA INC: Ex Senior VP Wants Stay Lifted to Pursue Labor Case


G U A T E M A L A

BRITISH AIRWAYS: CEO Still Considers Bid for Iberia
GOODYEAR TIRE: S&P Ups Rating on Class A-1 and A-2 Certs. to BB-


J A M A I C A

DIGICEL GROUP: Computerized Credit Network Collapses


M E X I C O

AMERICAN AXLE: CEO Receives US$10.1 Million as 2007 Compensation
BLUE WATER: Parties Balk at Request to Assume Molding Contracts
BLUE WATER: Wants to Hire Lambert Leser as Special Counsel
BRISTOW GROUP: S&P Changes Outlook to Stable; Retains BB Rating
CEMEX SAB: Home Sales Surges 5.7% in Mexico Trading in 7 Weeks

DURA AUTOMOTIVE: Reveals Liquidation Analysis Under Ch. 11 Plan
DURA AUTOMOTIVE: Ad Hoc Committee Seek to Inspect Records
EMPRESAS ICA: Acquires Consorcio del Mayab for MXN870 Million
INTERNATIONAL RECTIFIER: Covenant Defaults Waived Until July 31
MAXCOM TELECOM: Holds Annual Shareholder Meeting


P E R U

GRAN TIERRA: Launches Construction of Popa-2 Exploration Well
P U E R T O  R I C O
DORAL FINANCIAL: Raymond James Downgrades Firm to Underperform
GENESCO: Moody's Affirms B1 Ratings on Merger Suit Settlement


V E N E Z U E L A

NORTHWEST AIRLINES: Unable to Reach Pact for Pilots with Delta
PETROLEOS DE VENEZUELA: To Ask Exxon Compensation for Damages
PETROLEOS DE VENEZUELA: Draft Bill for Oil Profit Tax Now Ready


                         - - - - -



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

ALITALIA SPA: Lufthansa Mulls Joining AirOne's Counterbid
---------------------------------------------------------
Deutsche Lufthansa AG may join AirOne S.p.A. in a counteroffer
for the Italian government's 49.9% stake in Alitalia S.p.A.,
Bloomberg News says, citing an unsourced La Stampa report.

AirOne has declared it will submit an alternative bid for
Alitalia in three weeks, stressing that it needs more time to
draft a proposal since it was excluded from conducting due
diligence on the national carrier, Agenzia Giornalistica Italia
relates.

"The Government has to decide if it wishes to receive
other proposals because in such a complex operation it is
impossible to present offers in the dark without at
least a brief due diligence, lasting at least three weeks,"
AirOne said.

Finance minister Tommaso Padoa-Schioppa, however, told The
Financial Times that any new offer for Alitalia must be made in
days, not weeks.

"People keep dreaming there is more time, alternative buyers,
alternative solutions," Mr. Padoa-Schioppa was quoted by FT as
saying.  "Alitalia has oxygen for a matter of weeks."

As recently reported in the TCR-Europe, Alitalia and the present
government have accepted Air France-KLM SA's binding offer,
subject to several conditions including union approval.  Air
France, so far, has yet to convince the unions to accept its
business plan, which foresees more than 2,000 job cuts.

Former Prime Minister Silvio Berlusconi, expected to return to
his post following thew upcoming election, has vowed to rejett
Air France's offer, saying he prefer an Italian buyer for
Alitalia.

                          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.


COLEGIO SAINT JEAN: Seeks Court's Nod on Reorganization
-----------------------------------------------------
Colegio Saint Jean Asociacion Civil has requested for
reorganization approval after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Colegio Saint Jean 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 in Buenos Aires.  

The debtor can be reached at:

            Colegio Saint Jean Asociacion Civil
            Lavalle 1425
            Buenos Aires, Argentina


DELTA AIR: Unable to Reach Pilot Integration Pact with Northwest
----------------------------------------------------------------
Delta Air Lines Inc. and Northwest Airlines Corporation were
unable to reach an agreement on an acceptable seniority
list integration, Delta's Pilot Union Chairman Lee Moak
disclosed
in a letter addressed to rank-and-file Delta pilots, The
Associated Press reports.

AP says Mr. Moak's letter referred to discussions with the
"other carrier" in the past tense, which suggests there won't be
further talks -- at least for now.

The "other carrier" is presumed to be Northwest, officials close
to the talks have said, says the report.

Mr. Moak confirmed in his letter that the other carrier was only
willing to discuss its latest proposal, to which he declined,
believing it would "jeopardize the seniority and career
expectations of Delta pilots."

Delta executives previously stated they would not move forward
with any combination unless the seniority of their employees was
protected, according to AP.

Delta pilot leaders are frustrated that "the results of their
efforts will never be actualized," Mr. Moak said.

Northwest spokesman Greg Rizzuto, said that his union "still
values any deal to help better the careers of all pilots
involved in any type of future merger or acquisition with any
pilot group and due to the rising cost of oil it is imperative
that a fair integration of seniority lists be found between any
group."

A full-text copy of Moak's letter is available for free at:
http://crewroom.alpa.org/dal/DesktopDefault.aspx?tabid=2421

               Talks Resume After Brief Impasse

As reported in the Troubled Company Reporter on March 13, 2008,
Delta and Northwest Airlines pilot leaders resumed talks on
March 4, 2008, to reach an agreement on how to "mesh" their
unions.  The meetings have involved a handful of senior pilots
and are not formal negotiations.

As widely reported, the pilot negotiators of both carriers had
an impasse over the combination of seniority rankings for 12,000
pilots.  A pilots' agreement is the last major step needed for
the carriers to merge.

"Nothing can be accomplished if they're not talking, so just
getting them back together in the same room is a big step," Kit
Darby, a retired United Airlines pilot who now runs Air Inc., an
Atlanta-based career-counseling firm for pilots, said.  "Pilots
get their rewards from a contract that's governed by seniority.  
This is everything to them."

                   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 Delta Air

Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners.  Delta flies to
Argentina, Australia and the United Kingdom, among others.

The company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts.  Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice.  Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice.  John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.  On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  In April 25, 2007, the Court confirmed
the Debtors' plan.  That plan became effective on April 30,
2007.  The Court entered a final decree closing 17 cases on
Sept. 26, 2007.  (Delta Air Lines Bankruptcy News, Issue No. 92;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 18, 2008, Standard and Poor's said that media reports that
Delta Air Lines Inc. (B/Positive/--) entered into merger talks
with UAL Corp. (B/Stable/--) and Northwest Airlines Corp.
(B+/Stable/--) will have no effect on the ratings or outlook on
Delta, but that confirmed merger negotiations would result in
S&P's placing ratings of Delta and other airlines involved on
CreditWatch, most likely with developing or negative
implications.


MENENDEZ HERMANOS: Files for Reorganization in Court
----------------------------------------------------
Menendez Hermanos S.A. has requested for reorganization approval
after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Menendez Hermanos 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 in Buenos Aires.  


MENENDEZ HNOS: Files for Reorganization in Buenos Aires Court
-------------------------------------------------------------
Menendez Hnos. S.A. has requested for reorganization approval
after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Menendez Hnos. 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 in Buenos Aires.  

The debtor can be reached at:

          Menendez Hnos. S.A.
          Oruro 1168
          Buenos Aires, Argentina



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

SECURITY CAPITAL: Suspends Declaration of Quarterly Dividend
------------------------------------------------------------
Security Capital Assurance Ltd.’s board of directors elected not
to declare either a quarterly dividend with respect to its
common shares or a semi-annual dividend with respect to the
Security Capital Assurance series A preference shares.

The company expects that this election by the company’s board of
directors will reduce cash outflow by approximately $9.9 million
for the period ended March 31, 2008.  Any future dividends will
be subject to the discretion and approval of the board of
directors, applicable law and regulatory requirements.

As reported in the Troubled Company Reporter on Mar. 19, 2008,
Security Capital reported results for the three-month and full-
year periods ended Dec. 31, 2007.  The net loss in the fourth
quarter of 2007 was US$1.1 billion versus net income of
US$35.8 million in the fourth quarter of 2006.  For the
full-year 2007, the company reported a net loss of US$1.2
billion versus net income of US$117.4 million for the full-year
2006.  As of Dec. 31, 2007, the company had total shareholders'
equity of US$427.1 million and common shareholders' equity of
US$180.5 million.

                About Security Capital Assurance

Security Capital Assurance Ltd. (NYSE: SCA) --
http://www.scafg.com-- is a Bermuda-domiciled holding company
whose primary operating subsidiaries, XL Capital Assurance Inc.
and XL Financial Assurance Ltd, provide credit enhancement
and protection products to the public finance and structured
finance markets throughout the United States and
internationally.



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

ABITIBIBOWATER INC: Inks US$350 Mln Investment Deal with Fairfax
----------------------------------------------------------------
AbitibiBowater Inc. has entered into a definitive agreement with
Fairfax Financial Holdings Limited for an investment by Fairfax
and its designated subsidiaries in AbitibiBowater of US$350
million in the form of unregistered convertible debentures.  The  
transaction, which is part of the Company's previously announced
US$1.4 billion refinancing plan, is expected to address upcoming
debt maturities and general liquidity needs of its Abitibi-
Consolidated Inc. subsidiary.  There is no financing condition
to the obligations of Fairfax to fund the transaction.

The US$350 million of convertible debentures is convertible into
AbitibiBowater common shares at US$10.00 per share, carries an
8% cash coupon, has an ability for the Company to pay interest
in the form of additional "pay-in-kind" debentures at a rate of
10%, and has a subsidiary guarantee. The debentures have a
maturity of 5 years and are non-callable.

The transaction, which is scheduled to close on March 31, 2008,
is subject to certain conditions, including the receipt of
various lender consents and the closing of the other components
of the Company's US$1.4 billion refinancing plan.

Under the Fairfax Purchase Agreement, Fairfax will have the
right to appoint two directors to the Board of Directors of the
Company.

In connection with the approval of the Fairfax transaction by
the Board of Directors of AbitibiBowater, and pursuant to an
exception provided by the New York Stock Exchange stockholder
approval policy, the Audit Committee of AbitibiBowater
determined that a delay in the transaction in order to secure
stockholder approval of the issuance of the convertible
debentures, given the pending maturities of Abitibi-
Consolidated's April 1 and June 20, 2008 senior notes, as well
as the current state of the credit and capital markets, could
seriously jeopardize the financial viability of AbitibiBowater.  
Accordingly, AbitibiBowater's Board of Directors and Audit
Committee expressly approved the Company's decision not to seek
stockholder approval of the issuance of the convertible
debentures to Fairfax.  The New York Stock Exchange has accepted
AbitibiBowater's reliance on the exception and the Company, in
reliance upon this exception, is mailing a letter to all
stockholders notifying them of its intention to issue the
convertible debentures without their prior approval.

For AbitibiBowater, Troutman Sanders LLP acted as legal advisor
to the Company and Cravath, Swaine & Moore LLP acted as legal
advisor to the Company's independent directors. On behalf of
Fairfax, Shearman & Sterling LLP and Torys LLP acted as co-legal
advisors.

                          About Fairfax

Fairfax Financial Holdings Limited (TSX and NYSE: FFH) is a
financial services holding company which, through its
subsidiaries, is engaged in property and casualty insurance and
reinsurance and investment management.

                       About AbitibiBowater

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 paperBs, newsprint, market pulp and
lumber.  The company has operation in Brazil.


ABITIBIBOWATER INC: Unit Amends Terms of US$496MM Exchange Offer
----------------------------------------------------------------
AbitibiBowater Inc.'s indirect subsidiary Abitibi-Consolidated
Company of Canada amended certain terms of its private exchange
offers with respect to an aggregate of approximately
US$496 million of outstanding debt securities issued by ACCC,
Abitibi-Consolidated Inc. or Abitibi-Consolidated Finance L.P.,
a subsidiary of Abitibi.  

An informal group of noteholders holding both 2008 notes and
2009 notes, representing approximately US$324 million in
aggregate principal amount of the total US$496 million,
negotiated and supports the terms of the revised exchange offer.

ACCC is offering as consideration, in exchange for the tender of
the ACI Notes, a combination of cash and new 15.5% unsecured
senior notes due 2010 of ACCC.  ACCC instituted a withdrawal
deadline of 5:00 p.m., New York City time, on March 26, 2008,
unless otherwise extended, and extended the consent payment
deadline for the exchange offers for the ACI Notes and the
concurrent consent solicitations.

As a result, holders of such notes who wish to receive the
total consideration offered pursuant to the exchange offers must
validly tender and not validly withdraw their ACI Notes on or
prior to 5:00 p.m., New York City time, on March 31, 2008,
unless extended or earlier terminated.

The ACI Notes consist of US$195.612 million principal amount of
6.95% Senior Notes due April 1, 2008, issued by Abitibi;
US$150 million principal amount of 5.25% Senior Notes due June
20, 2008, issued by ACCC; and US$150 million principal amount of
7.875% Senior Notes due Aug. 1, 2009, issued by ACF.

ACCC disclosed that, in addition to the extension of the Consent
Payment Deadline, the terms of the exchange offers have been
amended to:

   -- increase the consideration to be paid for the exchange of
      the ACI Notes on or prior to the Consent Payment Deadline;
    
   -- provide that the indenture for the Exchange Notes will
      include covenants substantially similar to those contained
      in the indenture for the new Senior Secured Notes being
      offered by ACCC in a concurrent private offering; and
    
   -- reduce the minimum tender condition with respect to the
      ACI Notes due in 2009 to 75% from 90%.

The consideration offered by ACCC for each US$1,000 Principal
Amount Exchanged:

   a) ACI Notes to be Exchanged: 6.95% Senior Notes due 2008                 
           
      Outstanding Principal Amount: US$195.612 million
      If Tendered By the Consent Payment Deadline
         Principal Amount of New Senior Notes Due 2010: US$550
         Cash: US$550
      If Tendered After the Consent Payment Deadline
         Principal Amount of Senior Notes due 2010: $600  
         Cash: US$400

   b) ACI Notes to be Exchanged: 5.25% Senior Notes due 2008                 
           
      Outstanding Principal Amount: US$150 million
      If Tendered By the Consent Payment Deadline
         Principal Amount of New Senior Notes Due 2010:  US$550
         Cash: US$550
      If Tendered After the Consent Payment Deadline
         Principal Amount of Senior Notes due 2010: US$600  
         Cash: US$400

   c) ACI Notes to be Exchanged: 7.875% Senior Notes due 2009                
            
      Outstanding Principal Amount: US$150 million
      If Tendered By the Consent Payment Deadline
         Principal Amount of New Senior Notes Due 2010: US$850   
         Cash: US$250
     If Tendered After the Consent Payment Deadline
         Principal Amount of Senior Notes due 2010: US$850
         Cash: US$150

                    About AbitibiBowater

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 paperBs, newsprint, market pulp and
lumber.  The company has operation in Brazil.


ABITIBIBOWATER INC: S&P Puts 'B+' Rtg. on Unit's US$415MM Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its issue and
recovery ratings to Abitibi-Consolidated Co. of Canada's
proposed US$415 million senior secured notes.  ACCC is a
subsidiary of Abitibi-Consolidated Inc. (B-/Watch Neg/--).
     
S&P assigned a 'B+' issue-level rating to the notes (two notches
above the corporate credit rating on Abitibi-Consolidated), with
a recovery rating of '1', indicating the expectation for a very
high (90%-100%) recovery in the event of a payment default.
     
"The senior secured notes are part of the $1.1 billion proposed
refinancing at Abitibi-Consolidated Inc.," said Standard &
Poor's credit analyst Jatinder Mall.  This refinancing is
conditional on all three transactions taking place.  "Based on
an enterprise gross value of $1.5 billion in a default scenario,
there are very high recovery prospects for the senior secured
noteholders," Mr. Mall added.
     
Abitibi-Consolidated is the subsidiary of AbitibiBowater Inc.
(B-/Negative/--) and is engaged in the production of newsprint,
commercial printing paper, and wood products.
     
The ratings on Abitibi-Consolidated were place on CreditWatch
negative on March 10, 2008, due to the uncertainty of
refinancing given current credit market conditions.  S&P could
lower the ratings on Abitibi-Consolidated if the company is
unable to meet its maturing debt obligations.

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 paperBs, newsprint, market pulp and
lumber.  The company has operation in Brazil.


AES CORP: AES Eletropaulo Earns BRL713 Million in 2007
------------------------------------------------------
AES Eletropaulo's net profit increased 91% to BRL713 million in
2007, compared to BRL373 million in 2006.  AES Corp. owns
majority of the stock in AES Etropaulo.

AES Eletropaulo told Business News Americas that the increase in
net profit indicates the end of actuarial liabilities with the
firm's BRL2.4 billion pension fund, which generated
BRL486 million in gross expenses per year, from 2002-2006.

According to BNamericas, AES Eletropaulo said that its net
revenue increased 3.1% to BRL7.13 billion in 2007, from BRL6.92
billion in 2006.  Its operating expenses rose 7.6% to
BRL5.53 billion and Ebitda declined 7.2% to BRL2.31 billion.

BNamericas notes that AES Eletropaulo distributed some 39.9
terra watt-hours in 2007, about 4.6% greater than 38.2 terra
watt-hours in 2006.

AES Eletropaulo's sales to the regulated market and to free
clients rose 2.9% and 12.7% to 7.35 terra watt-hours and 32.6
terra watt-hours respectively in 2007, compared to 2006,
BNamericas states.

                    About AES Eletropaulo

AES Eletropaulo is a major Brazilian power distributor in Sao
Paulo.  Eletropaulo has around five million customers.  
Eletropaulo stock is traded on Bovespa, where it is part of the
Ibovespa index.  The company is majority owned by AES
Corporation.

                         About AES Corporation

AES Corporation -- http://www.aes.com/-- a global power
company, operates in South America, Europe, Africa, Asia and the
Caribbean countries.  Generating 44,000 megawatts of electricity
through 124 power facilities, the company delivers electricity
through 15 distribution companies.

AES has been in Eastern Europe for over ten years, since it
acquired three power plants in Hungary in 1996.  Currently, AES
has two distribution companies in Ukraine, which serve 1.2
million customers and generation plants in the Czech Republic
and Hungary.  AES is also the leading company in biomass
conversion in Hungary, generating 37% of the nation's total
renewable generation in 2004.  The company has Latin America
operations in Argentina, Brazil, Chile, Dominican Republic, El
Salvador and Panama.

                           *     *     *

The AES Corporation still carries Moody's Investors Service's
Corporate Family Rating and the senior unsecured rating assigned
at B1.  The company also carries Fitch Ratings' 'BB/RR1' rating
on US$500 million issue of senior unsecured notes due 2017.

As reported in the Troubled Company Reporter-Latin America on
March 7, 2008, AES Corporation is in default under its senior
secured credit facility and its senior unsecured credit facility
due to a breach of representation related to its financial
statements as set forth in the credit agreements.  As a result,
US$200 million of the debt under the company's senior secured
credit facility will be classified as current on the balance
sheet as of Dec. 31, 2007.  There are no outstanding borrowings
under the senior unsecured facility.


AES CORP: Units Will Increase Investments This Year
---------------------------------------------------
AES Corp.'s AES Eletropaulo and AES Tiete units will increase
investments this year.

AES Tiete's Chief Financial Officer Alexandre Inneco told
Business News Americas that the company will invest
BRL224 million in 2008, compared to BRL51 million in 2007.

BNamericas relates that most of this year's investments will be
used for the construction of three small-scale hydro plants on
the Piabanha river in Rio de Janeiro.  The plants will have
total capacity of 52 megawatts.

Mr. Inneco told BNamericas that the plants will begin operating
in 2010.  They will receive BRL141 million in investments this
year and require BRL257 million overall.

AES Tiete will invest about BRL13 million and BRL11 million for
the construction of the Sao Jose and Sao Joaquim hydros in Sao
Paulo.  Both plants will start running in August 2009,
BNamericas says.

Mr. Inneco, who is also AES Eletropaulo's Chief Financial
Officer, told BNamericas that the firm's investment will
increase 26% to BRL544 million this year, compared to BRL434
million in 2007.

According to BNamericas, most of AES Eletropaulo's investments
will be allotted to the modernization of power distribution
systems.  They will be funded with company cash.

AES Eletropaulo will also construct the Tiradentes substation
and upgrade two other substations, BNamericas notes.

Mr. Inneco commented to BNamericas, "Investments in Tiradentes
and these other two substations will reach BRL41 million."

AES Eletropaulo will invest to lessen power losses this year to
10.9% from 11.2%, BNamericas states.

                      About AES Tiete

AES Tiete SA (Bovespa: GETI3 and GETI4; OTC: AESAY and AESYY) is
controlled by the Brasiliana holding company, which is a joint
venture between US-based AES Corp. and Brazil's National
Development Bank aka BNDES.  It is a ten-dam hydroelectric
generating company located in the State of Sao Paulo, Brazil.
The company has been granted the right to operate the dams
pursuant to a 30-year concession agreement.

                    About AES Eletropaulo

AES Eletropaulo is a major Brazilian power distributor in Sao
Paulo.  Eletropaulo has around five million customers.  
Eletropaulo stock is traded on Bovespa, where it is part of the
Ibovespa index.  The company is majority owned by AES
Corporation.

                     About AES Corporation

AES Corporation -- http://www.aes.com/-- a global power
company, operates in South America, Europe, Africa, Asia and the
Caribbean countries.  Generating 44,000 megawatts of electricity
through 124 power facilities, the company delivers electricity
through 15 distribution companies.

AES has been in Eastern Europe for over ten years, since it
acquired three power plants in Hungary in 1996.  Currently, AES
has two distribution companies in Ukraine, which serve 1.2
million customers and generation plants in the Czech Republic
and Hungary.  AES is also the leading company in biomass
conversion in Hungary, generating 37% of the nation's total
renewable generation in 2004.  The company has Latin America
operations in Argentina, Brazil, Chile, Dominican Republic, El
Salvador and Panama.

                           *     *     *

The AES Corporation still carries Moody's Investors Service's
Corporate Family Rating and the senior unsecured rating assigned
at B1.  The company also carries Fitch Ratings' 'BB/RR1' rating
on US$500 million issue of senior unsecured notes due 2017.

As reported in the Troubled Company Reporter-Latin America on
March 7, 2008, AES Corporation is in default under its senior
secured credit facility and its senior unsecured credit facility
due to a breach of representation related to its financial
statements as set forth in the credit agreements.  As a result,
US$200 million of the debt under the company's senior secured
credit facility will be classified as current on the balance
sheet as of Dec. 31, 2007.  There are no outstanding borrowings
under the senior unsecured facility.


AMERICAN AIRLINES: S&P Changes Outlook to Neg. on Weak Economy
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on the
long-term ratings on AMR Corp. (B/Negative/B-3) and subsidiary
American Airlines Inc. (B/Negative/--) to negative from
positive.   S&P also lowered its short-term rating on AMR to 'B-
3' from 'B-2' and affirmed all other ratings on AMR and
American.      

"The outlook revision and short-term rating downgrade are based
on the expected impact of much higher jet fuel prices and a
weakening U.S. economy, which we believe will cause AMR to
report a loss this year," said Standard & Poor's credit analyst
Philip Baggaley.   

"AMR's earnings, cash flow, and credit protection measures are
likely to be materially lower in 2008 than last year, though the
company continues to have adequate liquidity and projects
$4.4 billion of unrestricted cash and short-term investments at
March 31, 2008," the credit analyst continued.
     
Ratings on Fort Worth, Texas-based AMR and subsidiary American
Airlines reflect participation in the competitive, cyclical, and
capital-intensive airline industry; a heavy debt and pension
burden; and substantial capital spending needs to modernize the
airline's fleet.  Satisfactory liquidity, with US$4.5 billion of
unrestricted cash and short-term investments at Dec. 31, 2007,
and substantial market positions in the U.S. domestic, trans-
Atlantic, and Latin American markets (though a minimal presence
in the Pacific) are positives.
     
American, like other large U.S. airlines, reported much improved
earnings in 2006 and 2007, benefiting from cost-cutting and a
more favorable balance of supply and demand, particularly on
international routes.  Fully adjusted EBITDA interest coverage
improved to 2.0x and funds flow to debt to 11%, compared with
1.8x and 8% in 2006.  However, the recent surge in fuel prices
and rapidly weakening U.S. economy (which Standard & Poor's
economists believe is already in a recession) are likely to
result in materially worse results in 2008.  If crude oil
averages about US$97 per barrel, as S&P currently forecasts, and
further fare increases become progressively more difficult to
achieve because of the weak economy, AMR could lose more than
US$1 billion this year.
     
AMR currently has adequate liquidity, with unrestricted cash and
short-term investments of US$4.5 billion (none of which is
invested in auction-rate securities) at Dec. 31, 2007, and
US$4.4 billion forecast (by the company) for March 31, 2008.  
American has access to an undrawn US$255 million revolving
credit that matures June 17, 2009, part of a credit facility
that includes also a US$440 million term loan due June 17, 2010.  
Key financial covenants under that facility include a quarterly
cash flow coverage test (AMR consolidated EBITDAR divided by
interest and rentals, on a 12-month rolling basis), of 1.4 to 1,
stepping up to 1.5 to 1 in the second quarter of 2009.  S&P
estimates that a pretax loss that exceeds about US$450 million
to US$500 million would trip the coverage covenant.  
Accordingly, if high fuel prices persist, the company may seek
to amend or obtain a waiver of that covenant.   Alternatively,
American could borrow against unencumbered aircraft or use cash
to pay down the remaining
US$440 million term loan.
     
Very high fuel prices and a weak economy could cause material
losses and a potential covenant problem this year.  S&P could
lower ratings if it appears that a deep or prolonged downturn
will erode liquidity or the company's financial profile.

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.


AMR CORP: S&P Revises Outlook to Negative on Expected Loss
----------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on the
long-term ratings on AMR Corp. (B/Negative/B-3) and subsidiary
American Airlines Inc. (B/Negative/--) to negative from
positive.   S&P also lowered its short-term rating on AMR to 'B-
3' from 'B-2' and affirmed all other ratings on AMR and
American.      

"The outlook revision and short-term rating downgrade are based
on the expected impact of much higher jet fuel prices and a
weakening U.S. economy, which we believe will cause AMR to
report a loss this year," said Standard & Poor's credit analyst
Philip Baggaley.   "AMR's earnings, cash flow, and credit
protection measures are likely to be materially lower in 2008
than last year, though the company continues to have adequate
liquidity and projects $4.4 billion of unrestricted cash and
short-term investments at March 31, 2008," the credit analyst
continued.
     
Ratings on Fort Worth, Texas-based AMR and subsidiary American
Airlines reflect participation in the competitive, cyclical, and
capital-intensive airline industry; a heavy debt and pension
burden; and substantial capital spending needs to modernize the
airline's fleet.  Satisfactory liquidity, with US$4.5 billion of
unrestricted cash and short-term investments at Dec. 31, 2007,
and substantial market positions in the U.S. domestic, trans-
Atlantic, and Latin American markets (though a minimal presence
in the Pacific) are positives.
     
American, like other large U.S. airlines, reported much improved
earnings in 2006 and 2007, benefiting from cost-cutting and a
more favorable balance of supply and demand, particularly on
international routes.  Fully adjusted EBITDA interest coverage
improved to 2.0x and funds flow to debt to 11%, compared with
1.8x and 8% in 2006.  However, the recent surge in fuel prices
and rapidly weakening U.S. economy (which Standard & Poor's
economists believe is already in a recession) are likely to
result in materially worse results in 2008.  If crude oil
averages about US$97 per barrel, as S&P currently forecasts, and
further fare increases become progressively more difficult to
achieve because of the weak economy, AMR could lose more than
US$1 billion this year.
     
AMR currently has adequate liquidity, with unrestricted cash and
short-term investments of US$4.5 billion (none of which is
invested in auction-rate securities) at Dec. 31, 2007, and
US$4.4 billion forecast (by the company) for March 31, 2008.  
American has access to an undrawn US$255 million revolving
credit that matures June 17, 2009, part of a credit facility
that includes also a US$440 million term loan due June 17, 2010.  
Key financial covenants under that facility include a quarterly
cash flow coverage test (AMR consolidated EBITDAR divided by
interest and rentals, on a 12-month rolling basis), of 1.4 to 1,
stepping up to 1.5 to 1 in the second quarter of 2009.  S&P
estimates that a pretax loss that exceeds about US$450 million
to US$500 million would trip the coverage covenant.  
Accordingly, if high fuel prices persist, the company may seek
to amend or obtain a waiver of that covenant.   Alternatively,
American could borrow against unencumbered aircraft or use cash
to pay down the remaining US$440 million term loan.
     
Very high fuel prices and a weak economy could cause material
losses and a potential covenant problem this year.  S&P could
lower ratings if it appears that a deep or prolonged downturn
will erode liquidity or the company's financial profile.

Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger        
airline.  At the end of 2006, American provided scheduled jet
service to about 150 destinations throughout North America, the
Caribbean, Latin America, including Brazil, Europe and Asia.  
American is also a scheduled airfreight carrier, providing
freight and mail services to shippers throughout its system.

Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle."  American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.


BANCO BMG: Launches BRL500 Million Receivables Fund Program
-----------------------------------------------------------
Banco BMG's Chief Financial Officer Ricardo Gelbaum told
Business News Americas that the bank has launched a two-part,
BRL500 million receivables fund program.

According to BNamericas, Mr. Gelbaum said that the program is a
"faithful copy" of the FIDC receivables fund program in 2007,
which raised almost BRL700 million.

Mr. Gelbaum told BNamericas that Banco BMG has started the first
tranche for BRL250 million.  The bank could issue the second
tranche within the first half of this year.

Mr. Gelbaum commented to BNamericas, "We don't have a date set.  
Generally, we wait anywhere from 90 to 180 days."

BNamericas relates that Banco BMG could sell an extra lot of 15%
of the initial offering.

Banco BMG would stick to BRL250 million for the first tranche,
BNamericas says, citing Mr. Gelbaum.

The receivables investment fund is backed by payroll and
retirement loans.  Loans to pensioners is up to 40% of the fund,
loans to federal workers up to 35%, and loans to state and city
workers up to 10%, BNamericas states.

Banco BMG is the banking arm of Grupo BMG, which also has real
estate, food manufacturing and agro industry holdings.  The bank
is a niche player focused on loans to civil servants, with
repayments taken monthly from payrolls.  BMG operates mainly
through in-house representatives in state companies.  It also
offers leasing and asset management services.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 26, 2007, Standard & Poor's Ratings Services raised its
long-term counterparty credit rating on Banco BMG S.A. to 'BB-'
from 'B+'.  The rating was removed from CreditWatch Positive
where it was placed June 11, 2007.  S&P said the outlook is
stable.

On March 10, 2008, Moody's Investors Rating gave Banco BMG's
US$250 million issue a Ba1 long-term foreign currency debt
rating with a stable outlook and the bank's US$1 billion note
program a Ba1 long-term foreign currency rating with a stable
outlook and a Not Prime short-term foreign currency rating.


BANCO BRADESCO: To Open Offices in Middle East & Asia This Year
---------------------------------------------------------------
Local financial daily Valor Economico reports that Banco
Bradesco S.A. and Banco Itau Holding Financeira SA has planned
to open brokers in the Middle East and Asia this year.

One office in Dubai, Hongkong or Singapore would likely be
operated by BBI, Bradesco's investment banking division,
according to the report.

The report adds that Itau would invest US$100 million to launch
brokers in Tokyo and Dubai by September 2008.  The bank would
also open offices in Abu Dhabi, Singapore and Beijing to go
along with existing operations in Shanghai.

                        About Banco Itau

Banco Itau Holding Financeira SA -- http://www.itau.com.br/--
is a private bank in Brazil.  The company has four principal
operations: banking -- including retail banking through its
wholly owned subsidiary, Banco Itau SA(Itau), corporate banking
through its wholly owned subsidiary, Banco Itau BBA SA (Itau
BBA) and consumer credit to non-account hold customers through
Itaucred -- credit cards, asset management and insurance,
private retirement plans and capitalization plans, a type of
savings plan.  Itau Holding provides a variety of credit and
non-credit products and services directed towards individuals,
small and middle market companies and large corporations.  The
bank has offices in Miami, New York, Hongkong, Lisbon,
Luxembourg, Bahamas, the Cayman Islands, Chile and Uruguay.

                      About Banco Bradesco

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

                             *     *     *

On Nov. 12, 2007, Moody's Investors Service assigned a Ba2
foreign currency deposit rating to Banco Bradesco.


BANCO INDUSTRIAL: Will Get US$110 Million in Syndicated Loan
------------------------------------------------------------
Banco Industrial e Comercial S.A. will get at least
US$110 million in a two-part syndicated loan that South Africa's
Standard Chartered Bank and Wachovia Capital Markets arranged.

Banco Industrial told Business News Americas that the loan could
be increased to US$200 million.

Banco Industrial said that it also ratified a US$300 million
bond issue, which is part of its US$1 billion medium-term note
program, BNamericas states.

Banco Industrial will also make two or three bond issues for
US$200 million apiece in 2008.  The first issuance will be in
March, Brazilian financial daily DCI states.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
March 1, 2007, Standard & Poor's Ratings Services assigned its
'B+' counter party credit rating to Banco Industrial e Comercial
SA.  S&P said the outlook is stable.


BANCO ITAU: Will Launch Offices in Middle East & Asia This Year
---------------------------------------------------------------
Local financial daily Valor Economico reports that Banco
Bradesco S.A. and Banco Itau Holding Financeira SA has planned
to open brokers in the Middle East and Asia this year.

One office in Dubai, Hongkong or Singapore would likely be
operated by BBI, Bradesco's investment banking division,
according to the report.

The report adds that Itau would invest US$100 million to launch
brokers in Tokyo and Dubai by September 2008.  The bank would
also open offices in Abu Dhabi, Singapore and Beijing to go
along with existing operations in Shanghai.

                      About Banco Bradesco

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

                        About Banco Itau

Banco Itau Holding Financeira SA -- http://www.itau.com.br/--
is a private bank in Brazil.  The company has four principal
operations: banking -- including retail banking through its
wholly owned subsidiary, Banco Itau SA(Itau), corporate banking
through its wholly owned subsidiary, Banco Itau BBA SA (Itau
BBA) and consumer credit to non-account hold customers through
Itaucred -- credit cards, asset management and insurance,
private retirement plans and capitalization plans, a type of
savings plan.  Itau Holding provides a variety of credit and
non-credit products and services directed towards individuals,
small and middle market companies and large corporations.  The
bank has offices in Miami, New York, Hongkong, Lisbon,
Luxembourg, Bahamas, the Cayman Islands, Chile and Uruguay.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 12, 2007, Fitch changed the outlook of Banco Itau Holding
Financiera S.A.'s 'BB+' foreign currency IDR rating to positive
from stable.


COMPANHIA ENERGETICA: Shares Drop Amid Speculation Sale May Fail
----------------------------------------------------------------
Companhia Energetica de Sao Paulo stock has dropped for at least
19 months on the Sao Paulo stock exchange on concerns that a
planned sale of its common stock will fail to attract any
bidders, Jeb Blount and Alexander Ragir of Bloomberg News
report.

The controlling shareholder, the Brazilian state of Sao Paulo,
has bought CESP for a minimum of BRL6.6 billion
(US$3.8 billion).  The company rose 22% for the three month
ended March 20, which expected that the winning bidder would pay
a premium to buy out minority investors, the report adds.

According to the Bloomberg, the Brazilian government has
rejected to vow renewed licenses to operate three CESP
hydroelectric dams.  Saulo Sabba, investment director at Maxima
Asset Management, disclosed that the prospect that licenses
would expire is likely to deter bidding because two of the dams
are responsible for 67 percent of CESP's capacity.

Mr. Sabba said in a statement that the auction won't go through,
adding that "There seems to be a lot of downside and little
upside."

The biggest decline of the preferred shares since July 2006, the
company's most-traded class of stock fell BRL4.61, or 11
percent, to BRL38.79.

Headquartered in Sao Paulo, Brazil, Companhia Energetica de Sao
Paulo (BOVESPA: CESP3, CESP5 and CESP6) is the country's third
largest power generator, majority owned by the State of Sao
Paulo.  CESP operates 6 hydroelectric plants with total
installed capacity of 7,456 MW and reported net revenues of
BRL1,983 million in the last twelve months through Sept. 30,
2006.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 10, 2007, Standard & Poor's Ratings Services raised its
ratings on electricity generator Companhia Energetica de Sao
Paulo, including its corporate credit rating to 'B' from 'B-'.
At the same time, S&P raised its Brazil national scale ratings
on CESP to 'brBBB-' from 'brBB'.  S&P said the outlook remains
positive on both scales.


DELPHI CORP: Wants to Continue Key Employee Compensation Program
----------------------------------------------------------------
Delphi Corp. and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the Southern District of New York to
continue implementing their short-term, at-risk performance-
based compensation program -- the Annual Incentive Plan -- for
the period Jan. 1, 2008, through June 30, 2008.

The AIP is a market-competitive program that provides at-risk
incentive compensation opportunities linked to corporate- and
division-level financial targets derived from the Debtors'
current budget business plan, and to each eligible employee's
individual performance.  The design of the AIP for the first
half
of 2008 is essentially the same as those previously approved by
the Court, John Wm. Butler, Jr., Esq., at Skadden, Arps, Slate,
Meagher & Flom LLP, in Chicago, Illinois, relates.

The principal terms and conditions of the AIP for the first half
of 2008 are:

   (a) Covered Employees

       The AIP applies to all of the Debtors' employees holding
       executive positions in the United States during the first
       half of 2008, including the executive chairman of
       Delphi's Board of Directors.  As of February 22, 2008,
       there were approximately 442 Covered Employees, including
       21 members of the Delphi Strategy Board, Delphi's top
       policymaking group.

   (b) Financial Targets

       The AIP will not generate incentive compensation
       opportunities unless the Debtors meet or exceed
       established corporate- or division-level financial
       targets that were derived from the BBP and that were
       reviewed and approved by the Executive Development and
       Compensation Committee of Delphi's Board of Directors.  
       Delphi's corporate-level target is measured in earnings
       before interest, taxes, depreciation, amortization, and
       restructuring items, and is set at US$871,700,000.

       The targets at the division level, which are measured in
       operating income before depreciation, amortization, and
       restructuring items, are:

          Division                                Target
          --------                                ------
          Powertrain                         US$180,200,000
          Steering                               43,600,000
          Thermal                                91,100,000
          Electronics and Safety                232,000,000
          Electrical & Electronic Architecture  262,600,000
          Product and Service Solutions          23,700,000
          Automotive Holdings Group              11,700,000

   (c) Target Mix

       If a Covered Employee's responsibilities are limited to
       the corporate level, 100% of his or her incentive-
       compensation opportunity will be determined based on
       Delphi's corporate-level EBITDAR performance.  For all
       other Covered Employees, 50% of the opportunity will be
       determined based on Delphi's corporate-level EBITDAR
       performance and 50% will be determined based on the
       relevant division's OIBDAR performance.

   (d) Incentive-Compensation Opportunities

       A Covered Employee's target incentive-compensation
       opportunity, including that associated with financial
       performance equal to 100% of the applicable target or
       targets, is based on the Covered Employee's level of
       responsibility.  Opportunities increase as the Debtors'
       financial performance increases until they reach a cap of
       150% of the target opportunity for DSB members and 200%
       of the target opportunity for all other Covered
       Employees.  The aggregate target opportunities under the
       AIP for the first half of 2008 are approximately
       US$21,200,000 and the aggregate maximum opportunities are
       approximately US$39,100,000.

   (e) Payout Curves

       Under the payout curves for the first half of 2008, the
       maximum incentive-compensation opportunities are
       associated with corporate-level EBITDAR performance of at
       least US$1,292,700,000 billion and these division-level
       OIBDAR performance:

          Division                            Minimum Target
          --------                            --------------
          Powertrain                         US$273,100,000
          Steering                               90,300,000
          Thermal                               131,800,000
          Electronics and Safety                321,400,000
          Electrical & Electronic Architecture  368,400,000
          Product and Service Solutions          49,300,000
          Automotive Holdings Group              48,300,000

   (f) Adjustment Protocol

       The BBP and the AIP financial targets incorporate
       assumptions concerning the financial impact of several
       items, including the Debtors' agreements with their labor
       unions and General Motors Corp.  To ensure that incentive
       compensation is not affected in a positive or negative
       manner based on those agreements, the Debtors will make
       adjustments on a dollar-for-dollar basis to the extent
       the actual financial impact of the agreements differs
       from the assumptions.  Thus, consistent with prior
       periods, the Covered Employees will not receive incentive
       compensation based on cost savings achieved through those
       agreements.

       The adjustment methodologies are set forth in an
       adjustment protocol that will also govern any adjustments
       arising from (i) the Debtors' divestiture of
       substantially all of the assets comprising their cockpits
       and interior systems and integrated closure systems
       businesses and their steering and halfshaft business, or
       (ii) adjustments to the BBP for the period from Jan. 1,
       2008 through the date of emergence as a result of the
       Debtors' continued operation in Chapter 11 reorganization
       during that period.

   (g) Individual Performance

       The actual amount of incentive compensation paid to a
       Covered Employee will depend on his or her individual
       performance during the first half of 2008.  A Covered
       Employee's incentive compensation can be adjusted
       downward to a minimum of zero or upward to a maximum of
       the applicable cap of 150% or 200% of the Covered
       Employee's target opportunity.  The net impact of the
       adjustments cannot result in aggregate payments that
       exceed the aggregate earned opportunities, and an
       adjustment to a DSB member's incentive compensation
       cannot be funded by or fund an adjustment to the
       incentive compensation of a Covered Employee who is not a
       DSB member.

   (h) Prophylactic Measures

       The AIP includes a prophylactic measure that prevents
       Covered Employees who engage in misconduct from
       benefiting under the AIP, including Covered Employees who
       fail to act in good faith and in a manner consistent with
       the Debtors' best interests.  

If the Debtors do not emerge from Chapter 11 on or before
Aug. 15, 2008, the Official Committee of Unsecured Creditors may
review and raise objections to EBITDAR performance adjustments
related to the Debtors' agreements with their labor unions and
General Motors Corp., the timing of the Debtors' emergence from
Chapter 11, and other adjustments.  If the Debtors are unable to
resolve the Creditors Committee's objections, the Creditors
Committee may adjust by up to US$150,000,000 the Debtors'
EBITDAR performance for purposes of the AIP.  In no event,
however, can the adjustment be used to decrease EBITDAR
performance below the EBITDAR target.

If the Debtors do not emerge from Chapter 11 on or before
Aug. 15, 2008, and the Compensation Committee determines that it
is in Delphi's best interests to make further adjustments to the
AIP, the Debtors will review those adjustments with the
Creditors Committee.  If the Creditors Committee does not object
to the adjustments, the Debtors may implement the adjustments
without further Court order.  If the Creditors Committee objects
to the adjustments, the adjustments will not become effective
unless approved by the Court.

At-risk short-term incentive-compensation opportunities, along
with salary, benefits, and at-risk long-term incentive-
compensation opportunities, were an essential element of the
Covered Employees' total compensation from the time of Delphi's
separation from GM in 1999 until the Debtors filed their
voluntary petitions for reorganization relief in October
2005.  During the Debtors' bankruptcy cases, at-risk short-term
incentive-compensation opportunities -- but not at-risk long-
term incentive-compensation opportunities -- have continued as
an essential element of total compensation through the AIP from
Jan. 1, 2006, through Dec. 31, 2007.

The design of the AIP is in line with market practice, Mr.
Butler avers.  If the Court will disapprove the Fourth AIP
Supplement, the total compensation of the Covered Employees will
include only salary and benefits, with no at-risk incentive-
compensation elements whatsoever, he points out.

                      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.


DELPHI CORP: Settles Alps Auto et al. Assumption Objections
-----------------------------------------------------------
Parties to various contracts with Delphi Corp. or its debtor-
affiliates, including Alps Automotive, Inc., withdrew their
objections on the Debtors' proposal to assume and assign
executory contracts and purchase orders in connection with the
sale of the Debtors' steering and halfshaft business to Steering
Solutions Corp.

The Debtors have asked the U.S. Bankruptcy Court for the
Southern District of New York to adjourn the hearing on the
remaining Assumption Objections to April 4, 2008, or April 30,
2008.

After meeting and conferring with the Objecting Counterparties,
the Debtors agreed to:

   -- pay six counterparties cure amounts:

             Counterparty             Cure Amount
             ------------             -----------
             Alps Automotive, Inc.   US$2,873,130
             BT Technologies Corp.        167,743
             F&G Multi-Slide, Inc.          9,913
             Metal-Matic Inc.              43,080
             Robin Industries, Inc.        12,820
             SKF USA Inc.                  83,147

   -- pay, in full and in the ordinary course of business, all
      liabilities related to the assumed purchase orders with
      S&Z Metalworks, Ltd., within the closing of the Sale; and

   -- incorporate the terms of an April 2007 letter agreement
      with Intermet Corp., as applicable, in the parties'
      assumed purchase orders.

The Debtors and Steering Solutions also agreed to pay in full
and in the ordinary course of business, all liabilities related
to assumed purchase orders with The Timken Company and Timken
U.S. Corp.

Steering Solutions avers it will (i) assume and satisfy in the
ordinary course of business any and all of the Debtors'
outstanding obligations under the assumed contracts with Nissan
North America, Inc.; and (ii) maintain the confidential nature
of information received by the Debtors pursuant to those
contracts.

Negotiations are ongoing with the counterparties to the
remaining Assumption Objections, John Wm. Butler, Jr., Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois,
informed the Hon. Robert Drain.

                      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.


ELECTROPAULO METROPOLITANA: Fitch Holds BB- Issuer Default Rtgs.
----------------------------------------------------------------
Fitch Ratings affirms the National Scale rating of EleCtropaulo
Metropolitana de Eletricidade de Sao Paulo S.A.'s 9th Issuance
of debentures at 'A (bra)'.  The 9th issuance of debentures has
a face value of BRL250 million due 2018.  Fitch rates
Eletropaulo Metropolitana as:

   -- Local currency Issuer Default Rating 'BB-';
   -- Foreign currency Issuer Default Rating 'BB-';
   -- Senior unsecured notes Due 2010 'BB-'
   -- Debentures: 10th Issuance due 2013 at 'A(bra)'
   -- Debentures: 11th Issuance due 2018 at 'A(bra)'
   -- Syndicated Bank Credit Facility due 2015 at 'A(bra)'
   -- National long-term scale 'A(bra)';

The outlook is stable for the corporate ratings.

Headquartered in Sao Paulo, Brazil, Eletropaulo  Metropolitana
de Eletricidade de Sao Paulo S.A. --
http://www.eletropaulo.com.br/-- is the largest electricity  
distribution company in Latin America in terms of revenues.  The
company is a natural monopoly and distributes electricity to
approximately 5.5 million clients in 24 municipalities in the
metropolitan region of greater Sao Paulo, Brazil.  The company
is indirectly controlled by the Companhia Brasiliana de Energia.  
Eletropaulo Metropolitana is a subsidiary of AES Corporation.


GOL LINHAS: GTA Unit Initiates New Flight Network Operations
------------------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., the parent company of
Brazilian airlines GOL Transportes Aereos S.A. and VRG Linhas
Aereas S.A., said that GOL Transportes Aereos begun operating
its new flight network on March 24, 2008, including connections
from Congonhas Airport, considered one of Brazil's major
airports, to other cities in Brazil.  As restrictions on
connecting flights through Congonhas have been lifted, flights
to nine destinations will now connect through the airport,
including Navegantes (Santa Catarina), Uberlandia (MG), Goiania
(GO), Campo Grande (Mato Grosso do Sul), Vitoria (Espirito
Santo), Cuiaba (MT), Presidente Prudente (Sao Paulo), Joinville
(Santa Catarina) and Rio de Janeiro (Santos Dumont's airport).

Effective immediately, GOL Transportes Aereos will begin
offering twelve new flight options.  The company is increasing
the number of daily flights to Cuiaba and Goiania, located in
Western Brazil, through Congonhas and is also launching weekly
flights to Ilheus, in Bahia State.

Additionally, the company is launching a new route to connect
Recife, the capital of Pernambuco State, with Salvador, the
capital of Bahia State.  This flight will operate daily, Monday
through Saturday.

"Additional connections and flight frequencies through Congonhas
will provide our customers with additional options and more
convenient travel schedules," says GOL's vice-president of
planning and IT, Wilson Maciel Ramos.

To ensure flights continue to operate on-time, GOL Transportes
Aereos also adjusted all of its departure and arrival schedules;
passengers are advised to consult the website for changes to
existing reservations.  The company operates 640 daily flights
to 50 domestic and eight international destinations.

Based in Sao Paulo, Brazil, GOL Intelligent Airlines aka GOL
Linhas Areas Inteligentes S.A. (NYSE: GOL and Bovespa: GOLL4) --
http://www.voegol.com.br-- through its subsidiary, GOL  
Transportes Aereos S.A., provides airline services in Brazil,
Argentina, Bolivia, Uruguay, and Paraguay.  The company's
services include passenger, cargo, and charter services.  As of
March 20, 2006, Gol Linhas provided 440 daily flights to 49
destinations and operated a fleet of 45 Boeing 737 aircraft.  
The company was founded in 2001.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 25, 2007, Fitch Ratings affirmed the 'BB+' foreign and
local currency issuer default ratings of Gol Linhas Aereas
Inteligentes S.A.  Fitch also affirmed the outstanding US$200
million perpetual bonds and US$200 million of senior notes due
2017 at 'BB+' as well as the company's 'AA-' (bra) national
scale rating.  Fitch said the rating outlook is stable.


GOL LINHAS: VRG Unit Initiates New Domestic Flight Operations
-------------------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., the parent company of
Brazilian airlines GOL Transportes Aereos S.A. and VRG Linhas
Aereas S.A., says that its unit, VRG Linhas, has a new network
of domestic flights.  The changes, which were initiated to
broaden the company's presence in high traffic business markets,
will improve connectivity and distribution to several national
destinations.

Planning for the new network included the recent lift of
previous restrictions on connecting flights to Congonhas
Airport, in Sao Paulo.  From this airport, VRG Linhas will serve
Belo Horizonte (Confins), Brasilia, Curitiba, Florianopolis,
Porto Alegre, Recife, Rio de Janeiro (Galeao and Santos Dumont)
and Salvador.

The most significant change is the creation of a distribution
hub in Brasilia.  Customers can now fly to Belo Horizonte
(Confins), Fortaleza, Manaus, Porto Alegre, Recife, Rio de
Janeiro (Galeao), Sao Paulo (Congonhas) and Salvador in direct
flights from the federal capital.  The number of flights to
these destinations was also increased.  Flights to Salvador, for
example, now include three frequencies from Brasilia, two from
Rio de Janeiro (Galeao) and three from Sao Paulo (Congonhas).

"With the new hub in Brasilia and the return of connections to
Congonhas, VRG will be able to offer more flight options to
several destinations.  The company is growing and gaining a
wider national route network," says VRG's commercial director,
Lincoln Amano.  "The new network will allow the company to
increase aircraft utilization, productivity, efficiency, and
flight loads in an intelligent way.  Most importantly, it will
allow VRG to broaden its customer services."

Operations to Brasilia and from Congonhas will primarily be
carried out by Boeing 737-700 and 737-800 Next Generation
aircraft, which have the largest space between seats in the
Brazilian domestic market.

Based in Sao Paulo, Brazil, GOL Intelligent Airlines aka GOL
Linhas Areas Inteligentes S.A. (NYSE: GOL and Bovespa: GOLL4) --
http://www.voegol.com.br-- through its subsidiary, GOL  
Transportes Aereos S.A., provides airline services in Brazil,
Argentina, Bolivia, Uruguay, and Paraguay.  The company's
services include passenger, cargo, and charter services.  As of
March 20, 2006, Gol Linhas provided 440 daily flights to 49
destinations and operated a fleet of 45 Boeing 737 aircraft.  
The company was founded in 2001.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 25, 2007, Fitch Ratings affirmed the 'BB+' foreign and
local currency issuer default ratings of Gol Linhas Aereas
Inteligentes S.A.  Fitch also affirmed the outstanding US$200
million perpetual bonds and US$200 million of senior notes due
2017 at 'BB+' as well as the company's 'AA-' (bra) national
scale rating.  Fitch said the rating outlook is stable.


NET SERVICIOS: Launches Product Package for Lower Income Clients
----------------------------------------------------------------
NET Servicos de Comunicacao S.A. has started offering a package
of services for lower income customers for US$23.12 per month,
Brazilian news daily Valor Economico reports.

Business News Americas relates that the package contains:

          -- fixed telephony service,

          -- broadband Internet connection of 100 kilobits per        
             second, and

          -- quality TV signal to open public channels.

Sales of the package are around 600 per day.

President Jose Antonio Felix told BNamericas that Net Servicos
wants to take advantage of already existing assets and that the
company won't make additional investments.

Net Servicos' infrastructure could serve nine million homes,
while the actual number of television  subscribers is at
2.5 million, BNamericas states.

Headquartered in Sao Paulo, Brazil, Net Servicos de Comunicacao
SA -- http://nettv.globo.com/NETServ/us/empr/sobr_visao.jsp--   
is the largest pay-television operator in Latin America.  The
company operates in 79 Brazilian cities, including Sao Paulo,
Rio de Janeiro, Belo Horizonte and Porto Alegre.  It is also the
leading provider of high-speed cable modem Internet access
through Net Virtua service.  Its advanced network of coaxial and
fiber-optic cable covers over 44,000 kilometers and passes
approximately 9 million homes.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 21, 2008, Moody's Investors Service assigned a Ba2 foreign
currency rating to the proposed up to US$200 million guaranteed
long term senior unsecured notes to be issued by Net Servicos de
Comunicacao S.A.  The rating outlook is stable.


RHODIA SA: Sells Isocyanates Businesses to Perstorp Group
---------------------------------------------------------
Rhodia S.A. and Lyondell Chime TDI SCA announced, on March 19,
2008, that they have entered into exclusive negotiations for the
sale of their Isocyanates businesses to the Perstorp Group.

This divestment project includes Rhodia’s aliphatic Isocyanates
activity producing a range of intermediates for industrial
paints and coatings; and Lyondell’s aromatic isocyanates
business with the production of intermediates for polyurethane
foams, operated under contract by Rhodia.

These activities are essentially based in Pont-de-Claix, France
and in Freeport, USA and together employ around 680 people.
The finalization of this divestment project should take place
over the next few months, once consultations with the employees’
representatives have been completed and the necessary
authorizations required by law have been obtained.

Headquartered in The Netherlands, Lyondell Chime TDI SCA --
http://www.lyondellbasell.com/-- is an affiliate of  
LyondellBasell Industries, one of the world's largest polymers,
petrochemicals and fuels companies.  LyondellBasell the global
leader in polyolefins technology, production and marketing; a
pioneer in propylene oxide and derivatives; a significant
producer of advanced fuel products; and the owner of one of
North America's largest full-conversion refineries.
LyondellBasell is privately owned by Access Industries.

Perstorp Group is a front-ranking player in the specialty
chemicals industry.  The group is present, in particular, in the
markets for Paints & Coatings, Plastics, Agro-food and
Lubricants.  Perstorp has approximately 2,000 employees on a
dozen production sites in Europe, Asia, North and South America
and runs three research & development centers in Sweden, Finland
and India.  The group generated net sales of EUR928 million in
2007.

                        About Rhodia

Headquartered in Paris, France, Rhodia S.A. (NYSE: RHA)
-- http://www.rhodia.com/-- is a global specialty chemicals
company partnering with major players in the automotive,
electronics, pharmaceuticals, agrochemicals, consumer care,
tires, and paints and coatings markets.  Rhodia offers tailor-
made solutions combining original molecules and technologies to
respond to customers' needs.  The group generated sales of
EUR4.8 billion in 2006 and employs around 16,000 people
worldwide.

Rhodia is listed on Euronext Paris and the New York Stock
Exchange.  The company has operations in Brazil.

                         *     *     *

As of Feb. 19, 2008, Rhodia S.A. carries Moody's long-term
corporate family rating of Ba3 and senior unsecured debt rating
of B1 with positive outlook.

The company also carries Standard & Poor's BB- long-term foreign
and local issuer credit ratings, and B short-term foreign and
local issuer credit ratings.  The ratings outlook is stable.

Fitch Ratings assigned long-term issuer default rating at BB-
and senior unsecured debt rating at BB- with outlook positive.


SHARPER IMAGE: Resumes Merchandise Gift Card Policy
---------------------------------------------------
Sharper Image Corp. has resumed redemption of all its customers'
Gift Cards, Reward Cards, Gift Certificates and Merchandise
Certificates for their full value.

"We appreciate the Bankruptcy Court's prompt approval of our
request to again honor all our customers' Gift Cards for their
full value," said Robert Conway, Chief Executive Officer of the
Debtor, in a statement.  "While some conditions apply under the
approved new voluntary policy, we hope our customers will
consider this a fair solution."

Under the Court approved new policy, all Gift Cards, etc., will
be honored for their full value with two conditions: (1) they
must be redeemed in full in one transaction -- no partial
redemptions permitted, and (2) customers must purchase an item
that costs double the value of the gift card or merchandise
certificate.

A complete summary of the Merchandise Gift Card Policy is
available for viewing at http://www.sharperimage.comand in all  
the Debtor's stores.

                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)


SHARPER IMAGE: TomTom Wants Segregation of Portable GPS Systems
---------------------------------------------------------------
TomTom, Inc., seeks to revoke the credit it granted to Sharper
Image Corp. and asserts its right for the reclamation of certain
goods because of the Debtor's insolvency, pursuant to Section
546(c) of the Bankruptcy Code and Article 2-702(2) of the
Uniform Commercial Code.

TomTom demanded the segregation of the goods it supplied to the
Debtor pursuant to a purchase order for goods received on
January 10, 2008.

TomTom's attorney, Lee Harrington, Esq., at Nixon Peabody, LLP,
in Boston, Massachusetts, relates that the purchase order may
indicate an order of 3,000 units of TomTom ONE 3rd Editions
Portable GPS Systems, worth US$390,000.  Based on the initial
review of its books and records, TomTom notes that it only made
a partial shipment to the Debtor of 1,308 units worth US$170,040
under the January 2008 Purchase Order.

                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)


SHARPER IMAGE: Wells Fargo Objects to Garmin Admin. Claim
---------------------------------------------------------
Wells Fargo Retail Finance, LLC, disputes Garmin USA, Inc.'s
request for a US$568,784 administrative expense claim for goods
the entity delivered to Sharper Image Corp. within 20 days
before the Debtor's bankruptcy filing.

Wells Fargo and certain other lenders provided a US$60,000,000
loan to the Debtor pursuant to the Court-approved DIP Loan and
Security Agreement.  The DIP Loan is secured by a superpriority
lien in substantially all of the Debtor's assets.

         Garmin's Request for Administrative Claims Payment

As reported in the Troubled Company Reporter on March 18,  
Garmin USA asked the U.S. Bankruptcy Court for the District of
Delaware to allow an administrative expense claim in the full
value of the goods that were received by the Debtor within 20
days before the Petition Date.  

Alternatively, pursuant to Section 2-702 of the Uniform
Commercial Code and Section 546(c) of Bankruptcy Code, Garmin
USA asked the Court to direct the Debtor to return of all Goods
sold on credit and received within 45 days prior to the Petition
Date.

                   Dealer Agreement with Garmin

Garmin USA entered into a domestic dealer agreement with Sharper
Image on Dec. 29, 2004, whereby the Debtor agreed to be a non-
exclusive independent dealer for Garmin USA's products.

In the ordinary course of business, Garmin USA shipped goods to
the Debtor for use by the Debtor in its business, including:

   Invoice Number     Amount       Date Shipped    Date Received
   -------------      ------       ------------    -------------
     37770735     US$267,293          12/7/07         12/14/07
     37770728     US$138,596          12/7/07         12/13/07
     37838954     US$377,985         12/10/07         12/13/07
     40973889     US$136,795           2/1/08           2/6/08
     40973892     US$251,991           2/1/08           2/7/08
     41033190      US$64,798           2/4/08           2/7/08
     41033191     US$115,198           2/4/08           2/8/08

As of the Debtor's bankruptcy filing on Feb. 19, 2008, the
Debtor owed Garmin USA US$2,132,222 for prepetition deliveries
of goods.

In the 20 days preceding the Petition Date, Garmin USA sold to
the Debtor US$568,784 in Goods in the ordinary course of
business.

             Wells Fargo Responds to Garmin's Request

Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, reminds the Court that pursuant to the
terms of the Final DIP Order, Wells Fargo holds a prior security
interest and prior administrative claim in Debtor's assets,
including the Garmin Goods.  

Thus, Wells Fargo objects to payment of Garmin's administrative
claim before Wells Fargo has been paid.  To the extent that
Garmin's Administrative Claim is valid, he asserts that it is
subject to and subordinate to the DIP protections and the
prepetition loan protections.

"If Garmin's application is allowed, [the] payment of Garmin's
Administrative Claim would reduce the loan availability to the
Debtor under the DIP Loan Agreement, adversely affect the Budget
approved by the Final DIP Order, and ultimately could prejudice
the Debtor," Mr. Collins said.

Other creditors who have served notices of reclamation and
administrative expense claims may also insist on immediate
payment if ever Garmin's Administrative Claim was paid at this
time, Mr. Collins adds.

Moreover, Section 503(b)(9) of the Bankruptcy Code does not
entitle Garmin to immediate payment of its Administrative Claim.  
While Section 503(b)(9) permits the payment of certain
administrative expenses upon proper application, the timing of
any payment is subject to the discretion of the Court.

In light of (i) Wells Fargo's superpriority claim entitlement
over payments to Garmin, (ii) the terms of the Final DIP order,
and (iii) the prejudice to both Wells Fargo and the Debtor that
would result from the immediate payment of the Garmin
Administrative Claim, Garmin is not entitled to immediate
payment of its Administrative Claim and the Court should deny
Garmin's Application, Mr. Collins emphasizes.

"Since Wells Fargo has not consented to the return of any Garmin
Goods, allowance of Garmin's Reclamation Claim would constitute
an event of default under the DIP Loan Agreement," Mr. Collins
points out.

                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)


WEIGHT WATCHERS: S&P Changes Outlook to Stable on Debt Repayment
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on New
York City-based commercial weight-loss service provider Weight
Watchers International Inc. to stable from negative.  At the
same time, Standard & Poor's affirmed its ratings  on the
company, including its 'BB' corporate credit rating.
     
The outlook revision is based on meaningful debt repayment since
the company's debt-financed $1 billion January 2007 modified
Dutch auction share repurchase that weakened WWI's credit
measures, as well as sustained operating performance in fiscal
2007.
     
"Credit protection measures have improved in line with our
expectation of achieving leverage close to 3.5x by the end of
2007," said Standard & Poor's credit analyst Mark Salierno.
     
The ratings on WWI reflect the company's narrow business focus,
its participation in the highly competitive weight-loss
industry, leveraged financial profile, and aggressive financial
policy.   These factors are somewhat mitigated by the company's
leading market position, its well-recognized brand name,
geographic diversity, predictable cash flows, and favorable
demographic trends.

Headquartered in New York City, Weight Watchers International
Inc. (NYSE: WTW) -- http://www.weightwatchersinternational.com/  
-- provides weight management services, with a presence in 30
countries around the world, including programs in Brazil, the
Netherlands, and New Zealand.  The company serves its customers
through Weight Watchers branded products and services, including
meetings conducted by Weight Watchers International and its
franchisees.


XERIUM TECHNOLOGIES: Moody's Cuts Ratings on High Default Risk
--------------------------------------------------------------
Moody's Investors Service downgraded Xerium Technologies, Inc.'s
ratings due to the company's recent announcement that it expects
to be non-compliant with its financial covenants in the first
quarter of 2008 and future periods, without an amendment to its
credit facility.  

Moody's specifically downgraded the company's corporate family
rating to Caa1 from B2, its senior secured credit facilities to
Caa1 from B2, its probability of default rating to Caa2 from B2,
and its speculative grade liquidity rating to SGL-4 from SGL-3.   
The rating outlook is negative.

The rating action reflects the heightened risk of a default
under the company's credit agreement and the possibility of a
bankruptcy filing if management is unsuccessful in obtaining
financial covenant amendments from its lenders.  The company is
also in discussions with potential investors to raise equity
securities that would be used to pay down debt.  In addition,
the company is in the process of assessing a potential
impairment to its goodwill related to its roll covers business
but may not be able to complete its analysis before the filing
deadline for its Form 10-K.  Moody's believes that the delayed
filing of its Form 10-K may trigger a default under its credit
agreement if the annual report is not filed by April 1, 2008.  
These matters create a high level of uncertainty surrounding
Xerium's liquidity and the potential for triggering an event of
default and, therefore, Moody's lowered the company's
Probability of Default rating to Caa2, indicating an estimated
30% probability of default over a one-year time horizon.   
Xerium's corporate family rating and its senior secured debt
ratings were lowered to Caa1 based on Moody's belief that
creditors' recovery, in the event of default, would be
relatively high.

Moody's last rating occurred on Feb. 8, 2007, when Moody's
downgraded the long-term debt and corporate family ratings of
Xerium to B2 from B1 and maintained a stable outlook.  Moody's
continues to believe that Xerium's operating performance will
remain weak.  Xerium's customers continue to struggle
operationally due to a slowdown in global paper production and
significant overcapacity, especially in newsprint and fine
paper.   Moody's believes that this trend will continue with the
closure of additional mills and further downtime at existing
facilities in North America and Europe, Xerium's primary
markets.  Moody's also anticipates that previous volume losses
will take longer than expected to recover and that recent
investments in developing economies will take several years
before they have a meaningful positive impact on cash flow.

Downgrades:

Issuer: Xerium Technologies, Inc.

  -- Corporate Family Rating, Downgraded to Caa1 from B2

  -- Senior Secured Term Loan, Downgraded to Caa1 from B2
     (LGD3, 33%)

  -- Senior Secured Revolving Credit Facility, Downgraded to
     Caa1 from B2 (LGD3, 33%)

  -- Probability of Default Rating, Downgraded to Caa2 from B2

  -- Speculative Grade Liquidity Rating, Downgraded to SGL-4
     from SGL-3

Outlook Actions:

Issuer: Xerium Technologies, Inc.

  -- Outlook, Changed To Negative from Stable

Headquartered in Wesborough, Massachusetts, Xerium Technologies,
Inc. -- http://xerium.com/-- manufactures and supplies two
types of p