TCRLA_Public/080411.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

             Friday, April 11, 2008, Vol. 9, No. 72

                            Headlines


A R G E N T I N A

AOMI SA: Proofs of Claim Verification Deadline is June 11
BANCO PATAGONIA: Denies Sale Rumors Again
COMPLEMENTOS EMPRESARIOS: Trustee to Verify Claims Until June 10
DAWN FOODS: Proofs of Claim Verification Deadline is May 14
DE PABLO: Proofs of Claim Verification Deadline is June 30

DELTA AIR: Revives NWA Merger Talks, Sweetens Offer to Pilots
FARMACIA SOCIAL: Proofs of Claim Verification is Until May 5
HOTELNET SRL: Trustee to Verify Proofs of Claim Until May 7
SEMA INGENIERIA: Proofs of Claim Verification is Until April 24
* ARGENTINA: Moody's Says Pension Changes Will Affect Insurers


B E R M U D A

ASPEN INSURANCE: Ties Up With FRSGloabl for Risk Management


B R A Z I L

ABITIBIBOWATER INC: S&P Removes Unit's 'B-' Rtg. From Neg. Watch
ADVANCED MICRO: Weak Quarter Results Cues Moody's Rating Reviews
ADVANCED MICRO: Low Revenues Cues S&P's Neg. Watch on B Rating
AMERICAN AIRLINES: Re-Accommodate Passengers Over Flight Cancels
CENTRAIS ELETRICAS: Will be Controlling Shareholder in Projects

GERDAU SA: May Redirect U.S. Output to Other Markets
GOL LINHAS: To Release First Quarter 2008 Earnings
HEXION SPECIALTY: Extends Merger Pact Termination Date to July 4
TAM: Podhurst Orseck Files 59 Wrongful Death Suit on Flight 3054


C A Y M A N  I S L A N D S

BEAR STEARNS: Fund Liquidators File US$1BB Action Against Firm
CL ASSETS: Proofs of Claim Filing Deadline is April 17
D-LINK CHINA: Sets Final Shareholders Meeting for April 17
PACTUAL CAPITAL: Sets Final Shareholders Meeting for April 17
TRIBECA TPC: Proofs of Claim Filing Deadline is April 17

UNIVEST DIVERSIFIED: Final Shareholders Meeting is on April 17


C H I L E

AES CORP: Removes US$650MM Deal in South Africa's Power Outage


C O L O M B I A

POLYONE CORP: Intends to Offer its US$50MM Senior Notes Due 2012
POLYONE CORP: Moody's Puts 'B1' Rating on Planned US$50MM Notes


C O S T A  R I C A

DENNY'S CORP: Henry Nasella to Resign from Board Due on May 21


J A M A I C A

AIR JAMAICA: Will Launch Wage Talks with National Workers Union
CASH PLUS: Dates for Repayments Invalid, Says Kevin Bandoian
CASH PLUS: Hasn't Paid Workers' March Salaries
DIGICEL LTD: Sticks to Biz Core, No Media Plans, Says Mr. Delves
DYOLL GROUP: Non-Compliance with JSE Rules Cues Stocks Delisting

NATIONAL COMMERCIAL: Court Will Rule on Olint's Appeal on June 2


M E X I C O

EMPRESAS ICA: Adds Four New Members to Board of Directors
ENTRAVISION COMMS: S&P Changes Outlook to Stable; Holds B+ Rtg.
MOVIE GALLERY: To Close Approximately 160 Stores
MOVIE GALLERY: 90% of Creditor Ballots Favor Chapter 11 Plan
MOVIE GALLERY: Court Confirms 2nd Amended Chapter 11 Plan

MOVIE GALLERY: Files Supplements to Second Amended Chap. 11 Plan
NUANCE COMMUNICATIONS: Inks Pact Buying eScription for US$363MM
* MEXICO: Moody's Ba3 Global Scale Rating on Positive Outlook


P A N A M A

GLOBAL CROSSING: Expands Internet Services to Latin America


P A R A G U A Y

TAM SA: Merges Management Structure With Paraguay Operations
* PARAGUAY: Higher Export & Surplus Cues Moody's Ratings Upgrade


P E R U

DOE RUN: Unit Reviews ISO Certification Environmental Parameters


P U E R T O  R I C O

ADELPHIA COMMS: Court Okays Pact Resolving NBC Rejection Claims
JETBLUE AIRWAYS: David Neeleman Won't Seek Re-Election to Board


U R U G U A Y

ADMINISTRACION NACIONAL: Remains Fuel Market Dominance, S&P Says


V E N E Z U E L A

CA LA ELECTRICIDAD: Publishes Tender Offer Results
CITGO PETROLEUM: Launches Works to Restart West Plant Coker
NORTHWEST AIRLINES: Revives Merger Talks With Delta Air Lines
NORTHWEST AIRLINES: Inks Pact to Settle Pilots' US$921MM Claim
PETROLEOS DE VENEZUELA: Signs JV Pact With China Nat'l Petroleum

PETROLEOS DE VENEZUELA: Seeks New Partner for Chalmette Plant


                         - - - - -


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

AOMI SA: Proofs of Claim Verification Deadline is June 11
---------------------------------------------------------
Eduardo Armando Prol, the court-appointed trustee for Aomi SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until June 11, 2008.

Mr. Prol will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 1 in Buenos Aires, with the assistance of Clerk
No. 2, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Aomi and its creditors.

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

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

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

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

The debtor can be reached at:

           Aomi SA
           San Jose 1962
           Buenos Aires, Argentina

The trustee can be reached at:

           Eduardo Armando Prol
           Avenida Belgrano 634
           Buenos Aires, Argentina


BANCO PATAGONIA: Denies Sale Rumors Again
-----------------------------------------
Banco Patagonia has once again denied reports saying that it is
being put up for sale, Business News Americas reports.

As reported in the Troubled Company Reporter-Latin America on
Oct. 18, 2007, Banco Patagonia previously denied in a filing
with the Buenos Aires stock exchange press reports saying that
it was being considered for a takeover bid by Banco Itau.

BNamericas relates that Banco Patagonia made another filing to
the stock exchange about the same topic in less than six months.

According to BNamericas, Banco Patagonia denied a story from the
local financial daily El Cronista.  El Cronista reported last
Monday that Banco do Brasil and South Africa's Standard Bank
were seeking to acquire assets in Argentina and that they might
be considering buying Banco Patagonia.

BNamericas notes that in the past, El Cronista reported that
Banco Itau was negotiating to purchase Banco Patagonia.

The sale rumors were "completely unfounded," BNamericas states,
citing Banco Patagonia.

Banco Patagonia specializes in public offerings of
securitizations.  It became Argentina's fifth largest locally
owned private bank through its purchase of Lloyds TSB Argentina
in late 2004.  The bank operates through 139 branches and has
202 ATM machines.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 4, 2007, Moody's Investors Service upgraded Banco Patagonia
SA's local currency deposit rating is upgraded to Ba1 from Ba3.
Moody's confirmed that it raised its bank financial strength
rating on Banco Patagonia to D from E+, in connection with the
rating agency's implementation of its refined joint default
analysis and updated BFSR methodologies for banks in Argentina.
Its foreign currency deposit rating was affirmed at Caa1, with
positive outlook.  The company's long-term Argentine national
scale rating for local currency deposits is raised to Aa1.ar
from Aa2.ar. and its long term foreign currency deposit rating
in national scale was affirmed at Ba1.ar.  The foreign currency
subordinated debt rating was upgraded to B2 from Caa1.  The
outlook on the debt rating was positive.  The national scale
rating for foreign currency subordinated debt was raised to
Aa3.ar from Ba1.ar.


COMPLEMENTOS EMPRESARIOS: Trustee to Verify Claims Until June 10
----------------------------------------------------------------
Liliana Montoso, the court-appointed trustee for Complementos
Empresarios SA's reorganization proceeding, will be verifying
creditors' proofs of claim until June 10, 2008.

Ms. Montoso will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 11 in Buenos Aires, with the assistance of Clerk
No. 21, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by Complementos Empresarios
and its creditors.

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

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

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

Creditors will vote to ratify the completed settlement plan  
during the assembly on March 24, 2009.

The debtor can be reached at:

        Complementos Empresarios SA
        Avenida Cordoba 466
        Buenos Aires, Argentina

The trustee can be reached at:

        Liliana Montoso
        Sarmiento 517
        Buenos Aires, Argentina


DAWN FOODS: Proofs of Claim Verification Deadline is May 14
-----------------------------------------------------------
Gustavo Ariel Fiszman, the court-appointed trustee for Dawn
Foods Internacional S.R.L.'s bankruptcy proceeding, will be
verifying creditors' proofs of claim until May 14, 2008.

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

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

A general report that contains an audit of Dawn Foods'
accounting and banking records will be submitted in court on
Aug. 21, 2008.

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

The debtor can be reached at:

           Dawn Foods Internacional S.R.L.
           Reconquista 458
           Buenos Aires, Argentina

The trustee can be reached at:

           Gustavo Ariel Fiszman
           Avenida Santa Fe 5086
           Buenos Aires, Argentina


DE PABLO: Proofs of Claim Verification Deadline is June 30
----------------------------------------------------------
Marcelo Francisco, the court-appointed trustee for De Pablo SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until June 30, 2008.

Mr. Francisco will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 17 in Buenos Aires, with the assistance of Clerk
No. 33, will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections
and challenges that will be raised by De Pablo and its
creditors.

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

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

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

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

The debtor can be reached at:

           De Pablo SA
           Teniente General Juan Domingo Peron 1409
           Buenos Aires, Argentina

The trustee can be reached at:

           Marcelo Francisco
           Uruguay 328
           Buenos Aires, Argentina


DELTA AIR: Revives NWA Merger Talks, Sweetens Offer to Pilots
-------------------------------------------------------------
Delta Air Lines Inc. has revived merger talks with Northwest
Airlines Corp., even without the pre-arranged deal from both
carriers' pilots, said people familiar with the situation,
according to reports.

Delta's board members convened on April 4, 2008, and agreed to
continue the talks which are reportedly intensifying, the
Financial Times states.  

Delta pilots were granted permits to picket at Northwest hubs
from April 8 to 24, to protest over the carriers' pilot-
seniority dispute, The Associate Press discloses.  Northwest's
pilots union said it reserves the right to do the same thing at
Delta hubs if it chooses, the AP says.

Earlier, the two airline companies agreed on most terms for a
tie-up.  However, the pilots' leaders from both carriers were
unable to reach an agreement on an acceptable seniority
list integration.

The original deal between the parties included a common pilot
labor contract for their combined 11,000 pilots that would give
all of them raises, with Northwest's 5,000 aviators getting
heftier increases to bring them up to Delta levels.  Reports say
the new deal may include a smaller pay package for pilots.

"The pilots were given the chance to try to put this together
and make it work, but they couldn't," said Henry Harteveldt, an
analyst at Forrester Research Inc., Bloomberg News reports.

According to The Wall Street Journal, the carriers are not
required by law to come up with pre-merger pilots' labor
agreements to push through with the deal.  Delta and Northwest,
however, wanted to avoid a messy, labor wrangle once the deal
was consummated and, therefore, made efforts to come up with a
"common labor contract."

Despite the carriers' unsuccessful attempt on this end, slumping
stock prices and soaring fuel prices have urged both Delta and
Northwest to continue with the talks, notes a person familiar
with the matter, says WSJ.  

Capt. Dave Stevens, chairman of the Northwest branch of the Air
Line Pilots Association, said, "[I]n order for any airline
merger to be successful, the pilots of both groups must be
involved and agree to the terms.  We will reserve our judgment
and support until the economic and contractual elements of the
agreement have been negotiated," reports AP.

Delta Chief Executive Officer Richard Anderson has said he won't
do a merger unless worker seniority is protected.

The pilot negotiating committees at Delta and Northwest have not
had any recent meetings, but there has been informal contact
between members of the two unions, one of the people familiar
with the discussions said, according to AP.

Meanwhile, Northwest was said to be planning to freeze the
hiring of pilots and flight attendants as it cuts its domestic
schedule by about 5%, starting after the peak summer travel
season, the Los Angeles Times reports.

                Delta Seeks Concessions from Union

The Wall Street Journal's Susan Carey and Paulo Prada reported
Wednesday that Delta asked its union leaders to abandon parts of
the Delta pilot labor contract so the carrier could move forward
as early as next week with its merger deal with Northwest.  The
Journal, citing people familiar with the situation, said Delta
promised its 6,000 pilots pay raises, equity and a board seat in
the combined carrier.

Delta's current employment contract with its pilots is in effect
until at least the end of next year.  The Journal says Delta
management hopes to coax an agreement from union leaders sooner
so that future contract changes can coincide with subsequent
talks with Northwest pilots, whose current contract runs through
2011.

According to the Journal, one person privy to the talks said the
sweeteners Delta is extending its pilots may not be as generous
as those contemplated a few months ago, but they would be
similar.

The Journal also reports that a spokesman for the Northwest
pilots group on Wednesday said his members' labor contract
"contains significant protections in the event of any merger or
acquisition."  He said the Northwest pilots "are willing to work
constructively with any management or pilot group.  However, we
will exercise our contractual rights in order to protect the
interests and careers of every Northwest pilot."

                     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 Airlines Bankruptcy News;
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; 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.


FARMACIA SOCIAL: Proofs of Claim Verification is Until May 5
------------------------------------------------------------
Francisco Rogelio Cano, the court-appointed trustee for Farmacia
Social Parque S.R.L.'s bankruptcy proceeding, will be verifying
creditors' proofs of claim until May 5, 2008.

Mr. Cano will present the validated claims in court as
individual reports on June 23, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Dawn Foods and its creditors.

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

A general report that contains an audit of Dawn Foods'
accounting and banking records will be submitted in court on
Aug. 20, 2008.

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

The trustee can be reached at:

           Francisco Rogelio Cano
           Uruguay 618
           Buenos Aires, Argentina


HOTELNET SRL: Trustee to Verify Proofs of Claim Until May 7
-----------------------------------------------------------
Ernesto Oscar Higueras, the court-appointed trustee for Hotelnet
S.R.L.'s reorganization proceeding, will be verifying creditors'
proofs of claim until May 7, 2008.

Mr. Higueras will present the validated claims in court as
individual reports on June 18, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Hotelnet and its creditors.

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

A general report that contains an audit of Hotelnet's accounting  
and banking records will be submitted in court on Aug. 15, 2008.

Creditors will vote to ratify the completed settlement plan  
during the assembly on Feb. 13, 2009.

The trustee can be reached at:

        Ernesto Oscar Higueras
        Sanchez Loria 1944
        Buenos Aires, Argentina


SEMA INGENIERIA: Proofs of Claim Verification is Until April 24
---------------------------------------------------------------
Hugo Armando Ayala, the court-appointed trustee for S.E.M.A.
Ingenieria S.A.'s bankruptcy proceeding, will be verifying
creditors' proofs of claim until April 24, 2008.

Mr. Ayala will present the validated claims in court as
individual reports on May 21, 2008.  The National Commercial
Court of First Instance in Mendoza will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by S.E.M.A. Ingenieria and its creditors.

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

A general report that contains an audit of S.E.M.A. Ingenieria's
accounting and banking records will be submitted in court on
Sept. 25, 2008.

Mr. Ayala is also in charge of administering S.E.M.A.
Ingenieria's assets under court supervision and will take part
in their disposal to the extent established by law.

The trustee can be reached at:

           Hugo Armando Ayala
           Luis Agote 835, Ciudad de Mendoza
           Mendoza, Argentina


* ARGENTINA: Moody's Says Pension Changes Will Affect Insurers
--------------------------------------------------------------
Moody's Investors Service said in a recently published report
that regulatory changes in the Argentine pension system made
effective earlier this year will have an impact on the role of
previsional life and annuity insurance companies in the country.

In this report, Moody's comments that key changes arising from
recent reforms in pension regulations and laws will negatively
affect the profile of insurance companies that have been
operating in the previsional life segment.  However, the rating
agency does not expect rating downgrades because all of the
rated previsional life companies are part of larger groups that
have diversified operations and revenues.

From 2008 onwards, death and disability coverage for
participants in pension funds, known locally as AFJPs, that used
to be underwritten by life companies involved in the previsional
life segment will be now managed directly by the pension funds
themselves.

Report author, Diego Nemirovsky notes:  "Companies that are
currently involved in the previsional life segment will continue
administering their in-force business in this segment on a run-
off basis, but will not generate new business going forward.  As
a result of this lost business, the life insurance companies
whose operations have been concentrated in the previsional life
business could see a significant decline in their revenues and
income."  The report goes on to say that some of these insurers
will likely expand and diversify their strategy and operations
into other business lines.  Mr. Nemirovsky adds that "the credit
implication for any business diversification strategy will be
company specific given its diversification plans, capital, and
capabilities deployed in the new business".

Another important change commented in the report refers to new
interest recognition standards for annuity companies operating
in the previsional annuity segment.  On this matter, the
national insurance regulator introduced a new methodology for
crediting excess investment returns above the guaranteed
interest rate, with the primary intention of standardizing the
product across the industry.

According to Mr. Nemirovsky, "previsional annuity products
offered by competing pension companies can now be more easily
compared by policyholders and brokers/intermediaries, thereby
providing the market with a higher degree of transparency."

The report is titled "Changes in the Role of Insurance in the
Argentine Pension System".



=============
B E R M U D A
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ASPEN INSURANCE: Ties Up With FRSGloabl for Risk Management
-----------------------------------------------------------
Aspen Insurance Holdings Limited has gone live with RiskResolve
for Operational Risk Management (ORM), according to FRSGlobal.

FRSGlobal RiskResolve is complementary to FRSGlobal
FinancialAnalytics, a leading global regulatory reporting
framework.  It allows managers to create a framework that
evaluates potential expected and unexpected losses that can be
included in a risk capital calculation.  This reflects the
demand by regulated financial companies, in addition to banks,
to increase ORM and incorporate operational risk statistics into
regulatory reporting alongside Market and Credit figures.

The overall objective for Aspen’s Group Risk Management team was
to add value to the business by providing one overall, clear and
effective, seamless framework incorporating the company’s
various risk management requirements, with widely shared
responsibilities.  RiskResolve provides Aspen with a tool that
enables it to move away from the spreadsheet approach.

Lotfi Baccouche, Aspen’s Group Head of Risk Management said: “At
Aspen, we recognized the need to have operational risks captured
on-line in a structured manner available to the risk owners
across our business units.  With RiskResolve, we have a simple,
yet powerful solution which aims to provide us with a reliable
system, formalizes our approach to Operational Risk, helps us
understand our risk exposures and supports our framework.”

Stephan Schmitz, RiskResolve Product Manager at FRSGlobal said:
“Aspen was looking for a ‘one stop shop’ where all risk, audit
and SOX issues come together in a flexible system configurable
for their business needs, and suited to their ORM framework.  
FRSGlobal’s RiskResolve, our experience in the financial sector
and the understanding of operational risk matched Aspen’s
requirements completely.”

               About Aspen Insurance Holdings Ltd.

Headquartered in Hamilton, Bermuda, Aspen Insurance Holdings
Limited (NYSE: AHL) -- http://www.aspen.bm/-- provides
reinsurance and insurance coverage to clients in various
domestic and global markets through wholly-owned subsidiaries
and offices in Bermuda, France, Ireland, the United States, the
United Kingdom, and Switzerland.

                           *     *     *

Aspen Insurance Holdings Limited still carries Moody's Investors
Services 'Ba1' Preferred Stock rating with a stable outlook
assigned on Dec. 21, 2005.



===========
B R A Z I L
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ABITIBIBOWATER INC: S&P Removes Unit's 'B-' Rtg. From Neg. Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services removed Abitibi-Consolidated
Inc., a subsidiary of AbitibiBowater Inc. (B-/Negative/--), from
CreditWatch with negative implications, where it was placed
March 10.  The ratings, including the 'B-' long-term corporate
credit ratings, on Abitibi-Consolidated, parent AbitibiBowater,
and sister company Bowater Inc. (B-/Negative/--), are unchanged.  
The outlook on all three companies is negative.
     
"We removed the ratings from CreditWatch because Abitibi-
Consolidated was successful in refinancing upcoming debt
maturities, alleviating significant near-term liquidity
pressure," said Standard & Poor's credit analyst Jatinder Mall.  
The refinancing means that Abitibi-Consolidated has only a small
(US$12 million) debt maturity in 2008.  "Initially the ratings
on Abitibi-Consolidated and Bowater were independent, however,
the ratings are becoming more linked as the parent begins to
take on debt to provide funds for, and guarantee, subsidiary
obligations," Mr. Mall added.
     
The ratings on Montreal-based parent AbitibiBowater reflect the
company's participation in the declining newsprint market, its
highly leveraged capital structure, and weak cash flow
generation.  These risks are partially offset by its leading
market position in the newsprint market and expectations that
synergies and high-cost mill closures could lead to improved
profitability.  AbitibiBowater is the largest newsprint producer
in North America, with annual capacity of about 5.3 million
metric tons.  The company also produces coated and uncoated
paper, pulp, and wood products.  It has 27 pulp and paper, and
35 wood product facilities in Canada, the U.S., South Korea, and
the U.K.  AbitibiBowater's vulnerable business risk profile
stems from the continuing decline in the North American
newsprint market, which accounts for about half of its total
revenues.
     
On a stand-alone basis, Abitibi-Consolidated is more exposed to
the newsprint and wood product business.  Bowater, on the other
hand, is better diversified because it benefits from a robust
pulp and coated paper business and has very small exposure to
the lumber segment, although it is still largely exposed to
declining newsprint.
     
The negative outlook on AbitibiBowater, Abitibi-Consolidated,
and Bowater reflects weak market conditions for the newsprint
and lumber business segments, and the significant challenges the
companies face in rationalizing production capacity to meet
deteriorating demand.  S&P could lower the ratings on all three
if newsprint and lumber prices and demand decline severely and
the merged company cannot realize synergies and reduce debt as
stated.  An upgrade, although unlikely in the near term, would
require meaningful deleveraging of the company's balance sheet.

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 wide range of
newsprint, commercial printing papers, market pulp and wood
products and markets these products to more than 90 countries.

Following the required divestiture agreed to with the U.S.
Department of Justice, AbitibiBowater will own or operate 27
pulp and paper facilities and 35 wood products facilities
located in the United States, Canada, the United Kingdom and
South Korea. The company also has newsprint sales offices in
Brazil and Singapore.  The company's shares also trade at the
Toronto Stock Exchange under the stock symbol ABH.


ADVANCED MICRO: Weak Quarter Results Cues Moody's Rating Reviews
----------------------------------------------------------------
Moody's Investors Service placed Advanced Micro Devices' B1
corporate family and probability of default ratings, along with
its B2 senior unsecured rating, under review for possible
downgrade following the company's announcement that first
quarter 2008 results will be weaker than anticipated.

AMD announced that first quarter revenue will be down 15%
sequentially to approximately US$1.5 billion as compared to
earlier guidance of a seasonal decline of 7%.  The company also
announced that it expects to take a charge in the second quarter
related to plans to reduce its work force by 10% but that it is
unable to quantify the amount of the charge at this time.  Given
the high fixed cost nature of the microprocessor business in
addition to its currently weaker offerings in the high end
server market, Moody's expects that a significant portion of the
revenue shortfall will fall to the bottom line, resulting in a
larger net loss than earlier anticipated.

The rating action reflects the ongoing challenges AMD faces in
terms of generating sustained profits and cash flow in the face
of continued strong competition from Intel throughout its
microprocessor offerings, delayed product introductions, and the
softer macro environment.

In previous reports, Moody's noted that, "AMD's ratings could
come under downward pressure to the extent that product launches
are delayed, if it experiences operating losses in the second
half of 2007, or if cash levels fall below US$1.2 billion.  
Alternatively, a stabilization of its ratings outlook could
emerge if AMD is able to make steady progress towards
sustainable free cash flow from operations, which would enhance
financial flexibility that is critical in the capital intensive
and volatile microprocessor segment."

AMD ended fiscal 2007 with about US$1.9 billion of cash and
equivalents.  Available cash is above the minimum US$1.2 billion
level that Moody's has previously outlined would be a trigger to
downwards rating pressure, owing largely to the US$608 million
equity contribution from the Mubadala Development Company in the
fourth quarter of 2007.  However, the company's announcement
raises the likelihood that a return to profitability will be
delayed and that the company will continue to consume cash on an
operational basis.

The review will focus on:

(1) the prospects for a sustained recovery to material levels of
    profitability and cash flow generation sufficient to
    internally fund product development and necessary technology
    transitions and capacity expansion,

(2) management's plans to buttress its liquidity position, and

(3) the prospects that the company's pending "asset smart"
    strategy could yield a material change in its operational,
    debt, and liquidity profile.

Rating placed under review include:

  -- Corporate family rating B1;

  -- Probability-of-default rating B1;

  -- US$390 million senior unsecured notes due August 2012 at B2
     (LGD5, 73%).

Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative
processing solutions in the computing, graphics and consumer
electronics markets.  The company has a facility in Singapore.
It has sales offices in Belgium, France, Germany, the United
Kingdom, Mexico and Brazil.


ADVANCED MICRO: Low Revenues Cues S&P's Neg. Watch on B Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate
credit and senior unsecured ratings on Sunnyvale, California-
based Advanced Micro Devices Inc. on CreditWatch with negative
implications.
     
The action follows AMD's announcement that first-quarter
revenues will be lower than previously expected as a result of
weakening business conditions and continued technical
challenges.  The company now expects a decline in March quarter
revenues that exceeds normal seasonality for the quarter, to
US$1.5 billion, raising concerns about negative free cash flows
and prospects for improvement.  Cash balances of US$1.9 billion
as of Dec. 31, 2007, are adequate for the near term, although
the company appears to have only limited additional sources of
liquidity as it addresses overall operational problems.
     
Following competitor Intel Corp.'s (A+/Stable/A-1+) product line
refresh in mid-2006, AMD's earlier technology lead and
profitability dwindled, while the largely debt-funded
acquisition of ATI Technologies Inc. reduced AMD's financial
flexibility to deal with marketplace challenges.  After
generating good operating profitability in late 2005 and early
2006, EBITDA weakened sharply and recovered only moderately in
the December quarter.  Free cash flow remained at negative
US$200 million, despite less capital spending, in the September
and December 2007 quarters.  The company has been implementing a
strategy to reduce its negative free cash flows through a
combination of operating cost reductions and continued lower
capital expenditures, but progress has been slow and anticipated
improvement may be delayed.
     
"We will meet with management to discuss its revised
restructuring plan to reduce costs, its progress on new product
introduction, and the impact on liquidity and cash flow to
resolve the CreditWatch," said Standard & Poor's credit analyst
Bruce Hyman.

Headquartered in Sunnyvale, California, Advanced Micro Devices
Inc. (NYSE: AMD) -- http://www.amd.com/-- provides innovative
processing solutions in the computing, graphics and consumer
electronics markets.  The company has a facility in Singapore.
It has sales offices in Belgium, France, Germany, the United
Kingdom, Mexico and Brazil.


AMERICAN AIRLINES: Re-Accommodate Passengers Over Flight Cancels
----------------------------------------------------------------
American Airlines Inc. has canceled more than 1,000 flights as
part of the effort to complete inspections on its MD-80
aircraft, and is working to re-accommodate the customers
affected by this activity.  On April 8, the company canceled
about 460 MD-80 flights.

"We apologize for the inconvenience this has caused our
customers," said American Airlines Chairperson and Chief
Executive Officer, Gerard Arpey.  "American will do whatever it
takes to assist those affected by these flight changes and our
employees are working hard to ensure that we remain their choice
for air travel.  This includes compensating those inconvenienced
customers who stayed overnight in a location away from their
final destination."

The inspections of American Airlines' MD-80 fleet were conducted
to ensure precise and complete compliance with a Federal
Aviation Administration directive related to the bundling of
wires in the wheel well of the aircraft.  American has assigned
a team of employees -- aviation maintenance technicians, quality
assurance inspectors, and engineers -- to inspect the aircraft
and ensure full technical compliance, as well as to make any
additional adjustments.  In addition, the FAA is inspecting the
aircraft that have been cleared to return to service.

"We continue to inspect every airplane to ensure we are in total
agreement with the specifications of the directive. We will get
back to a full schedule as quickly as possible," Mr. Arpey said.

American also plans to contract with an independent third party
to review American's processes for compliance with all future
FAA airworthiness directives.  This work will ensure that all
procedures strictly adhere to the technical elements of every
directive so American can avoid this type of schedule disruption
in the future.

Customers who were inconvenienced with overnight stays can go to
AA.com where a link will guide them to instructions on how to
receive compensation.  Customers also are encouraged to check
AA.com or to contact their travel agents for flight status
information.

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.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 26, 2008, 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.


CENTRAIS ELETRICAS: Will be Controlling Shareholder in Projects
---------------------------------------------------------------
Brazilian President Luiz Inacio Lula da Silva has approved a
bill allowing Centrais Eletricas Brasileiras SA to be the
controlling shareholder in development projects, Business News
Americas reports.

According to Centrais Eletricas, the legislation will boost
Centrais Eletricas' business flexibility and foreign operations.

BNamericas relates that the legislation is part of President da
Silva's strategy to increase Centrais Eletricas' "stature" in
the power sector.

Centrais Eletricas' President Jose Antonio told BNamericas that
the law will let the firm transform into the world's largest
clean energy generator.

Centrais Eletricas Brasileiras SA aka Eletrobras operates in the
electric power sector in Brazil. The objective of Eletrobras is
to perform activities involving studies, projects, construction
and operation of electric power plants, transmission and
distribution lines as well as underlying trade operations
arising therefrom. Eletrobras is tasked with the preparation of
studies and with drawing up construction projects for
hydroelectric generation, transmission lines and substations to
supply Brazil. It engages areas involving granting loans and
financing, providing guarantees, locally or abroad, and
acquiring debentures of companies and holders of public electric
power services under their control; providing loans and
guarantees, locally or abroad, for technical and scientific
research institutions; and promoting and supporting researches
relating to the power sector, linked to the generation,
transmission and distribution of electric power.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 22, 2007, Standard & Poor's Ratings Services raised its
long-term foreign currency counterparty credit rating on
Centrais Eletricas Brasileiras S.A. aka Eletrobras to 'BB+' from
'BB'. S&P said that outlook is positive.


GERDAU SA: May Redirect U.S. Output to Other Markets
----------------------------------------------------
Jorge Gerdau Johannpeter, president of the board at Gerdau SA,
suggested that the firm could redirect its U.S. output to other
markets, Brazilian news daily DCI reports.

DCI relates that Gerdau attributes almost 50% of its revenues to
its U.S. operations.  The company believes there are ways of
getting around a possible recession in the U.S.

Mr. Johannpeter told DCI, "Steel is a global commodity driven by
global demand, and that demand remains high."

Gerdau has avoided the mortgage crisis in the U.S. because most
housing in the country is made of wood, Business News Americas
relates, citing Mr. Johannpeter.

"Our principal role in the US is in the infrastructure sector,"
Mr. Johannpeter told DCI.

Headquartered in Porto Alegre, Brazil, Gerdau SA
-- http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products.  In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay, India and the
United States.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 26, 2007, Moody's Investors Service affirmed Gerdau S.A.'s
Ba1 corporate family rating and stable outlook.


GOL LINHAS: To Release First Quarter 2008 Earnings
--------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., the parent company of
Brazilian airlines GOL Transportes Aereos S.A. and VRG Linhas
Aereas S.A., disclosed its First Quarter 2008 Earnings Release
schedule:

Earnings Release for First Quarter 2008: April 30, 2008 (before
the market open).

The release will be available on the company's website at
http://www.voegol.com.br/ir

In accordance with fair disclosure and corporate governance best
practices, GOL Linhas will respect a Quiet Period that will
start on April 14, ending immediately after the conference calls
on April 30.

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.


HEXION SPECIALTY: Extends Merger Pact Termination Date to July 4
----------------------------------------------------------------
On April 5, 2008, Hexion Specialty Chemicals Inc. exercised an
option under its merger agreement with Huntsman Corporation
dated as of July 12, 2007, extending the merger agreement
termination date by 90 days, to 5:00 p.m. Houston time on
July 4, 2008.

As reported in the Troubled Company Reporter on April 3, 2008,
Hexion disclosed that both it and Huntsman agreed to allow
additional time for the Federal Trade Commission to review the
proposed merger of the two companies.  As a result, the merger
is not expected to be completed before May 3.  

Hexion disclosed on July 12, 2007, that it had entered into a
definitive agreement to acquire Huntsman Corporation in an all-
cash transaction valued at approximately US$10.6 billion,
including the assumption of debt.  

Under the terms of the Merger Agreement, the cash price per
share to be paid by Hexion will increase each day beginning on
April 5, 2008, through consummation of the merger at the
equivalent of approximately 8% per annum, less any dividends or
distributions declared or made.  

                    About Huntsman Corporation

Based in Salt Lake City, Utah, Huntsman Corporation (NYSE: HUN)
-- http://www.huntsman.com/-- manufactures and markets  
differentiated chemicals.  Its operating companies manufacture
products for a variety of global industries, including
chemicals, plastics, automotive, aviation, textiles, footwear,
paints and coatings, construction, technology, agriculture,
health care, detergent, personal care, furniture, appliances and
packaging.

At Dec. 31, 2007, Huntsman Corp's consolidated balance sheet
showed US$8.166 billion in total assets, US$6.312 billion in
total liabilities, US$26.5 million in minority interests in
common stock of consolidated subsidiaries, and US$1.827 billion
in total stockholders' equity.

                      About Hexion Specialty

Based in Columbus, Ohio, Hexion Specialty Chemicals Inc. --
http://www.hexionchem.com/-- is a producer of thermosetting  
resins, or thermosets.  Thermosets are a critical ingredient in
virtually all paints, coatings, glues and other adhesives
produced for consumer or industrial uses.   Hexion Specialty
Chemicals is controlled by an affiliate of Apollo Management
L.P.

The company has locations in Singapore, China, Australia,
Netherlands, and Brazil.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 4, 2008, Hexion Specialty Chemicals Inc.'s consolidated
balance sheet at Dec. 31, 2007, showed total assets of
US$4.006 billion and total liabilities of US$5.392 billion,
resulting in a US$1.386 billion total shareholder's deficit.


TAM: Podhurst Orseck Files 59 Wrongful Death Suit on Flight 3054
----------------------------------------------------------------
Masry and Vititoe Partner firm, Podhurst Orseck filed 59
wrongful death lawsuits for the families of passengers killed on
July 17, 2007, aboard Brazil's TAM Airlines Flight 3054.  The
Law Office of Masry and Vititoe is familiar to the public as the
firm depicted in the academy award winning film, "Erin
Brockovich," starring Julia Roberts.

The 59 wrongful death lawsuits stem from the notorious Flight
3054, the worst airline disaster in Brazil's history, when the
A320 TAM Linhas Aareas aircraft attempted landing at Sao Paolo's
Congonhas airport and slammed into an air cargo building,
killing 199 people (187 aboard the plane and 12 ground crew).  
Aware that the thrust reverser (an instrument that helps planes
slow down on landings) had been deactivated during a maintenance
check, the pilots mishandled the landing procedures.  The
parties included in the lawsuits are TAM, leasing company
Pegasus Aviation, Airbus, Airbus Customer Services, Goodrich
(thrust reverser provider) and International Aero Engines.

The devastation was compounded when, within hours of the
disaster, TAM released the passenger manifest via the Internet.  
Abandoning the families of the crash victims to draw their own
conclusions, TAM neglected to assign personal contact with the
families of the victimized passengers to notify them of their
loss.

In prior airline crash cases, Masry and Vititoe has partnered
with internationally recognized Florida-based aviation attorneys
Podhurst Orseck.  In addition to the TAM Flight 3054 case,
together they also currently represent families of the
passengers aboard the Gol Transportes Aeros Flight 1907 that
collided with an Embraer Legacy 600 business jet over the Amazon
Rainforest in September 2006.  They also represent victims'
families in the Sibir Airlines crash that involved the same type
of Airbus under similar circumstances; they too attempted
landing in the rain, failed to stop and crashed into a building
resulting in catastrophic loss of life.

                     About Masry & Vititoe

Masry and Vititoe -- http://www.masryvititoe.com-- is known for  
pursuing the rights of individuals who have suffered acute and
chronic chemical exposure, as in the Hinkey case on which the
movie "Erin Brockovich" was based.  The firm represent thousands
of injured persons throughout the country, from Hawaii to the
East Coast, against some of the world's largest corporations,
including Fortune 500 companies, public utilities and oil
companies.

                    About Podhurst Orseck

Based in Miami, Podhurst Orseck, P.A. -- http://www.podhurst.com
-- is a law firm which concentrates exclusively in trial and
appellate litigation.  The firm's general tort practice places a
major emphasis on aviation, automobile, products liability and
medical malpractice litigation. In addition, the firm has a
substantial practice in commercial, matrimonial and criminal
litigation, as well as complex commercial tort litigation.  
Attorneys serve clients and corporations throughout the United
States, and in many foreign countries.  

                           About TAM

TAM currently -- http://www.tam.com.br/-- has business  
agreements with the regional airlines Pantanal, Passaredo,
Total and Trip.  As of Jan. 14, the daily flight on the Corumba
-- Campo Grande route in Mato Grosso do Sul began to be operated
by a partnership with Trip.  With the expansion of the agreement
with NHT, TAM will now be serving 82 destinations in Brazil, 45
of which with its own flights.  In addition, the company is
strengthening its presence in Rio Grande do Sul and Santa
Catarina.

                          *     *     *

On July 23, 2007, Fitch Ratings affirmed the 'BB' foreign
currency and local currency Issuer Default Ratings of TAM
S.A. Fitch has also affirmed the 'BB' rating of its US$300
million of senior unsecured notes due 2017 as well as the
company's 'A+(bra)' national scale rating and for its first
debentures issuance (BRL500 million).  Fitch said the rating
outlook is stable.



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

BEAR STEARNS: Fund Liquidators File US$1BB Action Against Firm
--------------------------------------------------------------
Geoffrey Varga and William Cleghorn of Kinetic Partners Cayman
LLP, as joint voluntary liquidators of Cayman Islands-based
feeder funds Bear Stearns High-Grade Structured Credit
Strategies (Overseas), Ltd., and Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage (Overseas), Ltd.,
has initiated a lawsuit seeking US$1 billion in damages against
Bear Stearns Asset Management, Inc., The Bear Stearns Companies,
Inc., Bear Stearns & Co., Inc., Ralph Cioffi, Matthew Tannin,
Raymond Madrigal, and Deloitte Touche LLP.

The complaint, filed in the U.S. District Court for the Southern
District of New York (Foley Square) on April 4, 2008, accuses
Bear Stearns of concealing that the Cayman Feeder Funds were
"never designed to withstand even a slight downtrick in the
housing market," Bloomberg News reported, citing court
documents.  The Liquidators asserted in the complaint that Bear
Stearns understated the risk of the funds, overstated the funds'
performance, and used the funds "as dumping grounds for toxic
investments held on Bear Stearns' books," Bloomberg quoted court
documents.  

The complaint also alleges former fund managers Messrs. Cioffi,
Tannin and Madrigal of fraud, breach of contract, gross
negligence and other legal claims, Bloomberg said.  

The Liquidators contended in the complaint that Deloitte &
Touche, as parent of Deloitte & Touche Cayman, the Funds'
auditor, failed to assure investors that it was conducting
"independent, thorough, and objective audits," Bloomberg added.

"The action seeks recovery of more than US$1 billion of losses
sustained by the Overseas Funds as a direct and proximate result
of a sophisticated fraud perpetrated by Bear Stearns," the
complaint said, according to Bloomberg.

The Cayman Feeder Funds, which have sought liquidation
proceedings under the Companies Law (2007 Revision) of the
Cayman Islands, placed investors' assets into the Master Funds
-- Bear Stearns High-Grade Structured Credits Strategies Master
Fund, Ltd., and Bear Stearns High-Grade Structured Credits
Strategies Enhanced Leverage Master Fund, Ltd. -- both of which
also sought liquidation proceedings in the Cayman Islands in
July 2007.  The Master Funds sought protection of their U.S.-
based assets by filing a petition under Chapter 15 of the U.S.
Bankruptcy Code.  The U.S. Bankruptcy Court, however, has denied
the Chapter 15 request.  The Master Funds' appeal on that order
is pending before the U.S. District Court.

                    About Bear Stearns Funds

Grand Cayman, Cayman Islands-based Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage Master Fund Ltd.
and Bear Stearns High-Grade Structured Credit Strategies Master
Fund Ltd. are open-ended investment companies, which sought high
income and capital appreciation relative to the London Interbank
Offered Rate, and designed for long-term investors.

On July 30, 2007, the Funds filed winding up petitions under the
Companies Law (2007 Revision) of the Cayman Islands.  Simon
Lovell Clayton Whicker and Kristen Beighton at KPMG were
appointed joint provisional liquidators.  The joint liquidators
filed for Chapter 15 petitions before the U.S. Bankruptcy Court
for the Southern District of New York the next day.  On Aug. 30,
2007, the Honorable Burton R. Lifland denied the Funds
protection under Chapter 15 of the Bankruptcy Code.

Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F.
Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent
the liquidators in the United States.  The Funds' assets and
debts are estimated to be more than US$100,000,000 each.  (Bear
Stearns Funds Bankruptcy News, Issue No. 19; Bankruptcy
Creditors' Service Inc.; http://bankrupt.com/newsstand/or  
215/945-7000).


CL ASSETS: Proofs of Claim Filing Deadline is April 17
------------------------------------------------------
CL Assets Holdings Co., Ltd.'s creditors have until
April 17, 2008, to prove their claims to Guy Major and Emile
Small, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

CL Assets' shareholders agreed on March 6, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Guy Major and Emile Small
                 c/o Maples Finance Limited
                 P.O. Box 1093, George Town
                 Grand Cayman, Cayman Islands


D-LINK CHINA: Sets Final Shareholders Meeting for April 17
----------------------------------------------------------
D-Link China (Cayman) Inc. will hold its final shareholders'
meeting on April 17, 2008, at 10:00 a.m. at No. 289, Xinhu 3rd
Road, Neihu District, Taipei City 114, Taiwan.

These matters will be taken up during the meeting:

                   1) accounting of the wind-up process, and

                   2) determining the manner in which the books,
                      accounts and documentation of the company,
                      and of the liquidator should be disposed
                      of.

D-Link China's shareholders agreed on Feb. 27, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                      An Ping Chen
                      No. 289, Xinhu 3rd Road
                      Neihu District, Taipei City 114
                      Taiwan
                      Telephone: 886-2-66000123
                      Fax: 866-2-27900977


PACTUAL CAPITAL: Sets Final Shareholders Meeting for April 17
-------------------------------------------------------------
Pactual Capital International will hold its final shareholders'
meeting on April 17, 2008, at 10:00 a.m. at Clifton House, 75
Fort Street, Grand Cayman KY1-1108, Cayman Islands.

These matters will be taken up during the meeting:

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

Pactual Capital's shareholders agreed on March 3, 2008, to place
the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                      Reid Services Limited
                      Clifton House, 75 Fort Street
                      PO. Box 1350, Grand Cayman KY1-1108
                      Cayman Islands


TRIBECA TPC: Proofs of Claim Filing Deadline is April 17
--------------------------------------------------------
Tribeca TPC Investments Ltd.'s creditors have until
April 17, 2008, to prove their claims to Jan Neveril and Joshua
Grant, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Tribeca TPC's shareholders agreed on Feb. 29, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Jan Neveril and Joshua Grant
                 Maples Finance Limited
                 P.O. Box 1093, George Town
                 Grand Cayman, Cayman Islands


UNIVEST DIVERSIFIED: Final Shareholders Meeting is on April 17
--------------------------------------------------------------
Univest Diversified Fund II Ltd. will hold its final
shareholders' meeting on April 17, 2008, at 10:00 a.m. at
the registered office of the company.

These matters will be taken up during the meeting:

                   1) approval of the conduct of the liquidation
                      by the liquidators S.L.C. Whicker and K.D.
                      Blake;

                   2) approval of the quantum of the
                      liquidators’ remuneration, that being
                      fixed by the time properly spent by the
                      liquidators and their staff;

                   3) accounting of the winding up process and
                      how the property of the company has been
                      disposed of as at the date of the final
                      meeting and to approve such accounts; and

                   4) authorizing the liquidators to retain the
                      records of the company and of the
                      liquidators for a period of five years
                      from the dissolution of the company, after
                      which they may be destroyed.

Univest Diversified's shareholder decided on Feb. 28, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                      S.L.C. Whicker and K.D. Blake
                      Attn: Gundega Tamane
                      P.O. Box 493, Grand Cayman KY1-1106
                      Cayman Islands
                      Telephone: 345-945-4309 / 345-949-4800
                      Fax: 345-949-7164



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

AES CORP: Removes US$650MM Deal in South Africa's Power Outage
--------------------------------------------------------------
Richard Finlayson, Senior International Editor for Industrial
Info Resources, reported that the latest confusion in the power
supply crisis is the cancellation of the US$650 million contract
for AES Corporation  to provide two peak power stations on the
Indian Ocean coast to provide a combined total of 1,100
megawatts by the end of 2009.

According to the report, public power utilities are, by
definition, supposed to strive and plan to maintain a secure
supply of electrical power to industry, commerce, institutions
and domestic homes.  But in an age when auditors don't always
audit, accountants are not always accountable and the weather is
as unpredictable as government ministers, simple professional
objectives are forgotten and, by implication, often derided.  
South Africa's state-owned power monopoly Eskom is presently
searching its soul for a way back to the provision of a secure
utility service and is not alone among national power utilities
in the rest of the world, faced with power shortages.

The AES Corporation (NYSE:AES) -- http://www.aes.com/-- is a
power company with operations in South America, Europe, Africa,
Asia and the Caribbean.  The Company generates 44,000 megawatts
of electricity through 124 power facilities, and 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.

AES's business group in Asia & Middle East is comprised of
electric utilities and generation plants in China, India,
Kazakhstan, Oman, Qatar, Pakistan and Sri Lanka.  Fuels include
coal, diesel, hydro, gas and oil.  AES has been in the region
since 1994, when it acquired the Cili generation plant in China.

                            *     *     *

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.



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

POLYONE CORP: Intends to Offer its US$50MM Senior Notes Due 2012
----------------------------------------------------------------
PolyOne Corporation plans to offer US$50 million of its 8.875%
senior notes due 2012 to certain institutional investors in an
offering exempt from the registration requirements of the
Securities Act of 1933.
    
The company intends to use the net proceeds from the offering to
reduce a portion of the amount of receivables sold under its
receivables sale facility.

                      About PolyOne Corp.

Headquartered in northeast Ohio, PolyOne Corporation (NYSE: POL)
-- http://www.polyone.com/-- is a provider of specialized  
polymer materials, services and solutions.  PolyOne has
operations in North America, Europe, Asia and Australia, and
joint ventures in North America and South America.  The company
maintains operations in China, Colombia, Thailand and Singapore.


POLYONE CORP: Moody's Puts 'B1' Rating on Planned US$50MM Notes
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the proposed
US$50 million of 8.875% senior unsecured notes due 2012.  
Moody's also affirmed the company's other ratings (corporate
family rating at B1).  The outlook is stable.

The new notes are effectively an add-on to the existing notes
that were issued in 2002.  Proceeds from the new notes will be
used to repay amounts outstanding under the company's accounts
receivable program.  The outstanding balance has increased due
to the normal seasonal working capital build and the January
acquisition of GLS Corporation.

PolyOne's B1 CFR reflects the company's weak operating margins
(3%), difficulties in improving the profitability of its North
American operations and the expectation that the company will
continue to generate positive free cash flow despite further
weakness in the US economy in 2008.  While the company's PVC
compounding operations have clearly weakened in the past year,
its international operations and its SunBelt US chlor alkali
venture continue to generate good margins and cash.  
Additionally, its Distribution business is a relatively steady
contributor to earnings over the past year.

The stable outlook reflects that the company will maintain
reasonable financial metrics and adequate liquidity despite the
US housing downturn and further weakness in PVC resins, as new
capacity starts up in 2008.  While the increase in debt maturing
in 2012 is a potential concern, the additional liquidity is much
more important at this point in their business cycle.


Headquartered in northeast Ohio, PolyOne Corporation (NYSE: POL)
-- http://www.polyone.com/-- is a provider of specialized  
polymer materials, services and solutions.  PolyOne has
operations in North America, Europe, Asia and Australia, and
joint ventures in North America and South America.  The company
maintains operations in China, Colombia, Thailand and Singapore.

PolyOne is also a leading North American distributor of resins;
their distribution segment constitutes less than 30% of total
sales.  The company also owns a 50% share of SunBelt Chlor
Alkali Partnership (US$187 million in revenues).



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

DENNY'S CORP: Henry Nasella to Resign from Board Due on May 21
--------------------------------------------------------------
On April 1, 2008, Henry Nasella notified Denny's Corporation of
his decision not to stand for re-election to the Board of
Directors at the company's upcoming Annual Stockholders meeting
on May 21, 2008.

Mr. Nasella, 61, served as a board member since 2004 and served
on the board's Audit and Finance Committee and Corporate
Governance and Nominating Committee.  He said his desire to
devote more time and attention to other business interests was
the primary basis for his decision.  

Mr. Nasella indicated that he had no disagreements with Denny's,
its management or the other directors.

                    About Denny's Corporation

Headquartered in Spartanburg, South Carolina, Denny's
Corporation (Nasdaq: DENN) -- http://www.dennys.com/-- is a
full-service family restaurant chain, consisting of 394 company-
owned units and 1,152 franchised and licensed units, with
operations in the United States, Canada, Costa Rica, Guam,
Mexico, New Zealand and Puerto Rico.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 28, 2008, Standard & Poor's Ratings Services revised its
outlook on Denny's Corp. to negative from stable.  S&P also
revised the ratings, including the 'B+' corporate credit rating,
on the Spartanburg, South Carolina-based company.

Denny's Corp.'s consolidated balance sheet at Dec. 26, 2007,
showed US$381.1 million in total assets and $560.0 million in
total liabilities, resulting in a US$178.9 million total
shareholders' deficit.




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

AIR JAMAICA: Will Launch Wage Talks with National Workers Union
---------------------------------------------------------------
Air Jamaica will try to start wage negotiations with the
National Workers Union, which represents its ground staff, Radio
Jamaica reports.

As reported in the Troubled Company Reporter-Latin America on
March 20, 2008, Air Jamaica has an ongoing wage dispute with its
ground staff and flight attendants.  The workers were
dissatisfied over the management's delay in starting talks on
new wage contracts for the flight attendants and the ground
staff.  The last accord for the ground staff expired in December
2006, while the agreement for flight attendants expired in May
2007.

The workers "remain extremely restive" over Air Jamaica's taking
too long in starting the negotiations, Radio Jamaica relates,
citing the National Workers' Vice President Granville Valentine.

Mr. Valentine commented to Radio Jamaica, "But it has reached a
proportion where we cannot guarantee normalcy if the government
and the management of Air Jamaica do not step up to the plate to
see how best they can improve on the workers' compensation and
standard of living that has deteriorated to such a stage where
these workers cannot afford the basic necessities of life."

Wage claims for flight attendants represented by the Bustamante
Industrial Trade Union was referred to the Finance Ministry,
which is supervising Air Jamaica's sale, Radio Jamaica states.

Headquartered in Kingston, Jamaica, Air Jamaica --
http://www.airjamaica.com/-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.  Air Jamaica offers vacation packages
through Air Jamaica Vacations.  The company closed its intra-
island services unit, Air Jamaica Express, in October 2005.  The
Jamaican government assumed full ownership of the airline after
an investor group turned over its 75% stake in late 2004.  The
government had owned 25% of the company after it went private in
1994.  The Jamaican government does not plan to own Air Jamaica
permanently.

                           *    *     *

As reported in the Troubled Company Reporter-Latin America on
June 12, 2007, Moody's Investors Service assigned a rating of B1
to Air Jamaica Limited's guaranteed senior unsecured notes.

On July 21, 2006, Standard & Poor's Rating Services assigned a
"B" long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, based on the government's
unconditional guarantee of both principal and interest payments.


CASH PLUS: Dates for Repayments Invalid, Says Kevin Bandoian
------------------------------------------------------------
Cash Plus Limited's court-appointed Co-Interim Receiver-Manager
Kevin Bandoian has confirmed that the dates for repayments
published by the firm's chairperson Carlos Hill are no longer
valid, Radio Jamaica reports.

According to Mr. Bandoian, Mr. Hill published the repayment
dates on March 30, 2008.

As reported in the Troubled Company Reporter-Latin America on
April 3, 2008, the Supreme Court of Jamaica placed Cash Plus
into receivership.  Cash Plus admitted that it wouldn't be able
to pay its lenders until April 14.  The firm has 40,000 lenders
with loans totaling J$4 billion.  Cash Plus was unable to repay
its investors on March 31.  The Financial Services Commission
said it was informed by the attorney acting on behalf of Cash
Plus that the investment club lacked the funds to start the
repayment of the principal and interest owing to its investors.  
PricewaterhouseCoopers' accountant Kevin Bandoian was appointed
as joint receiver-manager for Cash Plus.

Mr. Bandoian told Radio Jamaica that Mr. Hill admitted that he
couldn't obtain the needed funds to discharge his obligations to
investors on April 14, 2008, or access sufficient liquidity to
start repayment on the promised date.

Information supplied by Mr. Hill last Friday made it clear that
the payment plan he had announced would have to be suspended,
Radio Jamaica says, citing Mr. Bandoian.

Mr. Bandoian told Radio Jamaica that his team was trying to
gather all information on Cash Plus' assets to determine what
money is available to repay investors.

Mr. Bandoian's team has found over 80 affiliates of Cash Plus in
several nations, most of them appear to have little or no assets
and business activity, Radio Jamaica notes.  The report says
that "turning to the issue of the books kept by Cash Plus
entities and affiliates, Mr. Bandoian noted that what his team
had to contend with the existence of conflicting records."

Cash Plus Limited is an investment club in Jamaica.  It
collapsed in 2007 after the Financial Services Commission moved
to regulate its operations.  The company is a financial arm of
the Cash Plus Group of Companies, a business conglomerate
established in 2002 by mortgage banker Carlos Hill.  The company
offers its participants the opportunity to participate in the
group's ventures which include mergers and numerous
acquisitions.

In April this year, the Supreme Court of Jamaica placed Cash
Plus into receivership.  Cash Plus admitted that it wouldn't be
able to pay its lenders until April 14.  The firm has 40,000
lenders with loans totaling J$4 billion.  Cash Plus was unable
to repay its investors.  The Financial Services Commission said
it was informed by the attorney acting on behalf of Cash Plus
that the investment club lacked the funds to start the repayment
of the principal and interest owing to its investors.  
PricewaterhouseCoopers' accountant Kevin Bandoian was appointed
as joint receiver-manager for Cash Plus.


CASH PLUS: Hasn't Paid Workers' March Salaries
----------------------------------------------
Cash Plus Limited hasn't paid the March salaries of workers at
its phone card distribution center, RJR News Center reports.

Radio Jamaica relates that the workers complained that the
management hasn't told them when they will be paid.

A worker told Radio Jamaica that Cash Plus should have paid them
on March 25, 2008, before it was placed into receivership.

According to Radio Jamaica, Cash Plus asked the workers last
week to sign a new confidentiality agreement which many
reportedly resisted doing.

The workers told Radio Jamaica that their work load "had fallen
dramatically since Cash Plus' Megaphone operation collapsed
after the termination of the agreement by its telecoms partner
MiPhone."

Cash Plus Limited is an investment club in Jamaica.  It
collapsed in 2007 after the Financial Services Commission moved
to regulate its operations.  The company is a financial arm of
the Cash Plus Group of Companies, a business conglomerate
established in 2002 by mortgage banker Carlos Hill.  The company
offers its participants the opportunity to participate in the
group's ventures which include mergers and numerous
acquisitions.

In April this year, the Supreme Court of Jamaica placed Cash
Plus into receivership.  Cash Plus admitted that it wouldn't be
able to pay its lenders until April 14.  The firm has 40,000
lenders with loans totaling J$4 billion.  Cash Plus was unable
to repay its investors.  The Financial Services Commission said
it was informed by the attorney acting on behalf of Cash Plus
that the investment club lacked the funds to start the repayment
of the principal and interest owing to its investors.  
PricewaterhouseCoopers' accountant Kevin Bandoian was appointed
as joint receiver-manager for Cash Plus.


DIGICEL LTD: Sticks to Biz Core, No Media Plans, Says Mr. Delves
----------------------------------------------------------------
Digicel Group chief executive officer Colm Delves has disclosed
that the company has no planned to venture into the area of
content development or media ownership, instead, it will remain
to core business of service delivery, the Jamaica Gleaner
reports.

Mr. Delves said that a purchase of Carribean media for
technology and region expansion is impossible, the report adds.

"We know what we are good at, and we don't want to stretch
ourselves too thin," said Mr. Delves.

Mr. Delves, the report states, told the journalists that there
was still opportunity to extract growth for its services,
including voice, WiMAX and broadband, from Caribbean markets
through consolidation and the addition of services."

According to Mr. Delves, the company will be a facilitator and
is not seeking to take over media but is always looking for
partnerships, the report states.

Digicel Ltd. is a wireless services provider in the Caribbean
region founded in 2000, and controlled by Denis O'Brien.  The
company started operations in Jamaica in April 2001 and now
offers GSM mobile services in Caribbean countries including
Jamaica, St. Lucia, St. Vincent, Aruba, Grenada, Barbados,
Bermuda, Cayman, and Curacao among others.  Digicel finished
FY2005 with 1.722 million total subscribers -- 97% pre-paid --
estimated market share of 67% and revenues and EBITDA of US$478
million and US$155 million, respectively.

                         *     *     *

In February 2007, Moody's Investors Service affirmed Caa2 senior
unsecured rating to Digicel Group Limited's US$1.4 billion
senior unsecured notes offering.


DYOLL GROUP: Non-Compliance with JSE Rules Cues Stocks Delisting
----------------------------------------------------------------
The Dyoll Group Limited has been delisted from the Jamaica Stock
Exchange on Monday following failure to amend a violation that
resulted in a suspension of its shares from trading, the Jamaica
Gleaner reports.

As executed by the JSE's Board of Directors, the delisting
became automatic under Rule 411D of the regulations governing
the public trading of shares on the exchange, the report
relates.

In addition, Rule 411D indicated that any company with shares
which has been suspended from trading on the exchange for more
than 180 days must be automatically delisted.

JSE General Manager Marlene Street Forrest asserted that the
company  failed to comply with a requirement to submit audited
financial statements despite several meetings and discussions.
Ms. Forrest has pointed out that the company's continuous
violations left the JSE with no option but to delist, the report
adds.

February 2005 was the first suspension of the trading of Dyoll
Group's shares for breaching rule 407 because it failed to
submit its quarterly financial statements following Hurricane
Ivan in 2004 when there was a huge draw down on insurance
claims.

Report shows that trading was back after the unaudited
financials were filed in October 2005 and representation made by
the reconstituted Board of Directors.

In March 2007, another trading was suspended for violating JSE
rules 404E and 408 for not submitting its annual reports and
audited financial statements.  Dyoll has since presented
unaudited quarterly financials for 2007 and unaudited fourth
quarter results for 2006 with an accumulated deficit of
US$65.6 million.

Dyoll Group Ltd. is a Jamaica-based company that is principally
engaged in the insurance business.  Jamaica's Financial Services
Commission has assumed temporary management of the Jamaica-based
Dyoll Insurance Co. Ltd. in March 7, 2005, in order to establish
the true position of the Company, address the matter of
settlement to its claimants and ensure that its policies will
remain in force after a high level of insurance claims were
leveled on the company as a result of the hurricane Ivan.  
Kenneth Tomlinson was appointed temporary manager.  Jamaica's
Supreme Court ordered for the distribution of a US$653 million
fund held by the FSC in accordance with the Insurance Act 2001,
section 59, which says that the prescribed deposit, on the
winding up of an insurance company, should be applied first to
settle the claims of local policyholders.


NATIONAL COMMERCIAL: Court Will Rule on Olint's Appeal on June 2
----------------------------------------------------------------
The Jamaican court will rule on Olint Limited's appeal against
the hiring of former Financial Services Commission Chairperson
Michael Hylton as one of the National Commercial Bank's legal
representatives on June 2, 2008, Radio Jamaica reports.

Radio Jamaica relates that the court adjourned the hearing of
the appeal last Monday.

As reported in the Troubled Company Reporter-Latin America on
April 9, 2008, High Court Judge Roy Jones ruled in favor of the
National Commercial in an Olint lawsuit that sought to remove
Mr. Hylton from the bank's legal team.  Olint wanted to bar Mr.
Hylton from representing the National Commercial.  Olint took
out an injunction against National Commercial on Jan. 11, when
the bank decided to close the investment club's accounts for
being allegedly an unregulated company operating in breach of
the Securities Act.  Olint assserted that Mr. Hylton was a
former solicitor general and chairperson of the FSC, which had
issued a cease-and-desist order on Olint Corporation in March
2006.  Olint has concerns that Mr. Hylton was a member of the
FSC's board when that commission issued the cease-and-desist
order.  Olint's lawyers said they would be filing an appeal on
the court's decision by April 7.

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

                          *     *     *

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

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



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

EMPRESAS ICA: Adds Four New Members to Board of Directors
---------------------------------------------------------
Empresas ICA S.A.B de C.V. said that the Annual Shareholders’
Meeting on April 3, 2008, elected four new members of the Board
of Directors.

The new members are:

a) Maria Asuncion Aramburuzabala Larregui

Ms. Asuncion is the Chief Executive Officer and
Chairwoman of Tresalia Capital.  She has been a Director of
America Movil S.A.B. de C.V. since 2000.  She has been a
Director of Grupo Televisa S.A.B. since July 2000 and serves as
Vice Chairwoman of the Board.  She serves as a Director of Grupo
Modelo, S.A.B. de C.V., Grupo Financiero Banamex-Accival, S.A.
de C.V. and Kio Networks.

b) Alonso Quintana Kawage

Mr. Quintana has been the company's Chief Financial Officer
since January 2007.  Since 1994, he has served Empresas ICA in
various capacities, including positions in its construction,
corporate finance and project finance areas, and since 2003, on
Grupo Aeroportuario del Centro Norte’s board of directors.
Mr. Quintana was previously the Director of Management and
Finance of Empresas ICA.  He received a degree in civil
engineering from the Universidad Iberoamericana and a master’s
degree in business administration from the Kellogg School of
Management at Northwestern University in Chicago.

c) Diego Quintana Kawage

He has been the Divisional Director of Housing since 2004
and serves as a permanent observer of our board of directors.  
Mr. Quintana joined ICA in 1995 and previously served as
Director of Administration and Finance and General Director of
ViveICA.  Mr. Quintana is currently vice-president and member of
the Executive Commission of the National Chamber of Housing
Development.  He holds a degree in economics from the Instituto
Tecnologico Autonomo de Mexico and has further studies in
finance, project analysis, and project management.

d) Fernando Flores Perez

Mr. Flores is presently founding partner of EFE
Consultores, S.C.  Mr. Flores has also worked for the
administration of President Vicente Fox until December 2006 as
General Director and Chairman of the Board of the Mexican
Institute of Social Security (Instituto Mexicano del Seguro
Social).  He also was Undersecretary of the Ministry of Labor
for Safety and Preventive Social Planning. He was CEO for
Aerovias de Mexico and Chairman and CEO of Compania Mexicana de
Aviacion.  He was President of the National Chamber of Air  
Transportation (Camara Nacional del Aerotransporte).  Previously
he held executive positions in MEXICANA, the Mexican Institute
of Social Security, Grupo Industrial DINA, and Combinado
Industrial Sahagun.  Mr. Flores holds a law degree from the
Universidad Iberoamericana and studied in business
administration at the same university.

As ratified by the Shareholders’ Meeting, the Board of Directors
of Empresas ICA has 20 members:

   -- Bernardo Quintana Isaac, Chairman
   -- Jose Luís Guerrero Alvarez
   -- Sergio Fernando Montano Leon
   -- Emilio Carrillo Gamboa *
   -- Alberto Escofet Artigas *
   -- Luis Fernando Zarate Rocha
   -- Jorge Bernardo Aguirre Quintana
   -- Juan Claudio Salles Manuel *
   -- Esteban Malpica Fomperosa *
   -- Elmer Franco Macias *
   -- Alberto Mulas Alonso *
   -- Fernando Ruiz Sahagun *
   -- Luis Rubio Freidberg *
   -- Guillermo Javier Haro Belchez *
   -- Francisco Javier Garza Zambrano *
   -- Sergio M. Alcocer Martinez de Castro *
   -- Maria Asuncion Aramburuzabala Larregui *
   -- Fernando Flores Perez *
   -- Alonso Quintana Kawage
   -- Diego Quintana Kawage

* Independent directors under Mexican securities laws.

Empresas ICA -- http://www.ica.com.mx/-- the largest
engineering, construction, and procurement company in Mexico,
was founded in 1947.  ICA has completed construction and
engineering projects in 21 countries.  ICA's principal business
units include civil construction and industrial construction.
Through its subsidiaries, ICA also develops housing, manages
airports, and operates tunnels, highways, and municipal services
under government concession contracts and/or partial sale of
long-term contract rights.

                             *     *     *

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


ENTRAVISION COMMS: S&P Changes Outlook to Stable; Holds B+ Rtg.
---------------------------------------------------------------
Standard & Poor's Rating Services revised its outlook on
Entravision Communications Corp. to stable from positive.
      
"Although we still believe ratings have upward potential, the
action reflects our expectation of a longer-term path to an
upgrade due to challenging advertising demand in 2008 that could
limit significant EBITDA growth, as well as uncertainty
surrounding Entravision's use of outdoor asset sales proceeds,"
explained Standard & Poor's credit analyst Michael Altberg.
     
At the same time, Standard & Poor's affirmed its 'B+' corporate
credit rating on the company.  The Santa Monica, California-
based Spanish-language media company had US$484.1 million of
total debt outstanding as of Dec. 31, 2007.
     
The rating on Entravision reflects the company's high debt
levels, intensifying Spanish-language media competition,
potential for advertising volatility, and Hispanic media's
inability to generate revenue commensurate with its audience
share.  Entravision's long-term strategic relationship with
shareholder Univision Communications Inc. (B-/Negative/--),
favorable trends in Hispanic media, the company's strong
conversion of EBITDA to discretionary cash flow, and largely
resilient station asset values only partially offset these
factors.

Headquartered in Santa Monica, California, Entravision
Communications Corporation (NYSE: EVC) --
http://www.entravision.com/-- is a diversified Spanish-language
media company utilizing a combination of television, radio and
outdoor operations to reach approximately 75% of Hispanic
consumers across the United States, as well as the border
markets of Mexico.  Entravision is the largest affiliate group
of both Univision television network and Univision's TeleFutura
network, with television stations in 20 of the nation's top 50
Hispanic markets in the United States.  Entravision owns and
operates one of the nation's largest groups of primarily
Spanish-language radio stations, consisting of 54 owned and
operated radio stations in 21 U.S. markets.  Entravision's
outdoor advertising operations consist of approximately 11,100
advertising faces located primarily in Los Angeles and New York.


MOVIE GALLERY: To Close Approximately 160 Stores
------------------------------------------------
Movie Gallery, Inc. plans to close approximately 160
underperforming Movie Gallery and Hollywood Video stores in its
third and final round of store closures.  This consolidation of
store operations is in addition to the closures previously
announced on Feb. 4, 2008 and Sept. 25, 2007.

Joe Malugen, chairman, president and chief executive officer of
Movie Gallery, said, "While the decision to close stores is
never easy, this final consolidation will allow us to further
focus our resources on those stores with the strongest operating
performance and best prospects for growth after we emerge from
bankruptcy.  This is another positive step forward in our
restructuring to position the Company for profitability and
long-term success."

"Movie Gallery remains committed to its loyal customers and
talented employees.  We will work with customers at affected
stores to transfer their accounts to other nearby Movie Gallery
and Hollywood Video locations where possible," continued Mr.
Malugen.   "I would also like to thank our many associates and
partners for their exceptional customer service and their
dedication to the Company.  As always, we remain committed to
treating all affected employees fairly and providing the
necessary assistance to make this transition as smooth as
possible."

Movie Gallery expects liquidation sales at affected stores to
begin in approximately one week and to conclude by April 30.

                       About Movie Gallery

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

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

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

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have until June 13, 2008 to file
their plan of reorganization.


MOVIE GALLERY: 90% of Creditor Ballots Favor Chapter 11 Plan
------------------------------------------------------------
Movie Gallery, Inc. and its debtor-subsidiaries have received
overwhelming creditor support for their Second Amended Joint
Plan of Reorganization, as more than 90% of ballots were cast in
favor of the Plan.

Kurtzman Carson Consultants LLC and Financial Balloting Group,
the two voting agents designated by the Debtors, certified the
voting results to the U.S. Bankruptcy Court for the Eastern
District of Virginia.

                   Tabulation of All Ballots
                   -------------------------

                 Amount         Amount       Number       Number
               Accepting     Rejecting    Accepting    Rejecting
            (% of Amount  (% of Amount (% of Amount (% of Amount
CLASS            Voted)        Voted)       Voted)       Voted)
-----            ------        ------       ------       ------
Class 3  US$463,822,968 US$10,973,536           95            4
                (97.69%)       (2.31%)     (95.96%)      (4.04%)

Class 4     189,579,529             0            9            0
                  (100%)          (0%)       (100%)         (0%)

Class 5       5,902,777             0            4            0
                  (100%)          (0%)       (100%)         (0%)

Class 6     220,522,997    66,990,500           18            7
                 (76.7%)       (23.3%)        (72%)        (28%)

Class 7A        810,973       126,543           48            5
                 (86.5%)       (13.5%)     (90.57%)      (9.43%)

Class 7B     18,272,678     1,152,906          682           47
                  (100%)       (5.93%)     (93.55%)      (6.45%)

Class 7C          3,874             0            2            0
                  (100%)          (0%)       (100%)         (0%)

Class 7D         75,497             0            4            0
                  (100%)          (0%)       (100%)         (0%)

Class 7E     47,074,105     8,553,641          665          111
                (84.62%)      (15.38%)      (85.7%)      (14.3%)

Class 7F         42,138             0            1            0
                  (100%)          (0%)       (100%)         (0%)

The tabulated votes for Class 7E were cast by general unsecured
claimholders against Hollywood Entertainment Corporation.  No
votes have been received from and tabulated for the 9.625%
Senior Subordinate Note Claims.

According to James Sean McGuire, a senior consultant at Kurtzman
Carson, two claimholders belonging to Class 7A and 12
claimholders from Class 7B abstained and rejected the Release
Provision.

A complete schedule of the Tabulated Ballots is available for
free at:

               http://researcharchives.com/t/s?2a46

Additionally, certain sets of ballots have not been tabulated
because they did not satisfy the requirements for a valid
ballot,
in accordance with the Disclosure Statement approved by the
Court.  Ballots that are not tabulated include:

   * ballots which did not indicate a vote to accept or reject
     the Plan, a list of which is available for free at:

     http://researcharchives.com/t/s?2a48

   * holders of claims that were objected to by the Debtors no
     later than March 8, 2008, and without the occurrence of a
     resolution event, a list of which is available for free at:

     http://researcharchives.com/t/s?2a47
     
Pursuant to the Court-approved Disclosure Statement and the
Solicitation Procedures, the Debtors (i) have waived any defects
or irregularities, and (ii) have deemed to be timely submitted
certain ballots, which are:

   * submitted by electronic means, a list of which is available
     for free at:

     http://researcharchives.com/t/s?2a49

   * submitted after the Voting Deadline, a list of which is
     available for free at:

     http://researcharchives.com/t/s?2a4a

   * submitted without a signature, a list of which is available
     for free at http://researcharchives.com/t/s?2a4b

                       About Movie Gallery

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

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

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

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have until June 13, 2008 to file
their plan of reorganization.


MOVIE GALLERY: Court Confirms 2nd Amended Chapter 11 Plan
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia
confirmed Movie Gallery, Inc. and its debtor-affiliates' Second
Amended Plan of Reorganization with technical modifications.

"The Court's confirmation of our Plan is a major milestone for
Movie Gallery," said Joe Malugen, Chairman, President and Chief
Executive Officer of Movie Gallery.  "Movie Gallery is now
poised to emerge as a competitive and financially stable
company.  We are very proud of what we have been able to
accomplish during our short time in Chapter 11 and look forward
to working with all of our stakeholders through the remainder of
our restructuring and beyond.  On behalf of my entire management
team, we remain grateful for the unwavering support of our
dedicated partners and associates throughout our restructuring
process."

The Plan provides for:

   -- an exit financing facility providing the Debtors with
      US$100 million and a facility providing up to $25 million
      of letters of credit for certain trade vendors;

   -- the Debtors' first lien indebtedness will remain in place
      on restructured terms;

   -- conversion of approximately $72 million of the Debtors'
      US$175 million second lien indebtedness, held by Sopris
      Capital Advisors, into equity of reorganized Movie
      Gallery;

   -- the Debtors' remaining second lien debt (following
      conversion of the second lien debt held by Sopris) will
      remain in place on restructured terms;

   -- conversion of the Debtors' US$325 million 11% Senior Notes
      and most other general unsecured claims into new equity of
      reorganized Movie Gallery, warrants for additional new
      equity of reorganized Movie Gallery and a share of
      distributions from a litigation trust established under
      the Plan;

   -- a commitment by Sopris to invest up to an additional US$50
      million to purchase new equity of reorganized
      Movie Gallery; and

   -- existing shares of the Debtors' common stock will be
      cancelled.

Movie Gallery's Plan and Disclosure Statement and related
documents are available at http://www.kccllc.net/moviegallery/

The Debtors currently expect to emerge from Chapter 11 early in
the second quarter of 2008.

                      About Movie Gallery

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

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

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

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have until June 13, 2008 to file
their plan of reorganization.


MOVIE GALLERY: Files Supplements to Second Amended Chap. 11 Plan
----------------------------------------------------------------
Movie Gallery, Inc. and its debtor-affiliates delivered to the
U.S. Bankruptcy Court for the Eastern District of Virginia
supplements to the Second Amended Joint Plan of Reorganization.

The Plan Supplements are:

   (1) Movie Gallery, Inc.'s amended and restated (i)
       certificate of incorporation, (ii) and bylaws, a copy of
       which is available for free at:

       http://researcharchives.com/t/s?2a4c

   (2) Movie Gallery US, LLC's amended and restated (i)
       certificate of formation, and (ii) operating agreement, a
       copy of which is available for free at:

       http://researcharchives.com/t/s?2a4d
      
   (3) Hollywood Entertainment Corporation's amended and
       restated (i) articles of domestication, (ii) articles of
       incorporation, and (iii) bylaws, a copy of which is
       available for free at

       http://researcharchives.com/t/s?2a4e

   (4) a schedule of unexpired leases of nonresidential real
       properties included in the list of assumed unexpired
       leases, a copy of which is available for free at:

       http://researcharchives.com/t/s?2a4f

   (5) a schedule of executory contracts and agreements to be
       assumed, relating to, among others, service, employment,
       confidentiality, revenue sharing, vendors, leases and
       indemnity, a copy of which is available for free at:

       http://researcharchives.com/t/s?2a50

   (6) a schedule of the Debtors' retained causes of action,
       which include specific types expressly preserved by the
       Debtors and the Reorganized Debtors, including:

       * claims related to contracts and leases, a complete
         schedule of which is available for free at:

         http://researcharchives.com/t/s?2a51
        
       * claims related to insurance contracts and policies,
         a complete schedule of which is available for free at:

         http://researcharchives.com/t/s?2a52

       * claims based in whole or in part upon any postings of
         security deposits, adequate assurance payment or any
         other type of deposit or collateral, a complete
         schedule of which is available for free at:

         http://researcharchives.com/t/s?2a53

       * claims arising or permitted under Chapter 5 or the
         Bankruptcy Code, including preferences and fraudulent
         transfers under Sections 547 and 548 of the Bankruptcy
         Code, a complete schedule of which is available at no
         charge at:

         http://researcharchives.com/t/s?2a54

       * claims related to certain entities that are or may
         become parties to litigations, arbitration or other
         adversarial or dispute resolution proceeding, a
         complete schedule of which is available for free at:

         http://researcharchives.com/t/s?2a55

       * claims related to certain entities that owe or may
         in the future owe money to the Debtors, a complete
         schedule of which is available for free at:

         http://researcharchives.com/t/s?2a56

       After the effective date of the Plan, the Reorganized
       Debtors will retain all rights to commence, pursue,
       litigate or settle, as appropriate, any and all Causes of
       Actions, whether existing as of or after the Petition
       Date, in any court or other tribunal including, without
       limitation, in an adversary proceeding filed in the
       Debtors' cases.

Pursuant to Section 1129(a)(5) of the Bankruptcy Code, the
Debtors disclose that Joe T. Malugen, Thomas B. McGrath, Mark
Holliday, Richard Shorten, Steven Scheiwe, Neil Subin and Robert
Fiorella will serve, as of the Effective Date, as directors of
the Reorganized Debtors.

As of the Effective Date, the Debtors will assume all of
Employee-Related Agreements in accordance with the Plan.

Furthermore, the Debtors report that there are no non-released
parties identified.

In separate filings, the Debtors also delivered to the Court
copies of certain documents in light of restructuring agreements
and transactions contemplated under the Second Amended Plan,
consisting of:

   * the amended and restated First Lien Credit Agreement, which
     which provides for US$597,000,000 in term loan obligations
     and US$25,000,000 synthetic letters of credit commitments,
     unless forming part of the exit facility.  

     A full-text copy of the Amended and Restated First Lien
     Credit Agreement is available for free at:

     http://researcharchives.com/t/s?2a57

   * the amended and restated Second Lien Credit Agreement,
     which, among others, will bear interest at a payment-in-
     kind interest rate equal to the adjusted Eurodollar rate,
     plus 1275 basis points beginning on the Effective Date;
     increasing by 25 basis points on the first anniversary of
     the Effective Date, with additional 25 basis point
     increases at the end of each six-month period following the
     year.  

     A full-text copy of the Amended and Restated Second Lien
     Credit Agreement is available at no charge at:

     http://researcharchives.com/t/s?2a58

   * the Backstop Rights Purchase Agreement, which outlines,
     among others, Sopris Capital Advisors LLC's irrevocable
     commitment to participate in the Rights Offering by
     purchasing the number of shares equal to its current
     proportional ownership of the Senior Notes.

     A full-text copy of the execution draft of the Backstop
     Rights Purchase Agreement is available for free at:

     http://researcharchives.com/t/s?2a59

                       About Movie Gallery

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

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

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

The Debtors' spokeswoman Meaghan Repko said that the company
does not expect to exit bankruptcy protection before the second
quarter of 2008.  The Debtors have until June 13, 2008 to file
their plan of reorganization.


NUANCE COMMUNICATIONS: Inks Pact Buying eScription for US$363MM
---------------------------------------------------------------
Nuance Communications, Inc. signed an agreement to acquire
eScription Inc., a provider of computer aided medical
transcription technology.  Under the terms of the agreement,
total consideration for the transaction is approximately
US$363 million and comprises US$340 million in cash and
US$23 million in Nuance common stock, plus the assumption of
vested employee options with a value of approximately
US$37 million.

By uniting the strengths and resources of Nuance and eScription,
the combined organization can deliver scalable, highly
productive solutions, as well as accelerate future innovation to
transform the way healthcare provider organizations document
patient care.

Spiraling costs across the healthcare industry, a shrinking pool
of domestic medical transcriptionists and mounting regulations
for electronic clinical documentation are driving healthcare
provider organizations to reevaluate the way they create and
manage medical reports.  With an estimated US$7 billion spent on
medical transcription in North America each year, the
acquisition of eScription will accelerate Nuance's ability to
effectively serve the industry with advanced transcription
solutions and future innovations such as structured reporting
that will facilitate highly productive, cost-efficient and data-
driven clinical documentation of every patient encounter.

"In 2005, Nuance set forth to transform the nation's stagnant
healthcare documentation process through speech-enabled
solutions and has since seen rapid growth within our healthcare
business," Paul Ricci, chairman and CEO at Nuance, said.  
"eScription's strengths in computer aided medical transcription
workflow will accelerate our delivery of solutions that improve
the way patient data is captured, processed and used.  We're
committed to helping the healthcare industry initiate change
through technologies that streamline the way medical reports are
created.  The combined company will focus on continued
innovation to evolve healthcare documentation and lower
transcription costs in excess of US$1 billion in the next few
years."

"Nuance has experienced robust demand for its on-demand, hosted
healthcare solution, iChart, in recent years, with growth in the
range of 30% to 40%," commented Robert Wise, president of
Nuance's Healthcare division.  "eScription's exclusive focus on
building a highly efficient, scalable on-demand platform will
allow Nuance to more completely address the continuing demand in
this recurring revenue model.  We anticipate that combined
revenues for our on-demand medical transcription and clinical
documentation solutions will be between US$175 million and
US$200 million in fiscal 2009."

Nuance expects the acquisition to add between US$16.0 million
and US$18.0 million in non-GAAP revenue in fiscal 2008 and
between US$63.0 million and US$68.0 million in fiscal 2009.  
Adjusting for revenue lost to purchase accounting, Nuance
expects GAAP revenue from eScription between US$13.0 million and
US$15.0 million in fiscal 2008 and US$56.5 million and US$61.5
million in fiscal 2009.

The transaction is expected to close in Nuance's fiscal third
quarter 2008 and is subject to customary closing conditions and
regulatory approvals.

In connection with the transaction, Warburg Pincus, the global
private equity firm and a leading investor in technology
companies, has agreed to purchase 5,760,369 shares of Nuance
common stock at a purchase price of US$17.36 per share, the
closing price on Friday, April 4, 2008, for an aggregate
investment of US$100 million.  In addition, Warburg Pincus will
acquire a warrant to purchase 3.7 million shares of Nuance
common stock upon the closing of the investment.  The warrant
has an exercise price of US$20.00 per share and a four-year
term.  Warburg Pincus has also agreed not to sell any shares of
Nuance common stock for a period of six months from the closing
of the transaction.  This transaction will close concurrent
with, and is contingent upon, the closing of the eScription
acquisition.

"There is a large and growing market for technologies and
services that enable the healthcare industry to deliver higher
levels of patient care and reduce costs through automation,"
Paul Egerman, Co-CEO of eScription, said.  "By teaming with
Nuance, we can accelerate the realization of our common vision
to provide highly efficient, cost-effective solutions for
advanced end-to-end clinical documentation.  Since our
inception, eScription has focused on improving the medical
transcription process, and we believe that with Nuance, we can
bring our award-winning software and services to a broader
market and expand upon the benefits we deliver to our
customers."

"By focusing on tangible value for our customers we have enabled
healthcare organizations to significantly reduce transcription
costs through improved medical transcription workflow that
reliably has reduced the average turnaround time of dictated-to-
transcribed reports from one week to less than 24 hours across
our entire customer base," Ben Chigier, Co-CEO of eScription,
added.  "Because of our laser focus on medical transcription and
its associated results, eScription has experienced attractive,
profitable growth in its short history.  By joining forces with
Nuance's Dictaphone Healthcare division, we believe that we can
advance the combined company's delivery of breakthrough
capabilities to the overall healthcare market."

The addition of eScription brings many advantages and synergies
that are expected to complement Nuance's presence in the medical
transcription market, as well as accelerate the development of
future solutions that can improve the healthcare documentation
process:

   * Attractive Software-as-a-Service Solutions

     The eScription acquisition brings to Nuance an award
     winning on-demand transcription solution that has achieved
     proven success within major reference accounts and delivers
     a predictable, recurring revenue stream derived from a
     software-as-a-service business model.  With the addition of
     eScription, Nuance anticipates that its total on-demand
     healthcare revenues will be in the range of US$175 million
     to US$200 million in fiscal 2009.

   * Robust Financial Performance

     The Dictaphone Healthcare division has been a significant
     catalyst of growth for Nuance.  This acquisition provides
     Nuance with additional technology to deliver high levels of
     transcription productivity, reliability and scale to
     accelerate growth in the fertile market of clinical
     documentation.

   * Enhanced Outsourced Speech Editing Services

     By complementing Dictaphone's preferred MTSO partners with
     those from eScription's MTSO Alliance Program, healthcare
     provider organizations will have an increased array of
     options for the rapidly growing market of speech editing
     and transcription services at highly competitive prices.

   * Strong Customer Base and Client Satisfaction

     eScription has deployed its solutions across leading
     healthcare provider organizations including Beth Israel
     Deaconess Medical Center (Boston, Massachussets), Carle
     Clinic (Urbana, Illinois), Health Alliance (Cincinnati,
     Ohio), Maine Medical Center (Portland, Maine), and Poudre
     Valley Health System (Fort Collins, Colorado).
     eScription's strong customer satisfaction is represented by
     industry recognition from KLAS Enterprises with a #1
     ranking and Best in KLAS award for the past four
     consecutive years.

   * Talented and Motivated Employees

     eScription brings a dedicated, talented team of
     professionals whose healthcare knowledge and expertise has
     established eScription as a premier provider of computer
     aided medical transcription solutions.

                         About eScription

Headquartered in Needham, Massachusetts, eScription Inc., was
founded in 1999 and provides computer aided medical
transcription
technology.  When medical transcriptionists – whether working
in-
house or for an outsourced Medical Transcription Service
Organization – use eScription's software for computer-aided
medical transcription instead of manual typing, their
productivity
levels rise significantly.  The enterprise-wide software enables
healthcare organizations to shorten turnaround time, improve
processes, and achieve substantial cost savings in medical
transcription.

                     About Nuance Communications

Nuance Communications, Inc. -- http://www.nuance.com/--  
provides speech and imaging solutions for businesses and
consumers around the world.  Its technologies, applications and
services make the user experience more compelling by
transforming the way people interact with information and how
they create, share and use documents.

The company has offices in Australia, Belgium, Japan, Korea,
Hong Kong, India, Mexico, and the United Kingdom, among others.

                            *     *     *

To date, Nuance Communications Inc. holds Moody's Investors
Service's 'B1' long-term corporate family rating and 'B1' bank
loan debt rating, which was assigned on March 2006.  Moody's
placed its B1 probability of default rating on March 2007.

Standard & Poor's Ratings Service assigned 'B-' long-term
foreign and local issuer credit ratings to Nuance Communications
Inc. on March 2007.  The ratings still apply.


* MEXICO: Moody's Ba3 Global Scale Rating on Positive Outlook
-------------------------------------------------------------
Moody's Investors Service has upgraded the Mexico National Scale
Rating for the State of Mexico to A3.mx from Baa1.mx.  The
state's global scale rating remains at Ba3 but the outlook has
been changed to positive from stable.

The change in the national scale rating and the outlook for the
global scale rating stems from the state's positive trends in
its debt and financial indicators, and the expectation that
these trends will continue.

The state's debt profile has been maintained at expected levels
in the past two years given the controls that are in place as
part of the trust agreement signed in 2004.  In addition, the
state has worked to make debt more manageable and is now in the
process of refinancing and restructuring approximately 80% of
the MXN29 billion that is outstanding.  After the transaction is
complete, the state's debt profile will reflect more manageable
debt service, stemming from a combination of an extension of
maturities, a fixed interest rate in the range of 10% for the
next 10 years for more than three quarters of its debt, and
additional resources to pay for the debt as a result of the
increase in participaciones to be received by the State of
Mexico following the fiscal reform of 2007.

Debt service over the last three years has averaged 8.3% of
total revenues.  This indicator is expected to decline and
average 3.4% of total revenues in the next five years.  Total
debt to revenue is also declining and should go from the current
31% to just over 20% in a few years, assuming no additional
debt.

The state had a financing surplus of 3.5% of revenues in 2006
and balanced fiscal results in 2007 (preliminary), with a
financing result of 0.9% of total revenues, making this the
fifth year in a row with positive or balanced financing results.  
Primary Operating Balance for the state of Mexico averages 17.6%
of operating revenues for the past two fiscal years, which is
considered a level that provides adequate funds to dedicate to
debt service and capital expenditures.

As mentioned above, of importance to the state's finances is the
federal fiscal reform that was passed last year, which will
result in additional federal revenues for all of the states, but
in particular will benefit the State of Mexico given the
negative effects of the former distribution formula.  The manner
in which the additional resources are managed and the financial
flexibility derived from these over the next couple of years
will be key for a change in the state's global scale rating.



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

GLOBAL CROSSING: Expands Internet Services to Latin America
-----------------------------------------------------------
Global Crossing Ltd. has expanded its ability to address
enterprise and carrier customers' growing demand for bandwidth-
intensive applications and converged Internet Protocol (IP)
services in Latin America.

"We're responding to the continuing strong demand for IP
services that give enterprises the ability to connect globally
with colleagues, customers and suppliers, and that give end
users an enhanced experience with applications such as video
streaming, music and video downloads.  These are the main
drivers for our IP network expansion," said Global Crossing's
chief executive officer, John Legere.  "Our IP Supercore
platform transports Internet traffic around the globe with
higher performance and also allows us to integrate the former
Impsat IP network, providing seamless connectivity to all our
customers in the region."

Global Crossing is supplementing the core functionality of its
MPLS-network backbone with "Supercore" routing platforms.  In
addition to the Supercore routers already installed in St.
Croix, USVI and Fort Amador, Panama, the company now has
installed these routers in Buenos Aires, Santiago and Sao Paulo,
as well.  This triples PoP-to-PoP core capacity and enables
OC192 (10 Gbps SONET) connections on the company's South
American Crossing undersea fiber-optic cable system, which rings
Latin America.  Immediate benefits to customers include a core
architecture that can transport high capacity IP traffic, handle
the rising demand for 10 Gbps Ethernet services, and
significantly expand beyond 10 Gbps capacity without the delays
caused by forklift upgrades.

According to IDC, the Latin American market for enterprise IP
services is projected to increase from US$2.94 billion in 2008
to US$4.3 billion in 2011, growing at an annualized rate of 10.1
percent.  "We're seeing strong enterprise adoption of IP and
Ethernet services across Latin America," said IDC telecom
consulting and research manager, Diego Anesini.  "The region is
well-poised for sustained growth in next generation enterprise
telecom services driven by convergence and virtualization, a
trend that is bolstered by a relatively positive economic
outlook."

Global Crossing's advanced fiber-optic MPLS-te network is the
platform of choice for converged IP services including Voice
over Internet Protocol, Internet Protocol Virtual Private
Network and IP video.  The company's suite of solutions is
designed to meet the exacting performance and reliability
requirements of its customers and partners around the world.

The South American Crossing system includes approximately 12,000
route miles (20,000 km) of fiber-optic cable and landing
stations in St. Croix, USVI; Fortaleza, Brazil; Rio de Janeiro,
Brazil; Santos, Brazil; Las Toninas, Argentina; Valparaiso,
Chile; Lurin, Peru; Fort Amador, Panama; and Puerto Viejo,
Venezuela.  Fort Amador and Puerto Viejo are shared by Global
Crossing's Pan American Crossing undersea system. Last month,
Global Crossing announced that it had expanded South American
Crossing by 100 Gbps of transport capacity.

              Global Crossing in Latin America

Global Crossing's Latin American business has operations in
Argentina, Brazil, Chile, Colombia, Ecuador, Panama, Peru,
Mexico, Venezuela and the United States (Florida).  In addition
to its IP-based fiber-optic network, Global Crossing's regional
infrastructure includes 15 metropolitan networks and 15 world-
class data centers located in the main business centers of Latin
America.

Global Crossing's reach and experience in Latin America allow it
to address the particularities of the region and deliver the
solutions each company needs.  The company provides services to
a variety of customers, including medium and large companies and
corporations, institutions and government entities, and
telecommunications operators.

                    About Global Crossing Ltd.

Headquartered in Florham Park, New Jersey, Global Crossing Ltd.
(NASDAQ: GLBC) -- http://www.globalcrossing.com/-- provides  
telecommunication  services over the world's first integrated
global IP-based network.  Global Crossing serves many of the
world's largest corporations, providing a full range of managed
data and voice products and services.  The company filed for
chapter 11 protection on Jan. 28, 2002 (Bankr. S.D.N.Y. Case No.
02-40188).  When the Debtors filed for protection from their
creditors, they listed US$25,511,000,000 in total assets and
US$15,467,000,000 in total debts.  Global Crossing emerged from
chapter 11 on Dec. 9, 2003.

Global Crossing's Latin American business has operations in
Argentina, Brazil, Chile, Colombia, Ecuador, Panama, Peru,
Mexico, Venezuela and the United States (Florida).  It also has
operations in the United Kingdom.

                         *     *     *

At Sept. 30, 2007, Global Crossing Ltd.'s balance sheet showed
total assets of US$2.6 billion, total debts of US$2.7 billion
and a US$74 million stockholders' deficit.

As reported in the Troubled Company Reporter-Latin America on
Nov. 8, 2007, Global Crossing Ltd. said in a statement that its
net loss increased 75% to US$89 million in the third quarter
2007, compared to US$51 million in the third quarter 2006.



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

TAM SA: Merges Management Structure With Paraguay Operations
------------------------------------------------------------
TAM SA reported the unification of the management structure of
the TAM Linhas Aereas and the Paraguayan company, Transportes
Aereos Mercosur S.A. in order to strengthen the cohesiveness of
the companies making up the TAM Group.  TAM Linhas Aereas
President, Captain David Barioni Neto, will take over the
executive management of Transportes Aereos Mercosur SA, adding
to his responsibilities as the Board of Directors' chairperson
of the Paraguayan company.  All Transportes Aereos Mercosur
operations will now fall under the direct management of the
respective vice presidencies of TAM Linhas Aereas.  Former in
charge of the Paraguayan operation, Alberto Fajerman, is leaving
the company.

Transportes Aereos Mercosur became the new name of TAM Mercosur
in March, in keeping with guidelines for brand repositioning
aligned with the group's expansion in the international market.

Transportes Aereos Mercosur S.A offers flights from Asuncion to
destinations in Argentina (Buenos Aires), Bolivia (Santa Cruz de
La Sierra and Cochabamba), Brazil, Chile (Santiago), Paraguay
(Ciudad del Este) and Uruguay (Montevideo and Punta del Este).  
It also provides connections from Cordoba (Argentina) to Brazil
via Ciudad del Este.  It operates direct flights to Rio de
Janeiro and Sao Paulo from Buenos Aires and Asuncion, enabling
passengers to make connections to a variety of destinations in
South America, Europe and the United States, taking advantage of
the extensive aerial network of TAM in Brazil and overseas, as
well as code-sharing (sharing of seats) with international
carriers.  Since September of 2003, the TAM Group has come to
acquire 94.98% of the shares of Transportes Aereos Mercosur SA.  
The remaining 5.02% are held by the government of Paraguay.

                       About TAM

TAM currently -- http://www.tam.com.br/-- has business  
agreements with the regional airlines Pantanal, Passaredo,
Total and Trip.  As of Jan. 14, the daily flight on the Corumba
-- Campo Grande route in Mato Grosso do Sul began to be operated
by a partnership with Trip.  With the expansion of the agreement
with NHT, TAM will now be serving 82 destinations in Brazil, 45
of which with its own flights.  In addition, the company is
strengthening its presence in Rio Grande do Sul and Santa
Catarina.

                          *     *     *

On July 23, 2007, Fitch Ratings affirmed the 'BB' foreign
currency and local currency Issuer Default Ratings of TAM
S.A. Fitch has also affirmed the 'BB' rating of its US$300
million of senior unsecured notes due 2017 as well as the
company's 'A+(bra)' national scale rating and for its first
debentures issuance (BRL500 million).  Fitch said the rating
outlook is stable.


* PARAGUAY: Higher Export & Surplus Cues Moody's Ratings Upgrade
----------------------------------------------------------------
Moody's Investors Service has upgraded Paraguay's key ratings in
light of the reduction of debt vulnerabilities thanks to higher
export prices and fiscal surpluses recorded in each of the last
four years.

Paraguay's foreign and local currency government bond ratings
were upgraded to B3 from Caa1, the foreign currency bond ceiling
to B2 from B3, the foreign currency deposit ceiling to B3 from
Caa2, and the local currency deposit ceiling to Ba2 from Ba3.
Only the local currency bond ceiling was unaffected at Ba1.  The
outlook on all the ratings is stable.

"Paraguay's economy has benefitted from the ongoing commodity
price boom and the government's moderate policy stance, helping
to reduce domestic and foreign debt concerns," said Moody's Vice
President-Senior Analyst Gabriel Torres.  "Still, Paraguay
remains vulnerable to external shocks."

He said that economic growth and limited financing needs have,
from 2002 to 2007, consistently reduced debt ratios, with the
ratio of debt to GDP falling from 50% to 20% during that period.  
Moody's indicator of external financial vulnerability fell from
262% to 52% during the same period, offering further evidence of
improved credit conditions.

"Concerns remain about still-low levels of economic development
and about an economy and a highly dollarized debt profile that
are vulnerable to external shocks," said Mr. Torres.  "A large
and sudden devaluation or a major reversal of the increase in
prices and demand for Paraguay's agricultural exports would pose
a major credit challenge to the country."

Mr. Torres added that the country's weak institutional strength
is also a ratings concern.  The Colorado Party has been in power
for decades, raising worries about policy continuity should the
party be defeated in the upcoming April 20 presidential
election.  Still, Moody's base case scenario is that the
election will not result in major policy changes.

"Prospects for further upgrades will depend on the continuation
and policy management of the benign external environment, which
we will continue to monitor.  Moderate fiscal and debt policies
and the continuation of gradual economic improvement could lead
to further upgrades in the medium term." concluded Mr. Torres.



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

DOE RUN: Unit Reviews ISO Certification Environmental Parameters
----------------------------------------------------------------
Following significant emission level improvements in recent
months, Doe Run Peru has begun a review to update and establish
new parameters for measuring the environmental conditions at its
metals processing facility in La Oroya as part of its commitment
to its environmental operating agreement with the Peruvian
government.

The review was begun following a decision by the certification
agency to suspend Doe Run Peru's 2006 ISO 14001 certification
for the environmental management of the smelter.  Doe Run Peru
is updating emissions information about the La Oroya
metallurgical complex to ensure that it aligns with the
requirements for certification.

Particulate matter emissions in La Oroya have decreased by more
than 60% since Doe Run Peru assumed ownership of the smelter in
1997.  Since Doe Run Peru received ISO 14001 certification in
July 2006, the following improvements, among others, have been
made at the La Oroya complex:

   --  60% reduction in particulate emissions

   --  61.7% reduction of air lead levels

   --  72% reduction of cadmium levels in the air

   --  81% reduction of arsenic in the air

   --  Virtual elimination of polluting liquid discharges from
       the smelter into the Mantaro and Yauli rivers

Recently, representatives of the government's Ministry of
Health/DIGESA, OSINERGMIN and CONAM discussed the significant
reduction of emissions and improvement in air quality in La
Oroya at a meeting of the Peruvian Congress.  The government
representatives also noted during the meeting that the
environmental improvements in La Oroya in the 10 years since Doe
Run Peru arrived there had resulted in a significant improvement
in the quality of life in the community.

"For us it is fundamental that we have clear and transparent
processes and that they be reflected in documents like the ISO
certification that was granted to us years ago.  Today the
situation has changed, the improvements at La Oroya are evident
and we think that this review and updating is appropriate at
this time," said Doe Run Peru's vice president for environmental
affairs, Jose Mogrovejo.

                           About Doe Run

Based in St. Louis, Mo., The Doe Run Company --
http://www.doerun.com/-- is a privately held natural resources
company dedicated to environmentally responsible mineral
production, metals fabrication, recycling and reclamation.  
The company and its subsidiaries deliver products and services
needed to provide power, protection and convenience through
premium products and associated metals including lead, zinc,
copper, gold and silver.  As the operator of one of the world's
only multi-metal facilities and the Americas' largest integrated
lead producer, Doe Run employs more than 5,000 people, with U.S.
operations in Missouri, Washington and Arizona, and Peruvian
operations in Cobriza and La Oroya.

Doe Run Peru S.R.L., an indirect Peruvian subsidiary, operates a
smelter in La Oroya, Peru, one of the largest polymetallic
processing facilities in the world, producing an extensive
product mix of non-ferrous and precious metals, including
silver, copper, zinc, lead and gold.  Doe Run Peru also has a
copper mining and milling operation in Cobriza, Peru in the
region of Huancavelica, which is approximately 200 miles
southeast of La Oroya in Peru.
                          
              Doe Run Peru Going Concern Doubt

As reported in the Troubled Company reporter-Latin America on
Aug. 10, 2006, Doe Run Peru has significant capital requirements
under environmental commitments and guarantees and substantial
contingencies related to taxes and has significant debt service
obligations under the revolving credit facility, each of which,
if not satisfied, could result in a default under Doe Run Peru's
credit agreement and collectively raise substantial doubt about
Doe Run Peru's ability to continue as a going concern.

Doe Run Peru continues to have substantial cash requirements in
the future, including the maturity of the revolving credit
facility on Sept. 22, 2006, and significant capital requirements
under environmental commitments.  In addition, there are
substantial contingencies related to taxes.

The Doe Run Peru Revolving Credit Facility expires on Sept. 22,
2006, and will require negotiations to extend its terms.  There
can be no assurance that Doe Run Peru will be successful in
extending the existing credit agreement or negotiating a new
agreement, or if it is successful, that the extended or new
credit agreement would be at terms that are favorable to Doe Run
Peru.

Any default under the requirements of the Environmental
Remediation and Management Program could result in a default
under the Doe Run Peru Revolving Credit Facility.  A default
under the requirements of the Doe Run Peru Revolving Credit
Facility results in defaults under the Doe Run Revolving Credit
Facility and the indenture governing the bonds.



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

ADELPHIA COMMS: Court Okays Pact Resolving NBC Rejection Claims
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved a settlement agreement between the reorganized Adelphia
Communications Corp. and its debtor-affiliates, and certain NBC
entities that resolves NBC Rejection Claims.

As reported in the Troubled Company Reporter on March 14, 2008,
National Broadcasting Company, Bravo Company, CNBC, Inc., MSNBC
Cable, L.L.C., and Universal Television Networks filed Claim
Nos. 19606, 19607, 19608, 19609, 19610,19611, 19612, and 19613
in August 2006, against the ACOM Debtors, asserting about
US$11,969,064 plus unliquidated amounts in contract rejection
damages.  Subsequently, the ACOM Debtors disputed the NBC
Rejection Claims.

The Reorganized ACOM Debtors and the NBC Affiliates decided to
settle their claims dispute.  In a stipulation with the NBC
Affiliates, the Reorganized ACOM Debtors agreed to:

   (a) withdraw their objection to the NBC Rejection Claims; and

   (b) grant CNBC a US$7,150,000 Allowed ACC Other Unsecured
       Claim, as that term is defined in the ACOM Debtors' First
       Modified Fifth Amended Joint Plan of Reorganization,
       against ACOM.

In return, the NBC Affiliates agreed to withdraw the NBC
Rejection Claims.

Both parties further agreed to waive and release any and all
claims against each other related to the NBC Rejection Claims
and the Claims Objection.

                 About the Adelphia Recovery Trust

The Adelphia Recovery Trust is a Delaware Statutory Trust that
was formed pursuant to the ACOM Debtors' First Modified Fifth
Amended Joint Plan of Reorganization, which became effective
Feb. 13, 2007.  The ART holds certain litigation claims
transferred pursuant to the Plan against various third parties
and exists to prosecute the causes of action transferred to it
for the benefit of holders of ART interests.

                     About Adelphia Comms

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

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642).  Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases.

The Bankruptcy Court confirmed the Debtors' Modified Fifth
Amended Joint Chapter 11 Plan of Reorganization on Jan. 5, 2007.  
That plan became effective on Feb. 13, 2007.  (Adelphia
Bankruptcy News, Issue No. 186; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)


JETBLUE AIRWAYS: David Neeleman Won't Seek Re-Election to Board
---------------------------------------------------------------
JetBlue Airways Corp. reported that its founder and chairperson
of the board of directors, David Neeleman, won't be standing for
re-election at its 2008 Annual Shareholders meeting on
May 15, 2008.

Mr. Neeleman recently announced plans to start a new airline
based in Sao Paulo, Brazil, and will be devoting his full
attention to this new venture.

"It has been a tremendous honor for me to see JetBlue become a
true success story," said Mr. Neeleman.  "I set out to bring
humanity back to air travel, and we did just that by having the
most talented crew members in the industry serving our
customers. I want to thank JetBlue crew members for making the
last ten years great ones.  My decision not to stand for re-
election will allow me to focus my attention on my new Brazilian
venture."

"I want to join all crew and board members in thanking David for
his vision and inspired leadership of JetBlue," said Joel
Peterson, Vice-Chairman of JetBlue's Board of Directors.  "His
dream of building a great airline in the United States has
clearly come to fruition, and we all look forward to seeing him
realize another successful airline start-up in Brazil."

In 1998, Mr. Neeleman founded JetBlue with US$130 million, the
highest funded start-up airline of its day.  Under Mr.
Neeleman's leadership as JetBlue's first CEO, the low-cost
airline grew from its first flight on February 11, 2000 to its
current position of serving 53 destinations in seven countries
with revenues of more than US$3 billion.

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

                           *     *     *

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



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

ADMINISTRACION NACIONAL: Remains Fuel Market Dominance, S&P Says
----------------------------------------------------------------
Standard & Poor's Ratings Services' ratings on Administracion
Nacional de Combustibles Alcohol y Portland (ANCAP;
B+/Stable/--) reflect Uruguay's ownership, the risks inherent in
operating as a single-asset refiner, and the potential effects
of deregulating the Uruguayan fuels market.  The ratings also
incorporate S&P's expectations that the company will maintain
its dominant market position in Uruguay in the medium term.  The
company's credit quality remains linked to that of Uruguay
because it is state owned.  As of Dec. 31, 2007, it had about
US$354 million in financial debt, including US$335 million of
long-term supplier financing with Petroleos de Venezuela S.A.
(PDVSA).

The Uruguayan government influences the company significantly,
particularly in the budget-approval process, indebtedness
authorization, price adjustments, and tax payments.  Because
Administracion Nacional's operations are concentrated in
Uruguay, the country's financial system developments and growth
prospects also affect the company.

Administracion Nacional currently benefits from its protected
position as the nation's sole petroleum importer, refiner, and
supplier of refined products to Uruguay's distributors.  S&P
believes deregulation will eventually take place.  In that
scenario, the company needs to restructure its operations, so it
does not become vulnerable to import competition, especially
from other Mercosur countries.  Nevertheless, in the short-to-
medium term, S&P expects the company to continue enjoying the
benefits of the monopoly.  In addition, after the company
acquired Chevron's network of about 90 service stations in
Uruguay in June 2007, the state-owned oil firm increased its
market share in fuel distribution in Uruguay to about 60% from
about 40%.

The company's revenues mainly come from the refined-products
division.  Because of the its need to import 100% of its crude
oil, Administracion Nacional relies heavily on its ability to
pass fluctuations in oil prices and exchange rates to its
customers. Such price adjustments are not automatic, but need to
be approved by the government, which makes the company an
important tool to minimize the effect of crude oil price
volatility and potential economic crises.  This reduces the its
ability to adjust prices to reflect the international swings of
the refining business.  Nevertheless, S&P expects Administracion
Nacional's pricing strategy to reflect the swings of the
international markets at or close to import parity levels.

Since mid-2005 and until 2007, the company imported most of its
crude oil needs from PDVSA under a purchase agreement that
involved long-term financing (15 years) for up to 25% of the
amount of each shipment.  As a result, Administracion Nacional
has significantly reduced its financial debt with banks that
reached about US$19 million as of Dec. 31, 2007, and built a
sizable cash position of about US$275 million as of Dec. 31,
2007.  In fiscal 2006, the total adjusted debt-to-EBITDA ratio
was 1.3, while the EBITDA interest coverage and funds-from-
operations-to-total debt ratios reached solid levels of 6.5 and
68.5%, respectively.  In fiscal 2007 and 2008, S&P expects those
metrics to deteriorate as a result of an increase in debt from
PDVSA of about US$335 million in December 2007.  Nevertheless,
cash flow protection metrics should remain adequate for the
rating category, with a total adjusted debt-to-EBITDA ratio
below 2.5 and funds from operations-to-total debt ratio in
excess of 25%.

S&P expects Administracion Nacional to carry out large capital
expenditures of about US$150 million during 2008 and US$120
million in 2009.  The main capital expenditures for 2008 include
about US$60 million for a project for its cement division and
US$25 million as part of new facilities for the refinery to
reduce sulfur in feedstock.  S&P expects the company to finance
such capital expenditures with internal cash generation and
existing liquidity sources.  The company is also participating
with a 20% stake in a consortium with PDVSA and Argentine state-
owned ENARSA (not rated) to exploit an exploratory hydrocarbon
field in the Orinoco belt in Venezuela.  Future developments on
this project would require additional external financing for the
company, which would add some pressure to the company's cash
flow protection measures.

                           Liquidity

S&P considers Administracion Nacional's liquidity position to be
strong, with cash holdings of about US$275 million as of Dec.
31, 2007, abundantly exceeding the its short-term debt that
reached US$19 million, which the rating agency expects the
company to pay down in 2008.

Administracion Nacional might need to continue assisting its
Argentine subsidiary, Petrolera del Cono Sur S.A. (not rated), a
company jointly owned with PDVSA.  The pesification of a loan at
Petrolera del Cono under Argentine law is being disputed in the
courts.  In case of an unfavorable ruling that overturns the
obligation's pesification, further assistance to Petrolera del
Cono Sur S.A. might pressure Administracion Nacional's
liquidity.  Nevertheless, S&P believes that the company's
ability to refinance part of that obligation in the domestic
market, coupled with its strong cash position, significantly
offsets these risks.

As mentioned before, S&P expects Administracion Nacional to
apply most of its cash holdings to develop its capital
expenditures plan.  Nevertheless, liquidity should remain
adequate, mainly based on a smooth debt maturity schedule with
very low bank debt levels and an extended maturity profile of
PDVSA's supplier financing.

                             Outlook

The positive outlook indicates the link between the company's
credit quality and the sovereign's financial health.  S&P views
the consolidation of a stronger macroeconomic scenario in
Uruguay as beneficial for the company's business environment.  
Nevertheless, the ratings could come under pressure if the
company assumes a significantly more aggressive capital
structure that could affect its financial profile, combined with
a change in S&P's perception of potential support from its
owner.

                  About Administracion Nacional

Administracion Nacional de Combustibles Alcohol y Portland (aka.
ANCAP) -- http://www.ancap.com.uy/-- is Uruguay's 100% state-
owned oil company.  The company holds the monopoly to import,
refine and distribute crude oil and derivatives in the country.  
It owns a single refinery (La Teja), and also has retail assets
in Argentina.  Its upstream subsidiary Petrouruguay owns
interests in productive areas in Argentina and in one block in
Bolivia.  The company also has an interest in gas pipeline Cruz
del Sur which will connect Argentina with Uruguay.



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

CA LA ELECTRICIDAD: Publishes Tender Offer Results
--------------------------------------------------
C.A. La Electricidad de Caracas reported results of the
previously announced offer to purchase and consent solicitation
by its wholly-owned subsidiary, Electricidad de Caracas Finance
B.V., in connection with the company's 10.25% Senior Guaranteed
Notes Due 2014.  The tender offer and consent solicitation
expired at midnight, New York City time, on April 8, 2008.  As
of April 8, Electricidad de Caracas has received tenders with
respect to US$246,843,000 aggregate principal amount of the
notes, or 94.94% of the outstanding aggregate principal amount
of the notes.  As previously announced, Electricidad de Caracas
has received consents in excess of the number needed to approve
the adoption of the proposed amendments to the indenture under
which the notes were issued.

The tender offer and consent solicitation are being made upon
the terms and conditions set forth in the Offer to Purchase and
Consent Solicitation Statement dated March 7, 2008.

As previously announced, holders of notes validly tendered on or
prior to 5:00 p.m. on March 24, 2008, and accepted for payment,
will receive the Total Consideration of US$1,187 per US$1,000
principal amount of notes.  Holders of notes validly tendered
after March 24, 2008, and accepted for payment will receive the
Tender Offer Consideration of US$1,167 per US$1,000 principal
amount of notes.  In addition, holders whose notes are tendered
and accepted for payment will be paid accrued and unpaid
interest on such notes from the most recent payment of interest
preceding the settlement date to, but not including, the
settlement date.  The settlement for the tender offer and
consent solicitation is expected to occur on April 10, 2008.

Electricidad de Caracas Finance B.V.'s obligation to accept for
purchase and to pay for each of the notes validly tendered in
the tender offer is subject to, and conditioned upon, the
satisfaction or waiver of:

    (i) the receipt of the requisite consents and the execution
        of amendments to the indenture and each of the other
        related transaction documents implementing the proposed
        amendments;

   (ii) the issuance and receipt of funds from a new issuance of
        debt securities in transactions exempt from registration
        under the United States Securities Act of 1933, as
        amended, or receipt of funds from other financing
        sources, in an amount sufficient to fund the purchase of
        any and all validly tendered and not withdrawn notes
        accepted for purchase in accordance with the terms of
        the Offer to Purchase and all related fees and expenses;
        and

  (iii) certain other customary conditions set forth in the
        Offer to Purchase.

Electricidad de Caracas Finance B.V. has retained ABN AMRO Bank
N.V. to serve as the Dealer Manager for the offer and the
consent solicitation.  Questions concerning the terms of the
offer may be directed to:

            ABN AMRO Bank N.V.
            Tel. Number: 1-212-409-7530.

Copies of the Offer to Purchase may be obtained by calling the
information agent:

        D.F. King & Co., Inc.,
        Tel. Number: 1-800-829-6551 (toll-free) or
                     1-212-269-5550 (banks and brokerage firms).

Headquartered in Caracas, Venezuela, CA La Electricidad De
Caracas is a subsidiary of AES Corporation and is engaged
in providing electricity services.  The company operates in
Caracas, Guarenas, Guatire in Miranda State and San Felipe in
Yaracuy State.  As of May 11, 2007, CA La Electricidad de
Caracas is a subsidiary of Petroleos de Venezuela, S.A.

                        *      *      *

As reported in the Troubled Company Reporter-Latin America on
Oct. 2, 2007, Standard & Poor's Ratings Services raised its
long-term corporate credit rating on C.A. La Electricidad de
Caracas to 'BB-' from 'B'.  The ratings were removed from
CreditWatch with developing implications, where they were placed
originally on Feb. 13, 2007.  S&P said the outlook is stable.


CITGO PETROLEUM: Launches Works to Restart West Plant Coker
-----------------------------------------------------------
Polymerupdate News reports that Citgo Petroleum Corp. has
launched works to restart the coker at its 156,000 barrels per
day refinery West Plant in Corpus Christi, Texas.

Citgo Petroleum had planned to restart the unit on April 8, Dow
Jones Newswires relates.

Headquartered in Houston, Texas, Citgo Petroleum Corp. --
http://www.citgo.com/-- is owned by PDV America, an indirect,
wholly owned subsidiary of Petroleos de Venezuela SA, the state-
owned oil company of Venezuela.

Petroleos de Venezuela is Venezuela's state oil company in
charge of the development of the petroleum, petrochemical, and
coal industry, as well as planning, coordinating, supervising,
and controlling the operational activities of its divisions,
both in Venezuela and abroad.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 21, 2007, CITGO Petroleum Corporation's Issuer Default
Rating was lowered by Fitch to 'BB-' from 'BB' following the
company's announcement that it has taken out a US$1 billion
bridge loan and used the proceeds to make a US$1 billion loan to
parent Petroleos de Venezuela SA (PDVSA IDR 'BB-', Negative
Outlook).


NORTHWEST AIRLINES: Revives Merger Talks With Delta Air Lines
-------------------------------------------------------------
Northwest Airlines Corp. and Delta Air Lines Inc. have revived
their merger talks, even without the pre-arranged deal from both
carriers' pilots, said people familiar with the situation,
according to reports.

Delta's board members convened on April 4, 2008, and agreed to
continue the talks which are reportedly intensifying, the
Financial Times states.  

Delta pilots were granted permits to picket at Northwest hubs
from April 8 to 24, to protest over the carriers' pilot-
seniority dispute, The Associate Press discloses.  Northwest's
pilots union said it reserves the right to do the same thing at
Delta hubs if it chooses, the AP says.

Earlier, the two airline companies agreed on most terms for a
tie-up.  However, the pilots' leaders from both carriers were
unable to reach an agreement on an acceptable seniority
list integration.

The original deal between the parties included a common pilot
labor contract for their combined 11,000 pilots that would give
all of them raises, with Northwest's 5,000 aviators getting
heftier increases to bring them up to Delta levels.  Reports say
the new deal may include a smaller pay package for pilots.

"The pilots were given the chance to try to put this together
and make it work, but they couldn't," said Henry Harteveldt, an
analyst at Forrester Research Inc., Bloomberg News reports.

According to The Wall Street Journal, the carriers are not
required by law to come up with pre-merger pilots' labor
agreements to push through with the deal.  Delta and Northwest,
however, wanted to avoid a messy, labor wrangle once the deal
was consummated and, therefore, made efforts to come up with a
"common labor contract."

Despite the carriers' unsuccessful attempt on this end, slumping
stock prices and soaring fuel prices have urged both Delta and
Northwest to continue with the talks, notes a person familiar
with the matter, says WSJ.  

Capt. Dave Stevens, chairman of the Northwest branch of the Air
Line Pilots Association, said, "[I]n order for any airline
merger to be successful, the pilots of both groups must be
involved and agree to the terms.  We will reserve our judgment
and support until the economic and contractual elements of the
agreement have been negotiated," reports AP.

Delta Chief Executive Officer Richard Anderson has said he won't
do a merger unless worker seniority is protected.

The pilot negotiating committees at Delta and Northwest have not
had any recent meetings, but there has been informal contact
between members of the two unions, one of the people familiar
with the discussions said, according to AP.

Meanwhile, Northwest was said to be planning to freeze the
hiring of pilots and flight attendants as it cuts its domestic
schedule by about 5%, starting after the peak summer travel
season, the Los Angeles Times reports.

                Delta Seeks Concessions from Union

The Wall Street Journal's Susan Carey and Paulo Prada reported
Wednesday that Delta asked its union leaders to abandon parts of
the Delta pilot labor contract so the carrier could move forward
as early as next week with its merger deal with Northwest.  The
Journal, citing people familiar with the situation, said Delta
promised its 6,000 pilots pay raises, equity and a board seat in
the combined carrier.

Delta's current employment contract with its pilots is in effect
until at least the end of next year.  The Journal says Delta
management hopes to coax an agreement from union leaders sooner
so that future contract changes can coincide with subsequent
talks with Northwest pilots, whose current contract runs through
2011.

According to the Journal, one person privy to the talks said the
sweeteners Delta is extending its pilots may not be as generous
as those contemplated a few months ago, but they would be
similar.

The Journal also reports that a spokesman for the Northwest
pilots group on Wednesday said his members' labor contract
"contains significant protections in the event of any merger or
acquisition."  He said the Northwest pilots "are willing to work
constructively with any management or pilot group.  However, we
will exercise our contractual rights in order to protect the
interests and careers of every Northwest pilot."

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

                     About Northwest Airlines

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

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

When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts.  On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan.  On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement.  The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.  
On May 21, 2007, the Court confirmed the Debtors' Plan.  The
Plan took effect May 31, 2007.  (Northwest Airlines Bankruptcy
News; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                          *     *     *

In June 2007, Standard & Poor's Ratings Services raised its
ratings on Northwest Airlines Corp. and its Northwest Airlines
Inc. subsidiary, including raising the long-term corporate
credit ratings on both entities to 'B+' from 'D', following
their emergence from Chapter 11 bankruptcy proceedings.  S&P
said the rating outlook is stable.

In addition, S&P assigned a 'BB-' bank loan rating, one notch
above the corporate credit rating, with a '1' recovery rating,
to Northwest Airlines Inc.'s $1.225 billion bankruptcy exit
financing, based on S&P's expectation of a full recovery of
principal in the event of a second Northwest bankruptcy.   That
bank facility converted from a debtor-in-possession credit
facility; S&P withdrew the 'BBB-' rating on the DIP facility.


NORTHWEST AIRLINES: Inks Pact to Settle Pilots' US$921MM Claim
--------------------------------------------------------------
The Air Line Pilots Association, International filed Claim No.
9311 against Northwest Airlines Corp. and its debtor-affiliates
-- for not less than US$921,395,651 -- asserting three separate
groups of claims:

   * prepetition discharge grievances and prepetition non-
     discharge grievances -- the Disputed Claim -- for no less
     than US$7,581,351;

   * the second portion of the Claim relating to employee pre-
     grievances and grievances, was previously allowed by the
     Court as a general unsecured claim for US$888,000,000,
     pursuant to a Court-approved restructured collective
     agreement between the Debtors and ALPA; and

   * the final portion of the Claim asserts an unliquidated
     amount for employee wages and benefits that the Debtors
     continue to honor in the ordinary course of business.

Pursuant to Rule 9019 of the Federal Rules of Bankruptcy
Procedure, the Debtors ask the U.S. Bankruptcy Court for the
Southern District of New York to approve a settlement agreement
resolving Claim No. 9311.

The Settlement Agreement provides that in full and final
satisfaction of the Non-Discharge Grievances, the Disputed Claim
is liquidated and fixed:

   (a) as an allowed general unsecured claim for US$4,954,902;
       and

   (b) as an allowed administrative expense claim for
       US$1,000,000.

Any amounts contained in Claim No. 9311 in excess of the sum of
the Allowed Non-Discharge Grievance Claim and the previously
approved Allowed ALPA Claim are disallowed in their entirety.

The Debtors will cooperate with ALPA in the sale of ALPA's
Allowed General Unsecured Grievance Claim, and make a cash
distribution of the net proceeds of the sale to the individual
pilots designated by ALPA.

The Debtors will make a catch-up distribution to any purchaser
of the Allowed General Unsecured Grievance Claim on the later of
(i) at least 11 days after the Court's approval of the
Settlement Agreement that is not subject to an appeal or stay,
or (ii) the first business day that is at least 11 days after
the Debtros are notified of the identity of the purchaser.

If, for any reason, ALPA is not able to sell its Allowed General
Unsecured Grievance Claim, and so notifies the Debtors in
writing, the Debtors will make a Catch-Up Distribution on the
Allowed General Unsecured Grievance Claim to the individual
employees identified by ALPA to receive distributions.

The Debtors will then direct their transfer agent to promptly
sell the shares on behalf of those individuals, and pay the net
proceeds in accordance with the allocation instructions provided
by ALPA.  Subsequent distributions, if any, will be treated
similarly, if feasible in light of the amount of the subsequent
distributions, with the Bankruptcy Court to resolve any relating
disputes.

If the Settlement Agreement is approved by the Court, the only
Prepetition Discharge Grievances that will remain unresolved and
may be pursued by ALPA are seven grievances specifically
mentioned in the Settlement, a full-text copy of which is
available for free at:

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

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

                          *     *     *

In June 2007, Standard & Poor's Ratings Services raised its
ratings on Northwest Airlines Corp. and its Northwest Airlines
Inc. subsidiary, including raising the long-term corporate
credit ratings on both entities to 'B+' from 'D', following
their emergence from Chapter 11 bankruptcy proceedings.  S&P
said the rating outlook is stable.

In addition, S&P assigned a 'BB-' bank loan rating, one notch
above the corporate credit rating, with a '1' recovery rating,
to Northwest Airlines Inc.'s $1.225 billion bankruptcy exit
financing, based on S&P's expectation of a full recovery of
principal in the event of a second Northwest bankruptcy.   That
bank facility converted from a debtor-in-possession credit
facility; S&P withdrew the 'BBB-' rating on the DIP facility.


PETROLEOS DE VENEZUELA: Signs JV Pact With China Nat'l Petroleum
----------------------------------------------------------------
Petroleos de Venezuela S.A. has signed an accord with China
National Petroleum Corporation or CNPCSE Ltd. to form a new oil
services joint venture.

As reported in the Troubled Company Reporter-Latin America on
April 8, 2008, Petroleos de Venezuela disclosed plans to form a
joint venture with CNPCSE for oil operations and services.

The joint venture will strengthen the Venezuelan operations
through the use of Chinese personnel and technology to
consolidate the formers sovereignty in energy, the company told
Prensa Latina.

Business News Americas relates the new joint venture aims to
have 30% of the Venezuelan market within five years and will be
used to boost oil exports to China.

Petroleos de Venezuela's Exploration and Production Vice
President Luis Vierma said, "Our oil industry has stopped only
looking north and we now have our eyes set on the Far East."

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

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

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

                        *     *     *

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


PETROLEOS DE VENEZUELA: Seeks New Partner for Chalmette Plant
-------------------------------------------------------------
Petroleos de Venezuela SA will seek to replace Exxon Mobil Corp.
as operator of its plant Chalmette Refining LLC in Louisiana,
USA, Bloomberg News reports.

The Venezuelan government wants a new operator for the Chalmette
oil refinery which Petroleos de Venezuela partly owns, the
Associated Press relates, citing Venezuelan Oil Minister Rafael
Ramirez.

The AP relates that Minister Ramirez said in March that
Petroleos de Venezuela started rerouting oil to China that had
previously been sent to the Chalmette plant because Exxon Mobil
had stopped buying crude for the refinery amid the two firms'
legal dispute.

Petroleos de Venezuela board member Eulogio del Pino told
Bloomberg that the firm can demand "a turn as operator of the
refinery in which it owns a 50% stake."  Mr. del Pino commented
to Bloomberg, "We have the right to alternate the operator.  
Under the bylaws of Chalmette, the partners have the option to
alternate operation. And we're going to use it."  Mr. del Pino
further added that he didn't think Exxon Mobil would agree with
the planned change.

Exxon Mobil spokesperson Margaret Ross commented to Bloomberg,
"ExxonMobil Oil Corp. is the contractual operator of Chalmette
Refining LLC, and we continue to operate the refinery in a safe
and environmentally sound manner.  It is our policy not to
comment on the specifics of our contracts.  We remain open to
meaningful discussion with PDVSA [Petroleos de Venezuela."

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

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

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

                               *     *     *

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



                            ***********


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

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

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

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