TCRLA_Public/080501.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

            Thursday, May 1, 2008, Vol. 9, No. 86

                            Headlines


A R G E N T I N A

ALITALIA SPA: Silvio Berlusconi Mulls Firm's Nationalization
BANCO MACRO: Okays ARS171 Million Cash Dividend Payment
BASILEA SRL: Proofs of Claim Verification Deadline Is June 27
CONES ARGENTINA: Proofs of Claim Verification Is Until June 6
DYNAMOTIVE ENERGY: Posts US$14.2 Million Net Loss in FY 2007

FLASH PRINT: Proofs of Claim Verification Deadline Is June 30
GMAC LLC: Financial Arm Posts US$589MM Net Loss in 2008 1st Qtr.
HEXCEL CORP: S&P Maintains 'B3' Corp. Rating With Stable Outlook
INSTITUTO DE ENSENANZA: Claims Verification Deadline Is June 24
INVERSIONES Y REPRESENTACIONES: Buys Office Building for US$70MM

NRG ENERGY: Moody's Changes Outlook to Stable; Holds 'Ba3' Rtgs.
PETROBRAS ENERGIA: Lorenzo Plant to Face Maintenance Shutdowns
PLAY WOMEN: Proofs of Claim Verification Is Until July 17
PREVENCION Y SEGURIDAD: Individual Reports Filing Is on Aug. 14
QUEBECOR WORLD: Posts US$2 Billion Net Loss for Full Year 2007

QUEBECOR WORLD: Quebecor Inc Issues Clarification
QUEBECOR WORLD: Randy Benson Named Chief Restructuring Officer
ROSAC SA: Trustee to Verify Proofs of Claim Until July 8
SERVI CAC: Buenos Aires Court Concludes Reorganization
SOUND BEACH: Proofs of Claim Verification Is Until June 23

STANDARD BANK ARGENTINA: Moody´s Shifts BFSR Outlook to Positive


B E R M U D A

CENTRAL EUROPEAN: US$14.9MM Net Income in 3-Mos. Ended March 31
MONTPELIER RE: Net Income Drops to US$300,000 in 1Q 2008
WARNER CHILCOTT: To Settle Class Action Suit for US$16.5 Million


B R A Z I L

ABITIBIBOWATER INC: Completes US$1.6BB Financing Transactions
BANCO BRADESCO: Says Group Health Coverage to Boost Premiums
BANCO ITAU: Inks Partnership Pact With Banco Nacional
BANCO ITAU: Issues Webcast Alert for First Quarter 2008 Earnings
BANCO NACIONAL: Inks Partnership Pact with Banco Itau

BANCO NACIONAL: Lending Rises to BRL70.2B in 12 Mos. Ended March
BANCO NACIONAL: Supports Jirau Power Plant, Madeira River
BANCO NACIONAL: Ups Doc Collection Preservation Funds to BRL8MM
BRASIL TELECOM: Moody's Continues Review After Telemar Merger
BRASIL TELECOM: Tele Norte to Form New Telecom Through Firm

CIA. SIDERURGICA: IRB Must Grant Reinsurance for Mapfre Policy
COMPANHIA ENERGETICA: Eyes Controlling Stake in Two Firms
COREL CORP: Reports US$18M Stockholders' Deficit, Lower Net Loss
DELPHI CORP: Seeks DIP Facility Amendment Extension
RHODIA SA: Invests EUR2MM on New Line of Eco-Friendly Solvents

TELE NORTE: To Form Multinational Telecom Through Brasil Telecom


C A Y M A N  I S L A N D S

ADELE SAILING: Proofs of Claim Filing Is Until May 5
ANN FUNDING: Proofs of Claim Filing Is Until May 4
ANN FUNDINJG: Proofs of Claim Filing Deadline Is May 4
BANK RAKYAT: To Hold Shareholders' General Meeting on May 15
BANK AUSTRIA: Proofs of Claim Filing Deadline Is May 5

BANK AUSTRIA: Sets Final Shareholders Meeting for May 6
COLUMBIA MARSICO: Proofs of Claim Filing Deadline Is May 6
COLUMBIA MARSICO GROWTH: Proofs of Claim Filing Is Until May 6
COLUMBIA SMALL: Proofs of Claim Filing Deadline Is May 6
CONSOLIDATED FINANCIAL: Proofs of Claim Filing Is Until May 3

FRESH DEL MONTE: Richard Contreras Replaces John Inserra as CFO
POSEIDON INVESTMENTS: Proofs of Claim Filing Is Until May 4


C H I L E

BANCO ITAU: Lines Up CLP20.0B 25-Year Subordinated Bond Issue
FIDELITY NAT'L: Mulls Strategic Alternatives for Insurance Biz
FIDELITY NATIONAL INFO: S&P Revises Outlook to Developing


C O L O M B I A

BANCOLOMBIA SA: Vice President Files Corporate Governance Survey
ECOPETROL SA: Rises 7.7% on Oil After Gas Discovery
ROO GROUP: Net Loss Up to US$12MM in Quarter Ended December 31


J A M A I C A

CASH PLUS: Carlos Hill's Defense Seek Bail from Supreme Court
NATIONAL WATER: Says Collection Drive Won't be Disrupted


M E X I C O

DURA AUTOMOTIVE: Files First Revised Chapter 11 Plan Supplements
DURA AUTOMOTIVE: Unable to File 2007 Annual Report on Time
EMPRESAS ICA: Sees 15%-20% Consolidated Revenue Growth in 2008
FRONTIER AIRLINES: Wants to Reject Republic Air Services Deal
FRONTIER AIRLINES: Wants to Assume Airbus Sale LOI & Agency Deal

FRONTIER AIRLINES: Wants to Hire Seabury as Financial Advisor
MOVIE GALLERY: Delays SEC Filing of 2007 Annual Report
MOVIE GALLERY: Gets 177 MG US & Hollywood Leases Rejected
MOVIE GALLERY: Wants to Assume 3,060 Unexpired Property Leases
RESIDENTIAL CAPITAL: Posts US$859MM Net Loss in 2008 First Qtr.


P U E R T O  R I C O

HOME INTERIORS: Seeks Relief Under Chapter 11 in Dallas
HOME INTERIORS: Case Summary & 61 Largest Unsecured Creditors
PATHEON INC: Undertakes Series of Events on Restructuring Plan
PATHEON INC: Moody's Holds B2 Rating; Changes Outlook to Neg.
W HOLDING: Nasdaq to Suspend Trading, Delist Pref. Securities


V E N E Z U E L A

CITGO PETROLEUM: Net Income Drops to US$1.59 Billion in 2007
HARVEST NATURAL: Holds 1st Qtr. 2008 Earnings Conference Today
PETROLEOS DE VENEZUELA: Complex & Plants Unaffected by Blackout


                         - - - - -


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

ALITALIA SPA: Silvio Berlusconi Mulls Firm's Nationalization
------------------------------------------------------------
Italy's prime minister-elect Silvio Berlusconi threatened to
nationalize Alitalia S.p.A. if the European Commission starts
"harassing him" over the planned EUR300-million loan to the
national carrier, various reports say.

"If they continue whining, we could take a decision in which
Alitalia could be bought by the state -- by state railway
[Ferrovie dello Stato]," Mr. Berlusconi was quoted by Reuters as
saying. "It's a threat, not a decision."

Umberto Bossi, a Northern League party-mate, doubted the
possibility of Ferrovie dello Stato buying Alitalia, since the
state railway posted EUR409 million in losses in 2007, Agence
France-Presse relates.

                        Commission Reacts

Commission spokesman Jonathan Todd noted that though Union
executive is not concerned whether Italy nationalize Alitalia,
since in the process itself there is a transfer of state
resources to the company, AFP adds.

Mr. Todd, Reuters reports, added that the Commission could
intervene if Italy paid more than what Alitalia would have
fetched in the open market.

As reported in the TCR-Europe on April 28, 2008, the Commission
gave the Italian government until May 4, 2008, to reply on
concerns whether its planned EUR300-million loan to breaks the
European Union rule on state aid.

Italy needs to prove that the loan was offered on commercial
terms to gain approval from the Commission.  Alitalia may face
months-long probe over the legality of the loan, which may
further cramp Italy's efforts to sell its 49.9% stake in the
national carrier.

European Transport Commissioner Jacques Barrot, however,
commented that it would be hard for the Italian government to
prove that the loan is not public aid.

The Commission said it would review the financing to Alitalia.  
Under EU's "one time, last time" principle, a company
beneficiary of a state aid cannot receive additional rescue or
restructuring funding within 10 years since its accepted
financial assistance.  Alitalia cannot receive further aid until
2011, since it took fiscal assistance in 2001.

                         About Alitalia

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

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

Italian Finance Minister Tommaso Padoa-Schioppa had said that if
the sale to Air France fails, Alitalia may seek protection from
creditors and the government would appoint a special
commissioner to initiate bankruptcy proceedings.


BANCO MACRO: Okays ARS171 Million Cash Dividend Payment
-------------------------------------------------------
Business News Americas reports that Banco Macro SA's
shareholders have authorized the distribution a ARS171 million
cash dividend equivalent to 25% of its common equity.

According to Banco Macro, about ARS141 million of the
ARS171 million come from the 2007 earnings, with the remainder
from profits booked in 2005.

An analyst in Argentina told BNamericas that Banco Macro's
decision is in line with its decision to put its excess capital
to work.

BNamericas relates that Banco Macro had ARS1.81 billion in
excess capital as of Dec. 31, 2007, "equivalent to a 26.8%
capitalization ratio."

Banco Macro increased earnings by 15% to ARS169 million in the
fourth quarter 2007, compared to the same period in 2006, on
higher securities income following a recovery in government bond
prices.  Banco Macro's assets and equity totaled ARS19.9 billion
and BRL2.8 billion respectively as of Dec. 31, 2007, BNamericas
states.

Headquartered in Buenos Aires, Argentina, Banco Macro (NYSE:
BMA; Buenos Aires: BMA) -- http://www.macro.com.ar/-- had    
consolidated assets of ARS11.6 billion (US$3.7 billion) and
consolidated deposits of ARS6 billion (US$2 million) as of
June 2007.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 26, 2007, Fitch Ratings affirmed Banco Macro SA's Foreign
and local currency long-term Issuer Default Ratings at 'B+',
Foreign and local currency short-term IDRs at 'B', and
Individual at 'D'.  Fitch said the rating outlook is stable.


BASILEA SRL: Proofs of Claim Verification Deadline Is June 27
-------------------------------------------------------------
Pablo Arturo Melaragni, the court-appointed trustee for Basilea
S.R.L.'s bankruptcy proceeding, will be verifying creditors'
proofs of claim until June 27, 2008.

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

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

The trustee can be reached at:

           Pablo Arturo Melaragni
           Viamonte 783
           Buenos Aires, Argentina


CONES ARGENTINA: Proofs of Claim Verification Is Until June 6
-------------------------------------------------------------
Ines Clos, the court-appointed trustee for Cones Argentina SRL's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until June 6, 2008.

Ms. Clos will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 19 in Buenos Aires, with the assistance of Clerk
No. 37, 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 Cones Argentina 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 Cones Argentina's
accounting and banking records will be submitted in court.

La Nacion didn't states the submission dates of the reports.

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

The debtor can be reached at:

           Cones Argentina SRL
           Avenida San Juan 4377
           Buenos Aires, Argentina

The trustee can be reached at:

           Ines Clos
           Sarmiento 944
           Buenos Aires, Argentina


DYNAMOTIVE ENERGY: Posts US$14.2 Million Net Loss in FY 2007
------------------------------------------------------------
Dynamotive Energy Systems Corporation incurred a net loss of
US$14.2 million for year ended Dec. 31, 2007, compared to a net
loss of US$14.3 million in 2006.

For the three months ended Dec. 31, 2007, the company posted a
US$4.3 million of net loss compared to a US$4.1 million of net
loss for the same period in 2006.  Net of non-cash compensation,
the company had a net loss of US$3.3 million during the fourth
quarter compared to US$3.1 million during the fourth quarter of
2006.

As at Dec. 31, 2007, the company had cash and cash equivalents
of US$1.8 million.  This reflects the company’s cash balance at
the beginning of 2007 of US$9.3 million plus equity issuance of
US$23.1 million less capital expenditures of US$21.0 million and
operating expenditures of US$9.6 million (which includes changes
in working capital balances and miscellaneous non-cash charges).

                         CEO Commentary

Andrew Kingston, president and chief executive officer, said,
“During the year Dynamotive completed construction of a state-
of-the-art, modular 200-ton-per-day BioOil plant in Guelph,
Ontario and also expanded and upgraded the West Lorne, Ontario
plant, which is currently re-starting operations.  Additionally,
we strengthened Dynamotive’s management team and positioned
ourselves to capitalize on world-wide market opportunities, most
specifically in Canada, U.S., and Latin America.  The company
faced many challenges during 2007, as we worked to bring our
biofuel facilities to operating status, as well as expand
business operations in North and South America.  We fully expect
2008 to be a year of achieving significant milestones.”

                     About Dynamotive Energy

Dynamotive Energy Systems Corporation (OTC BB: DYMTF.OB) --
http://www.dynamotive.com/-- is an energy solutions provider
headquartered in Vancouver, Canada, with offices in the USA, UK
and Argentina.  Its carbon/greenhouse gas neutral fast pyrolysis
technology uses medium temperatures and oxygen-less conditions
to turn dry waste biomass and energy crops into BioOil(TM) for
power and heat generation.  BioOil(TM) can be further converted
into vehicle fuels and chemicals.

                     Going Concern Doubt

BDO Dunwoody LLP, in Vancouver, Canada, conducted its audit of
Dynamotive Energy Systems Corp.'s consolidated financial
statements for the years ended Dec. 31, 2006, and 2005, in
accordance with Canadian reporting standards, which do not
permit a reference to conditions and events casting substantial
doubt about the company's ability to continue as a going concern
when these are adequately disclosed in the financial statements.

Dynamotive Energy incurred a loss of US$14.3 million for the
year ended Dec. 31, 2006.  The company's ability to continue as
a going concern is dependent on achieving profitable operations,
commercializing its BioOil production technology and obtaining
the necessary financing in order to develop this technology.


FLASH PRINT: Proofs of Claim Verification Deadline Is June 30
-------------------------------------------------------------
Manuel Arnaldo, the court-appointed trustee for Flash Print Full
Service SRL's bankruptcy proceeding, will be verifying
creditors' proofs of claim until June 30, 2008.

Mr. Arnaldo will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 18 in Buenos Aires, with the assistance of Clerk
No. 35, 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 Flash Print 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 Flash Print's
accounting and banking records will be submitted in court.

La Nacion didn't states the submission dates of the reports.

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

The debtor can be reached at:

           Flash Print Full Service SRL
           Esmeralda 1320
           Buenos Aires, Argentina

The trustee can be reached at:

           Manuel Arnaldo
           Parana 224
           Buenos Aires, Argentina


GMAC LLC: Financial Arm Posts US$589MM Net Loss in 2008 1st Qtr.
----------------------------------------------------------------
GMAC LLC's unit, GMAC Financial Services reported a 2008 first
quarter net loss of US$589 million, compared to a net loss of
US$305 million in the first quarter of 2007.  Profitable results
in the global automotive finance and insurance businesses were
more than offset by significant declines in the international
mortgage operation of Residential Capital, LLC.  Affecting
results in the quarter were market-driven valuation adjustments
and lower net financing revenue.

"Continued volatility in the capital and credit markets put
pressure on first quarter results," GMAC Chief Executive Officer
Alvaro de Molina said.  "While the actions we have taken to date
to reduce risk, reduce leverage and streamline the cost
structure have produced results, there is still more to do to
stabilize ResCap and position the overall company for profitable
growth.  Moving through this unprecedented market environment
clearly requires endurance, and liquidity is the key enabler.  
GMAC has made prudent liquidity management a top priority
including holding high levels of cash, expanding the use of GMAC
Bank and working with our banking partners on an approach to
renew bank facilities."

                       Liquidity and Capital

GMAC's consolidated cash and certain marketable securities were
US$18.6 billion as of March 31, 2008, down from US$22.7 billion
at Dec. 31, 2007.  Of these total balances, ResCap's
consolidated cash and cash equivalents were US$4.2 billion at
quarter-end, down from US$4.4 billion at Dec. 31, 2007.  The
decline in cash is due mainly to open market debt repurchases,
unsecured debt maturities and an increase in originations.

During the fourth quarter of 2007 and first quarter of 2008,
GMAC purchased ResCap debt for US$750 million in the open
market, which was contributed to ResCap and retired during the
first quarter.  In exchange for the capital contribution, GMAC
received shares of a new class of ResCap preferred equity that
is equal to the market value of the debt at the time of the
contribution.  GMAC took this measure to further support the
capital position at ResCap, while still maintaining
consideration for GMAC's investors and stakeholders.  As of
March 31, 2008, ResCap's total equity base was US$5.8 billion,
exceeding its minimum tangible net worth requirements in its
credit facilities.

                       Global Automotive Finance

GMAC's global automotive finance business reported net income of
US$258 million in the first quarter of 2008, compared to net
income of US$398 million in the year-ago period.  Strong vehicle
origination and wholesale penetration were offset by weaker
credit performance which drove unfavorable valuation
adjustments, higher credit loss provisions and increased
operating expenses related to restructuring, remarketing and
servicing initiatives.  In addition, affecting performance was
lower gain on sale of receivables and deterioration in the
residual performance of off-lease vehicles.

New vehicle financing originations for the first quarter of 2008
increased to US$12.9 billion of retail and lease contracts from
US$12.3 billion in the first quarter of 2007, despite lower
industry sales levels in North America.  Used vehicle
originations for the quarter remained stable at US$2.1 billion,
the same amount as the year-ago period.  This reflects
refinement of the diversification strategy to better balance
credit risk.

Delinquencies decreased in the first quarter of 2008 to 2.42% of
managed retail assets, versus 2.52% in the prior year period.  
The decrease reflects additional underwriting and servicing
measures taken in late 2007, which included expanding collection
resources, increasing contact with higher-risk borrowers and
strategically tightening underwriting.  Credit losses have
increased to 1.34% of managed assets, versus 1.13% in the first
quarter of 2007.  The actions taken have stemmed delinquencies
in the first quarter, although losses increased as a result of
higher year-end delinquency levels and loss severity in North
America.  In addition, international operations posted higher
credit losses as a result of a maturing portfolio in Asia
Pacific and weakness in Latin America; however, losses remain in
line with expectations.  Delinquency trends in the international
operation improved in the first quarter.

In February, GMAC disclosed a restructuring plan for its North
American automotive finance operations that would consolidate 20
regional offices into five business centers in the U.S. and
Canada and reduce the workforce by approximately 930 employees.  
GMAC expects to incur a total of US$65 to US$85 million in
restructuring charges related to severance and other employee-
related costs and the closure of facilities.  During the first
quarter, GMAC incurred US$11 million of restructuring charges
and the majority of the remaining charges are expected to occur
in the second half of the year. As a result of the
restructuring, GMAC expects an annual run rate savings of
approximately US$175 million.

                              Insurance

GMAC's insurance business recorded net income of US$132 million,
compared to net income of US$143 million in the first quarter of
2007.  Results primarily reflect investments related to growth
initiatives in the U.S.

The total value of the insurance investment portfolio was
US$7.2 billion at March 31, 2008, compared to US$6.7 billion at
March 31, 2007.  The year-ago level reflects a dividend payment
to GMAC.  The majority of the investment portfolio is in fixed
income securities with less than 10% invested in equity
securities.

On April 8, 2008, GMAC disclosed a plan related to the insurance
business that aids in maintaining the current A - (excellent)
financial strength rating issued by A.M. Best. The plan includes
a dividend by GMAC of 100% of the voting interest in the
insurance business to GMAC's shareholders, while GMAC continues
to hold 100% of the economic interest in the business.  This
plan is expected to preserve the value of the insurance
operations and enable growth initiatives to continue worldwide.

                       Real Estate Finance

ResCap reported a net loss of US$859 million for the first
quarter of 2008, compared to a net loss of US$910 million in the
year-ago period.  The aggressive actions taken to reduce risk
and rationalize the cost structure have favorably affected
results in the U.S. residential finance business.  These
improvements, however, were offset by significant deterioration
in international operations.  Results in the quarter are
attributable to market-driven valuation adjustments on mortgage
loans held for sale, real estate assets and mortgage related
investment securities.  Partially offsetting these losses was a
US$480 million gain recognized from the retirement of US$1.2
billion (face value) of debt.

ResCap's U.S. residential finance business experienced improved
results in the first quarter 2008, compared to the prior year.  
Prime conforming loan production increased to US$15.4 billion in
the first quarter of 2008, versus US$9.6 billion in the year-ago
period, the servicing portfolio posted strong results and
operating expense targets were achieved.  Deterioration in the
mortgage market continues, however, driving increased charge-
offs, lower valuations and higher cost of funds.

The international mortgage business experienced a significant
decline in the first quarter 2008 related to illiquidity in the
global capital markets and weakening consumer credit in certain
markets.  This environment drove significant realized and
unrealized losses in mortgage loans held for sale and investment
securities.  As a result, ResCap has reduced the size of its
balance sheet and limited production of mortgages in overseas
markets to only those products with market liquidity.  The
business lending operation also experienced continued pressure
in the first quarter related to the decline in home sales and
residential real estate values.

Earlier this month, ResCap disclosed additional restructuring
efforts in its international business aimed to further reduce
the cost structure and change the business model to reflect
current market conditions.  In the U.K., approximately 280
positions will be eliminated and mortgage origination activity
will be reduced.  In Continental Europe, ResCap has suspended
all new mortgage originations and refocused the business on
asset management activities.

As expected, ResCap has significant near-term liquidity
requirements, which include approximately US$4 billion in
unsecured and US$13 billion in secured debt maturities through
the remainder of 2008.  To meet these requirements, management
is actively pursuing various alternatives including: potential
secured funding to be provided by GMAC, ongoing and potential
utilization of available committed lines of credit, the
liquidation of certain assets, the extension of maturities and
the refinancing or modification of our existing indebtedness.  
These efforts are ongoing and have not yet been completed.

                        About GMAC LLC

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

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 25, 2008, Moody's Investors Service downgraded GMAC LLC's
senior rating to B2 from B1; the rating remains on review for
further possible downgrade.  This action follows Moody's rating
downgrade of ResCap LLC, GMAC's wholly-owned residential
mortgage unit, to Caa1 from B2.


HEXCEL CORP: S&P Maintains 'B3' Corp. Rating With Stable Outlook
----------------------------------------------------------------
Moody's Investors Service affirmed Hexcel Corporation's
Corporate Family and Probability of Default ratings of Ba3, and
the B1 rating of Hexcel's subordinated notes, but raised the
rating on the Secured Bank Credit Facilities to Baa3 from Ba1.  
The rating outlook remains stable.

Because about US$96 million of the term loan portion of the
Credit Facilities was repaid, recovery expectations are higher
under Moody's Loss Given Default methodology and the rating on
the Credit Facilities was raised one notch to Baa3 The claim of
the Credit Facilities in the waterfall benefits from substantial
collateral, up-stream guarantees from Hexcel's material domestic
subsidiaries as well as a significant level of subordinated
debt.

The Ba3 Corporate Family and Probability of Default ratings
balance the company's modest scale, significant market presence,
strong credit metrics, and favorable growth prospects with the
ongoing investment phase in its carbon fiber capacity, which
constrains prospects for near term free cash flow.

The rating also recognizes concentration aspects in Hexcel's
customer base and the cyclical nature of the build rate for new
commercial aircraft.  Recent performance demonstrates healthy
interest coverage and significantly lower leverage, and flows
from a combination of higher production rates in commercial
aerospace and wind energy, increasing percentage use of
composite materials in new aircraft, sustained margins, and the
application of proceeds from business divestitures to reduce
indebtedness.

Moody's expects favorable operating trends to continue, but the
company's plan for substantial capital expenditures is likely to
result in no better than break-even free cash flow in the near
term.  Consequently, debt is not expected to be reduced.  Hexcel
could generate strong free cash flow once the heavy capital
investments begin to ebb and the build-rates for larger aircraft
progress to a normalized production level.  The ratings are
further supported by Hexcel's strong competitive position in
what is expected to be a continuing robust environment for OEM
aircraft suppliers.

While Hexcel is anticipated to generate credit metrics at levels
at or above those typical for the Ba3 rating, the rating
considers uncertainty in the pace at which the Airbus A380 (on
which Hexcel will have US$3 million content per aircraft,
according to the company) and the ongoing delays in production
of Boeing's B787 (on which Hexcel will have between US$1.3
million to US$1.6 million of content per aircraft, according to
the company).  Also, a shareholder activist group has proposed
three alternative nominees to Hexcel's board of directors (the
shareholders meeting is scheduled for May 8, 2008) and has
further said that shareholder value has not been maximized.   
Uncertainty of future financial policies constrains the rating.

The stable rating outlook reflects Moody's expectations for
continued healthy operating margins and revenue growth in an
ongoing robust commercial aerospace environment and is supported
by the firm's satisfactory liquidity profile despite the
prospects for break-even free cash flow in 2008.  The stable
outlook also assumes that any developments relating to the
production and delivery schedule of the A380 or B787 will have
no material negative impact on the company's margins or working
capital requirements.

Ratings upgraded with revised Loss Given Default Assessments:

-- US$125 million secured revolving credit facility, Baa3
    (LGD-2, 14%) from Ba1 (LGD-2, 22%)

-- US$87 million secured term loan, Baa3 (LGD-2, 14%) from Ba1
    (LGD-2, 22%)

Ratings affirmed with revised Loss Given Default Assessment:

-- Corporate Family, Ba3

-- Probability of Default, Ba3

-- US$225 million senior subordinated notes, B1 (LGD-4, 69%)

The last rating action was on April 3, 2007 at which time
Hexcel's Corporate Family and Probability of Default ratings
were up-graded to Ba3 from B1.

Hexcel Corporation, headquartered in Stamford, Connecticut, is a
leading advanced structural materials company.  It develops,
manufactures and markets lightweight, high-performance
structural materials, including carbon fibers, reinforcements,
prepregs, honeycomb, matrix systems, adhesives and composite
structures, used in commercial aerospace, space and defense, and
certain industries.  Revenues in 2007 were approximately
US$1.2 billion.  The company has subsidiaries in Austria, the
United Kingdom, Spain, Hong Kong, Japan and Brazil.


INSTITUTO DE ENSENANZA: Claims Verification Deadline Is June 24
---------------------------------------------------------------
Covini - Kovalsky & Asociados, the court-appointed trustee for
Instituto de Ensenanza Privada Pedro Goyena S.A.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
June 24, 2008.

Covini - Kovalsky will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance in Buenos Aires will determine if the verified claims
are admissible, taking into account the trustee's opinion, and
the objections and challenges that will be raised by Instituto
de Ensenanza 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 Instituto de
Ensenanza's accounting and banking records will be submitted in
court.

Covini - Kovalsky is also in charge of administering Instituto
de Ensenanza's assets under court supervision and will take part
in their disposal to the extent established by law.

The trustee can be reached at:

           Covini - Kovalsky & Asociados
           Tucuman 881
           Buenos Aires, Argentina


INVERSIONES Y REPRESENTACIONES: Buys Office Building for US$70MM
----------------------------------------------------------------
Inversiones y Representaciones S.A. has acquired and taken
possession of 100% of the office building known as Edificio
Republica upon the exercise of the option it already had.  The
final price paid for the building was US$70.3 million.  This
property, which was designed by renowned architect Cesar Pelli
-- involved in the design of the World Financial Center in NYC
and the Petronas Towers in Kuala Lumpur -- constitutes a unique
premium office building in downtown Buenos Aires and brings
about 19,890 gross leasable square meters to the company's
portfolio.  Within that total leasable area, the company expects
to close lease agreements for about 16,000 sqm in the short
term.

Created in 1943, Inversiones y Representaciones S.A. aka IRSA
(NYSE: IRS) (BCBA: IRSA) is a leading company with activities in
the business of offices, commercial centers and hotels.  It is
the only company in the industry whose shares are listed on the
Bolsa de Comercio de Buenos Aires and The New York Stock
Exchange.  Through its subsidiaries, IRSA manages an expanding
top portfolio of shopping centers and office buildings,
primarily in Buenos Aires.  The company also develops
residential subdivisions and apartments (specializing in high-
rises and loft-style conversions) and owns three luxury hotels.  
Additionally, IRSA owns a 11.8% stake in Banco Hipotecario,
Argentina's largest mortgage supplier in the country which
shareholder's equity amounted to ARS2,247.6 million.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Fitch Ratings upgraded Inversiones y
Representaciones S.A.'s ratings including its Foreign currency
Issuer Default Rating to 'B+' from 'B', Local currency IDR to
'B+' from 'B', US$150 million notes due in 2017 to 'B+/RR4' from
'B'.  Fitch said all ratings have stable outlooks.


NRG ENERGY: Moody's Changes Outlook to Stable; Holds 'Ba3' Rtgs.
----------------------------------------------------------------
Moody's Investors Service changed the rating outlook for NRG
Energy, Inc. to stable from negative, and upgraded its
Speculative Grade Liquidity Rating to SGL-1 from SGL-2.  The
rating agency also affirmed all of NRG's ratings, including its
Corporate Family Rating at Ba3, the Probability of Default
Rating at Ba3, and the senior unsecured debt at B1.

"The change in rating outlook reflects an expectation of
continued stable cash flow for the foreseeable future, execution
of a more balanced capital allocation program, and the continued
use of joint ventures and other arrangements which mitigate risk
and lower future capital expenditure requirements, "said A.J.
Sabatelle, VP -- Senior Credit Officer of Moody's.  "The upgrade
in NRG's liquidity rating to SGL-1 factors in, among other
things, the substantial reduction in working capital
requirements following recent modifications to several of NRG's
counterparty agreements," said Mr. Sabatelle.

The rating affirmation reflects relatively stable cash flows
expected at NRG given the company's competitive position in
several key markets and the degree of forward hedges in place
for the next several years.  NRG's adjusted cash flow (CFO pre-
W/C) to total adjusted debt has averaged approximately 15% for
the past three years and 16% in 2007.  Moody's expects this
financial metric to modestly improve during 2008 due to
continued steady operating cash flow generation and permanent
consolidated debt reduction, including debt retirement of around
US$475 million under the company's secured term loan, the bulk
of which occurred in December 2007 and March 2008.

The rating affirmation and outlook change considers management's
efforts to balance shareholder and creditor interests through
its deployment of discretionary cash.  While Moody's believes
that the company will continue to pursue a capital allocation
strategy that returns to shareholders an average rate of 3%
annually (or approximately US$250 million to US$300 million each
year), the company has complimented this capital return program
with associated debt retirement.  Additionally, the rating
action considers NRG's approach to managing a substantial
capital investment program that include the use of joint venture
arrangements for all of the company's largest generation
projects, and the execution of long-term power purchase
arrangements with load serving entities at other projects in
conjunction with re-powering initiatives.

Notwithstanding this measured approach, Moody's observes that
potential capital investments for NRG over the next several
years are quite substantial when compared to the company's
US$10 billion market capitalization.  For 2008, NRG will be able
meet its capital expenditure requirements with operating cash
flow as free cash flow (operating cash flow less dividends and
capital expenditures) is expected to approximate $250 million
(or about 3% of total consolidated debt), which incorporates a
more than US$700 million year-over-year increase in capital
investment, principally for re-powering and environmental
related requirements.

The upgrade of NRG's speculative grade liquidity rating to SGL-1
from SGL-2 reflects Moody's expectation that NRG will maintain a
very good liquidity profile over the next 12-month period as a
result of its generation of strong internal cash flows,
maintenance of significant cash balances and access to
substantial credit availability.  The upgrade considers the
recent increase in credit availability following NRG's
successful exchange of collateral with its largest
counterparties, enabling the return of US$622 million in letters
of credit, and acknowledges the expected further increase in
liquidity that should follow upon completion of the sale of
ITISA to a subsidiary of Brookfield Asset Management for $288
million, subject to purchase price adjustments.

NRG's stable rating outlook reflects Moody's expectation for
continued generation of relatively predictable cash flow for
this wholesale power company due to the fleet's competitive
position and hedging strategy.  The stable outlook considers
continued execution of management's capital allocation policy,
which has resulted in lower consolidated debt, and factors in
NRG's measured strategy for capital investment, including the
use of joint ventures and execution of key contractual
arrangements to mitigate risk.

In light of better macroeconomic conditions for power
generators, including lower reserve margins in certain regions
and a long-lead time for large base load construction, Moody's
expects improved financial performance in the intermediate term
for most wholesale power companies, including NRG.  The ratings
for NRG could be upgraded if such conditions lead to an
improvement in key financial metrics including adjusted cash
flow (CFO pre-W/C) to total adjusted debt rising to the high
teens level on a sustainable basis, while maintaining its
discipline in executing its capital allocation program.  An
additional consideration concerning any upgrade would be a
deeper understanding around the numerous growth initiatives at
the company, including the recent formation of Nuclear
Innovation North America, a joint venture with Toshiba Corp.

The rating could be downgraded if the degree of shareholder
initiatives accelerates over the next twelve to eighteen months
or if the company chooses to finance its capital investment
program or any acquisition with higher than anticipated levels
of debt.  Additionally, should margins compress across NRG's
generation fleet due to weaker macroeconomic factors or an
extended forced outage causing adjusted cash flow (CFO pre-W/C)
to total adjusted debt to fall below 12% for an extended period,
the rating could be downgraded.

Upgrades:

Issuer: NRG Energy, Inc.

-- Speculative Grade Liquidity Rating, Upgraded to SGL-1 from
    SGL-2

-- Multiple Seniority Shelf, Upgraded to a range of 73 – LGD5
    to 17 - LGD2 from a range of 78 - LGD5 to 22 - LGD2

-- Senior Secured Bank Credit Facility, Upgraded to 17 - LGD2
    from 22 - LGD2

-- Senior Unsecured Regular Bond/Debenture, Upgraded to 73 -
    LGD5 from 78 - LGD5

Outlook Actions:

Issuer: NRG Energy, Inc.

-- Outlook, Changed To Stable From Negative

Issuer: NRG Holdings, Inc.

-- Outlook, Changed To Rating Withdrawn From No Outlook

Withdrawals:

Issuer: NRG Holdings, Inc.

-- Senior Secured Bank Credit Facility, Withdrawn, previously
    rated (P)B2

Hearquartered in Princeton, New Jersey, NRG Energy Inc. (NYSE:  
NRG) -- http://www.nrgenergy.com/-- owns and operates a diverse    
portfolio of power-generating facilities, primarily in Texas and
the Northeast, South Central and West regions of the U.S.  Its
operations include baseload, intermediate, peaking, and
cogeneration and thermal energy production facilities.  NRG also
has ownership interests in generating facilities in Australia,  
Germany and Brazil.


PETROBRAS ENERGIA: Lorenzo Plant to Face Maintenance Shutdowns
--------------------------------------------------------------
The San Lorenzo refinery, owned by Petrobras Energia S.A.
(NYSE:PZE), is under a series of maintenance shutdowns by the
end of the second quarter of 2008 as researched by Industrial
Info Resources.

The refinery has six units with a combined processing capacity
of 50,000 barrels per day.

Petrobras Energia, S.A. is headquartered in Buenos Aires,
Argentina.  Its majority owner, Petrobras, is based in Rio de
Janeiro, Brazil.

                        *     *     *

As reported on Oct. 29, 2007, Moody's Investors Service assigned
a Ba1 global local currency issuer rating to Petrobras Energia
S.A., and affirmed its Ba2 foreign currency rating for bonds
issued under the US$2.5 billion Obligaciones Negociables
program, and the Baa1 FCBR for the Series S bonds based on a
Petrobras standby purchase agreement.

In May 2007, Fitch ratings assigned BB long-term issuer default
rating on Petrobras Energia S.A.  Fitch said the outlook is
stable.


PLAY WOMEN: Proofs of Claim Verification Is Until July 17
---------------------------------------------------------
Pablo Javier Kainsky, the court-appointed trustee for Play Women
S.R.L.'s bankruptcy proceeding, will be verifying creditors'
proofs of claim until July 17, 2008.

Mr. Kainsky will present the validated claims in court as
individual reports on Sept. 15, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Play Women 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 Play Women's
accounting and banking records will be submitted in court on
Oct. 27, 2008.

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

The trustee can be reached at:

           Pablo Javier Kainsky
           Reconquista 715
           Buenos Aires, Argentina


PREVENCION Y SEGURIDAD: Individual Reports Filing Is on Aug. 14
---------------------------------------------------------------
Moises Gorelik, the court-appointed trustee for Prevencion y
Seguridad Total SRL's reorganization proceeding, will present
the validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
Aug. 14, 2008.

Mr. Gorelik will be verifying creditors' proofs of claim until
June 16, 2008.  He will submit to court a general report
containing an audit of Prevencion y Seguridad's accounting and
banking records on Sept. 26, 2008.

Creditors will vote to ratify the completed settlement plan  
during the assembly on April 1, 2009.

The debtor can be reached at:

        Prevencion y Seguridad Total SRL
        Paraguay 754
        Buenos Aires, Argentina

The trustee can be reached at:

        Moises Gorelik
        Lavalle 1675
        Buenos Aires, Argentina


QUEBECOR WORLD: Posts US$2 Billion Net Loss for Full Year 2007
--------------------------------------------------------------
Quebecor World Inc. reported that for full year 2007, it
generated revenues of US$5.7 billion compared to US$6.1 billion
in 2006 and a net loss of US$2.2 billion or compared to a net
income of US$28.3 million the previous year.

Full-year results included a goodwill impairment charges, and
impairment of assets, restructuring and other charges net of
income taxes of US$2.1 billion or (US$16.26) per share, compared
to US$87.3 million or (US$0.67) per share in 2006.  The cash
component of this charge was US$42.7 million in 2007 compared to
US$76.4 million in 2006.  Excluding these charges, the adjusted
net loss was US$54.9 million or (US$0.58) per share in 2007
compared to adjusted net income of US$117.9 million or diluted
earnings per share of US$0.64 for the same period in 2006.

Operating income before IAROC and goodwill impairment charge in
2007 was US$90.1 million compared to US$241.5 million in 2006.  
On the same basis, EBITDA was US$461.9 million in 2007 compared
to US$579.9 million in 2006.  The reduction of EBITDA in 2007 is
principally explained by US$80 million in largely non-cash,
additional specific charges, compared to the prior year.

Quebecor World's full-year 2007 revenues reflect a reduction in
volume in its North American operations, in particular as the
result of several plant closures as the company moved to
complete its three-year restructuring and retooling program.  In
addition to goodwill, IAROC and specific charges, the decrease
in profitability reflects volume reduction, pricing pressure,
underperforming European assets and higher financial expenses
not fully compensated by cost reductions and efficiency gains.

On Jan. 21, 2008, Quebecor World filed for creditor protection
in the United States and Canada due to the inability of the
Company to raise new capital in the current market environment
and to complete the sale of its European operations.  The filing
was necessary to ensure the long-term viability of the Company
within a process that ensures fair and equitable treatment for
all stakeholders.

"We have made important and substantial efforts to stabilize our
business and to reach out to all our stakeholders in this
process," said Jacques Mallette, President and CEO, Quebecor
World.  "I am pleased with what we have accomplished so far, and
it demonstrates the support of our customers, our suppliers and
our employees to our business going forward.  We continue to
renew and earn new business with important customers across our
global platform including, most recently, McGraw Hill, Wenner
Media and RONA."

                        Bankruptcy Update

Since the initial filing, the company received the final order
for its US$1 billion DIP (debtor-in-possession) financing from
the US court.  As stated in the Monitor's report of
April 1, 2008, the company had unrestricted cash balances of
US$160 million and access to revolving credit facility of up to
US$400 million.  The company believes that this financing and
its ability to generate significant cash flow from operations
will allow it to emerge from creditor protection as a strong
company in its industry.  The company continues to serve all its
global customers with superior products and enhanced value-added
services as illustrated by the recent launch of its integrated
multi-channel solutions offering designed to increase the
efficiency of its customers advertising campaigns.

To assist in its efforts to emerge from creditor protection as
quickly as possible, the Company has appointed Mr. Randy Benson,
Chief Restructuring Officer of the company.  Mr. Benson has
extensive experience in working with other companies going
through a financial restructuring process.  He reports to the
Restructuring Committee of the Board of Directors.

"The restructuring process is proceeding as planned. To date we
have passed several important milestones and we are actively
developing our five-year business plan which we expect to be
completed in the second quarter.  The appropriate creditors and
ad hoc committees have been established in the U.S. and Canada
and we are pursuing an active and ongoing dialogue," added Mr.
Mallette.  "To date we have had more than 60 uncontested motions
approved in the U.S. process which is a strong indication of
everyone's focus and determination to make this process a
success by exiting creditor protection as soon as possible."

                    Fourth Quarter Results

For the fourth quarter of 2007, the company generated revenues
of US$1.5 billion compared to US$1.6 billion in 2006, and a net
loss of US$1.8 billion or (US$13.87) per share compared to net
income from continuing operations of US$11.6 million or US$0.03
per share in the same period last year.  Fourth quarter results
included impairment of assets, restructuring and other charges
(IAROC) and a goodwill impairment charge, net of income taxes,
of US$1.8 billion or (US$13.81) per share compared to
US$33.0 million or (US$0.25) per share in 2006.

The cash component of this charge was US$5.1 million in 2007
compared to US$21.1 million in 2006. Excluding these charges,
the adjusted net loss was US$1.9 million or (US$0.06) per share
for the fourth quarter of 2007 compared to adjusted net income
of US$44.6 million or diluted earnings per share of US$0.28 for
the same period in 2006.  Operating income before IAROC and
goodwill impairment for the fourth quarter of 2007 was
US$1.8 million compared to US$74.2 million for the same period
in 2006. On the same basis, EBITDA was US$130.3 million for the
fourth quarter of 2007 compared to US$170.2 million for the same
period in 2006.  In the fourth quarter 2007, the Company
incurred US$45 million in additional specific charges compared
to the fourth quarter of 2006.  These charges were largely non-
cash. Excluding these additional charges, EBITDA in the fourth
quarter 2007 was slightly higher than during the same period in
2006.

                      About Quebecor World

Quebecor World Inc. (TSX: IQW) -- http://www.quebecorworld.com/
-- provides high-value, complete marketing and advertising
solutions to leading retailers, catalogers, branded-goods
companies and other businesses with marketing and advertising
activities, as well as complete, full-service print solutions
for publishers.  The company is a market leader in most of its
major product categories, which include advertising inserts and
circulars, catalogs, direct mail products, magazines, books,
directories, digital premedia, logistics, mail list technologies
and other value-added services.  Quebecor World has
approximately 28,000 employees working in more than 115 printing
and related facilities in the United States, Canada, Argentina,
Austria, Belgium, Brazil, Chile, Colombia, Finland, France,
India, Mexico, Peru, Spain, Sweden, and Switzerland.

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

On Jan. 21, 2008, Quebecor World (USA) Inc., along with other
U.S. affiliates, filed for chapter 11 bankruptcy on Jan. 21,
2008 (Bankr. S.D.N.Y Lead Case No. 08-10152).  Anthony D.
Boccanfuso, Esq., at Arnold & Porter LLP represents the Debtors
in their restructuring efforts.   The Official Committee of
Unsecured Creditors is represented by Akin Gump Strauss Hauer &
Feld LLP.

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

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

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to May 12, 2008.


QUEBECOR WORLD: Quebecor Inc Issues Clarification
-------------------------------------------------
Following the release of the financial results of Quebecor World
Inc. for the 2007 financial year, Quebecor Inc. specifies that
Quebecor World is a legal entity distinct from Quebecor and
Quebecor World's announced net losses have no impact on
Quebecor's liquidity.

On Jan. 21, 2008, Quebecor World Inc. placed itself under the
protection of the Companies' Creditors Arrangement Act in Canada
and Chapter 11 of the Bankruptcy Code in the United States.  As
a result, Quebecor Inc. does not expect to realize any future
earnings on its investment in Quebecor World.  Quebecor Inc. has
not secured Quebecor World's commitments, including its debt and
advances under its securitization programs.

In accordance with generally accepted accounting principles,
Quebecor Inc. ceased consolidating the result of Quebecor World
as of Jan. 21, 2008.

Quebecor Inc. plans to release its financial results for the
2007 financial year and the results of its Quebecor Media
subsidiary for the first quarter of 2008 during the week of
May 5, 2008.

                     About Quebecor Inc.

Quebecor Inc. (TSX:QBR.A)(TSX:QBR.B) is a holding company with
interests in two companies, Quebecor Media Inc. and Quebecor
World Inc.  Quebecor holds a 54.7% interest in Quebecor Media,
which owns operating companies in numerous media-related
businesses: Videotron Ltd., the largest cable operator in Quebec
and a major Internet Service Provider and provider of telephone
and business telecommunications services; Sun Media Corporation,
the largest publisher of newspapers in Canada; Quebecor
MediaPages, a publisher of print and online directories; TVA
Group Inc., operator of the largest French-language over-the-air
television network in Quebec, a number of specialty channels,
and the English-language over-the-air station Sun TV; Canoe
Inc., operator of a network of English- and French-language
Internet properties in Canada; Nurun Inc., a major interactive
technologies and communications agency with offices in Canada,
the United States, Europe and Asia; magazine publisher TVA
Publishing Inc.; book publisher and distributor Quebecor Media
Book Group Inc.; Archambault Group Inc. and TVA Films, companies
engaged in the production, distribution and retailing of
cultural products, and Le SuperClub Videotron ltee, a DVD and
console game rental and retail chain.

                    About Quebecor World

Quebecor World Inc. (TSX: IQW) -- http://www.quebecorworld.com/
-- provides high-value, complete marketing and advertising
solutions to leading retailers, catalogers, branded-goods
companies and other businesses with marketing and advertising
activities, as well as complete, full-service print solutions
for publishers.  The company is a market leader in most of its
major product categories, which include advertising inserts and
circulars, catalogs, direct mail products, magazines, books,
directories, digital premedia, logistics, mail list technologies
and other value-added services.  Quebecor World has
approximately 28,000 employees working in more than 115 printing
and related facilities in the United States, Canada, Argentina,
Austria, Belgium, Brazil, Chile, Colombia, Finland, France,
India, Mexico, Peru, Spain, Sweden, and Switzerland.

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

On Jan. 21, 2008, Quebecor World (USA) Inc., along with other
U.S. affiliates, filed for chapter 11 bankruptcy on Jan. 21,
2008 (Bankr. S.D.N.Y Lead Case No. 08-10152).  Anthony D.
Boccanfuso, Esq., at Arnold & Porter LLP represents the Debtors
in their restructuring efforts.   The Official Committee of
Unsecured Creditors is represented by Akin Gump Strauss Hauer &
Feld LLP.

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

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

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to May 12, 2008.


QUEBECOR WORLD: Randy Benson Named Chief Restructuring Officer
--------------------------------------------------------------
Quebecor World Inc. has appointed Randy Benson, Chief
Restructuring Officer of the company.  Mr. Benson will report to
the Restructuring Committee of the Board of Directors.

"We are very pleased to have someone of Randy's experience and
capabilities joining Quebecor World at this time," said Jacques
Mallette, President and CEO, Quebecor World.  "Randy brings
valuable experience in working with other companies going
through a financial restructuring process.  He will work closely
with our senior management team and the Creditors' Committees,
as we develop our restructuring plan with a view of quickly
emerging from creditor protection as a strong company in our
industry."

Mr. Benson most recently served as Chief Restructuring Officer
for Hollinger Inc and prior to that held the same position at
Ivaco Inc. Mr. Benson was Senior Vice-President and Chief
Financial Officer at Call-Net Enterprises-Sprint Canada Inc. and
before that he served as a division president at Parmalat Canada
and as Executive Vice-President and Chief Financial Officer of
Beatrice Foods Inc.  He is the principal of R.C. Benson
Consulting Inc., a management consulting company focused on
providing strategic analysis, chief executive management, and
financial and operational restructuring expertise.

                    About Quebecor World

Quebecor World Inc. (TSX: IQW) -- http://www.quebecorworld.com/
-- provides high-value, complete marketing and advertising
solutions to leading retailers, catalogers, branded-goods
companies and other businesses with marketing and advertising
activities, as well as complete, full-service print solutions
for publishers.  The company is a market leader in most of its
major product categories, which include advertising inserts and
circulars, catalogs, direct mail products, magazines, books,
directories, digital premedia, logistics, mail list technologies
and other value-added services.  Quebecor World has
approximately 28,000 employees working in more than 115 printing
and related facilities in the United States, Canada, Argentina,
Austria, Belgium, Brazil, Chile, Colombia, Finland, France,
India, Mexico, Peru, Spain, Sweden, and Switzerland.

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

On Jan. 21, 2008, Quebecor World (USA) Inc., along with other
U.S. affiliates, filed for chapter 11 bankruptcy on Jan. 21,
2008 (Bankr. S.D.N.Y Lead Case No. 08-10152).  Anthony D.
Boccanfuso, Esq., at Arnold & Porter LLP represents the Debtors
in their restructuring efforts.   The Official Committee of
Unsecured Creditors is represented by Akin Gump Strauss Hauer &
Feld LLP.

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

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

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to May 12, 2008.


ROSAC SA: Trustee to Verify Proofs of Claim Until July 8
--------------------------------------------------------
Carlos Grela, the court-appointed trustee for Rosac SA's
reorganization proceeding, will be verifying creditors' proofs  
of claim until July 8, 2008.

Mr. Grela 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 Rosac 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 Rosac's accounting  
and banking records will be submitted in court.

La Nacion didn't state the reports submission deadlines.

Creditors will vote to ratify the completed settlement plan  
during the assembly on April 21, 2009.

The debtor can be reached at:

        Rosac SA
        Presidente Roque S. Pena 726
        Buenos Aires, Argentina

The trustee can be reached at:

        Carlos Grela
        Nunez 2395
        Buenos Aires, Argentina


SERVI CAC: Buenos Aires Court Concludes Reorganization
------------------------------------------------------
Servi Cac S.A. concluded its reorganization process, according
to data released by Infobae on its Web site.

The closure came after the National Commercial Court of First
Instance in Buenos Aires, homologated the debt plan signed
between the company and its creditors.


SOUND BEACH: Proofs of Claim Verification Is Until June 23
----------------------------------------------------------
Otto Reinaldo Munch, the court-appointed trustee for Sound Beach
SA's bankruptcy proceeding, will be verifying creditors' proofs
of claim until June 23, 2008.

Mr. Munch 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 Sound Beach 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 Sound Beach's
accounting and banking records will be submitted in court.

La Nacion didn't states the submission dates of the reports.

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

The debtor can be reached at:

           Sound Beach SA
           Establecida en Avenida Uriarte 1246
           Buenos Aires, Argentina

The trustee can be reached at:

           Otto Reinaldo Munch
           Maipu 509
           Buenos Aires, Argentina


STANDARD BANK ARGENTINA: Moody´s Shifts BFSR Outlook to Positive
----------------------------------------------------------------
Moody's Investors Service has changed the outlook on Standard
Bank Argentina S.A's Bank Financial Strength Rating to positive
from stable, while affirming the bank's deposit ratings.  The
new outlook is based on the bank´s performance for the nine
months in 2007 following its acquisition of a substantial part
of the assets and liabilities of BankBoston N.A. -- Bank of
America's branch in Argentina -- in April 2007.

Standard Bank has successfully consolidated its retail,
corporate and investment banking operations and expanded its
existing business as it aims to increase the scale of its
Argentine franchise.  The fact that the bank also managed to
maintain its business and market share even as it changed its
brand image also supports the revised outlook.  Standard Bank is
currently the eighth largest private bank in the system in terms
of loans and deposits.

The rating agency noted that the bank's profitability during its
first nine months of activity, however, was severely affected by
extraordinary costs related to the acquisition.  Moody´s expects
an improvement in Standard Bank's ability to generate core
earnings in the short-term, as the balance sheet continues to
grow in a healthy manner.  Improved profitability and franchise
value could positively affect the bank's ratings.

As of December 2007, Standard Bank had ARS8.901 million in
assets, ARS6.246 million in deposits and ARS698 million in
equity.  Its 88 branches achieve nation coverage.

Currently the bank's shareholders are Standard Bank London
Holding Plc (76.7%) and Holding W S de Inversiones S.A. (23.3%).  
The bank enjoys strong support from the Standard Bank Group,
with processes and policies highly integrated with its parent
bank.

Rating affected:

   -- Bank Financial Strength Rating: D-, outlook changed to
      positive from stable

These ratings were affirmed:

   -- Long Term Global Local Currency Deposits: Ba1/NP

   -- Long Term Global Foreign Currency Deposits: Caa1/NP,
      positive outlook

   -- National Scale Rating for Local Currency Deposits: Aaa.ar

   -- National Scale Rating for Foreign Currency Deposits:
      Ba1.ar, stable outlook

Headquartered in Buenos Aires, Argentina, Standard Bank
Argentina SA -- www.standardbank.com.ar -- is a subsidiary of
Standard Bank Plc, which owns 77% of the Argentine unit, while
the remaining 23% is in the hands of local partners.  Standard
Bank Argentina ranks 10th and sixth in terms of assets and
deposits with market shares of 4% and 5% respectively.



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

CENTRAL EUROPEAN: US$14.9MM Net Income in 3-Mos. Ended March 31
---------------------------------------------------------------
Central European Media Enterprises Ltd. reported financial
results for the three months ended March 31, 2008.

Net revenues for the first quarter of 2008 increased 51% to
US$223.5 million, compared to the first quarter of 2007.
Operating income for the quarter increased US$31.4 million to
US$44.7 million.  Net income increased US$15.1 million, and
fully diluted income per share increased by US$0.36 to US$0.35.  
Segment EBITDA for the first quarter of 2008 increased 86% to
US$74.7 million, compared to the first quarter of 2007.

Chief Executive Officer, Michael Garin said:  "Following a
spectacular 2007 performance, 2008 is off to a strong start and
we are on route to achieve another record-setting year, with
expected revenues of US$1.1 billion and broadcast Segment EBITDA
of US$440 million.  At a time when most media companies are
struggling to deliver growth, CME is distinguishing itself from
its peers by forecasting broadcast revenue growth of 30% and
Segment EBITDA growth of 36%.  We are aggressively developing
our New Media businesses.  They currently attract more than 1.2
million unique daily visitors.  In a period of chaotic financial
markets, the successful issuance of US$475 million in senior
convertible notes has provided us with the financial resources
to execute on our strategic growth initiatives and continue to
drive value for shareholders."

Chief Operating Officer, Adrian Sarbu added:  "We are delivering
terrific results in all our markets.  Every one of CME's
television stations exceeded our expectations in the first
quarter.  Our revenue growth initiatives combined with a focus
on operating efficiencies continue to drive margin expansion.  
Once we complete the buyout of our partners in Studio 1+1, we
will be in a strong position to capitalize on the rapid growth
in our largest market, as everywhere else."

                   Consolidated Results for the
                Three Months Ended March 31, 2008

Consolidated net revenues for the three months ended
March 31, 2008, increased by 51% to US$223.5 million from
US$147.9 million for the three months ended March 31, 2007.  
Operating income for the quarter was US$44.7 million compared to
US$13.3 million for the three months ended March 31, 2007.  Net
income for the quarter was US$14.9 million compared to a loss of
US$0.3 million for the three months ended March 31, 2007.  Fully
diluted income loss per share for the three months ended
March 31, 2008 increased US$0.36 to US$0.35.

                     Segment Results for the
                Three Months Ended March 31, 2008

For the three months ended March 31, 2008, total Segment Net
Revenues increased 51% to US$223.5 million from US$147.9 million
for the three months ended March 31, 2007.  Total Segment EBITDA
for the three months ended March 31, 2008, increased 86% to
US$74.7 million from US$40.1 million in the three months ended
March 31, 2007.  Segment EBITDA margin for the three months
ended March 31, 2008, was 33% compared to 27% in the three
months ended March 31, 2007.

          About Central European Media Enterprises Ltd.

Based in Bermuda, Central European Media Enterprises Ltd.,  is a
TV broadcasting company with leading networks in six Central and
Eastern European countries.  Launched in 1994, the company and
its partners now operate 16 channels in six countries, including
TV Nova, Nova Cinema and Galaxie Sport in the Czech Republic;
PRO TV, PRO Cinema, Pro International, Sport.ro, MTV and Acasa
in Romania; Nova TV in Croatia, TV Markiza in the Slovak
Republic; POP TV and Kanal A in Slovenia; and Studio 1+1, Kino
and Citi in Ukraine.  For the year ended Dec. 31, 2007, the
company generated segment revenues of US$840 million and segment
EBITDA of US$320 million.  Central European Media is traded on
the NASDAQ and the Prague Stock Exchange under the ticker symbol
"CETV".

                         *     *      *

As reported in the Troubled Company Reporter-Latin America on
April 25, 2008, Standard & Poor's Ratings Services assigned its
'BB' debt rating to the US$475 million senior secured
convertible notes due 2013 issued by Bermuda-based emerging
markets TV broadcaster, Central European Media Enterprises Ltd.
in March 2008.  The long-termcorporate credit rating was
affirmed at 'BB'.  The outlook is stable.
     
At the same time, S&P raised the debt rating on both Central
European Media's EUR245 million and EUR150 million floating-rate
notes due, respectively, in 2012 and 2014 to 'BB' from the
previous 'BB-'.


MONTPELIER RE: Net Income Drops to US$300,000 in 1Q 2008
--------------------------------------------------------
Montpelier Re Holdings Ltd. reported net income of US$300,000
for the three months ended March 31, 2008, compared to net
income of US$73.3 million for the same period in 2007.

The comprehensive loss for the quarter ended March 31, 2008 was
US$1.8 million.  Operating income, which excludes foreign
exchange and investment gains and losses, was US$28.2 million.

The loss ratio for the quarter was 54.5 percent, which includes
US$42.8 million of large individual risk losses, slightly above
the US$30 - 40 million range pre-announced by the Company on
February 19th due to subsequent claims notices, and
US$14 million of losses due to European windstorm Emma.  This
was offset in part by net favorable prior year reserve
development of US$21 million, mainly as a result of adjustments
to the 2004, 2005 and 2007 catastrophe losses.  The combined
ratio was 89.7% compared to 65.6% in the first quarter of 2007.

Anthony Taylor, Chairman and CEO, commented: "As we indicated in
February, the first quarter of 2008 was marked by an unusual
frequency and severity of individual risk losses.  Current
market estimates have increased from our initial February
estimate of over $2 billion to as much as $6 billion.  Turning
to the quarter’s investment performance, despite the extreme
volatility in financial markets which impacted a wide range of
asset classes our overall portfolio has stood up well, incurring
a slight loss of 0.2% on a total return basis.

“On the capital management front, we continue our active
approach, and repurchased 4,784,764 common shares during the
quarter at an average price of $16.33 per share.  Since the end
of the quarter we have repurchased a further 1,038,080 common
shares at an average price of $16.57 per share.”

                About Montpelier Re Holdings Ltd.

Headquartered in Bermuda, Montpelier Re Holdings Ltd. --
www.montpelierre.bm -- through its operating subsidiary
Montpelier Reinsurance Ltd., provides customized, innovative,
and timely reinsurance and insurance solutions to the global
market.  The company has operations in the United States and
Europe.

                            *     *     *

To date, Montpelier Re Holdings holds A.M. Best's "bb+"
subordinated debt rating and "bb" preferred stock rating.


WARNER CHILCOTT: To Settle Class Action Suit for US$16.5 Million
----------------------------------------------------------------
Warner Chilcott Limited has agreed to settle a securities class
action lawsuit pending in the United States District Court for
the Southern District of New York.  The suit asserted claims
under the Securities Act of 1933 on behalf of a class consisting
of all those who were allegedly damaged as a result of acquiring
the company's common stock in connection with its initial public
offering in September 2006.

The terms of the settlement, which are subject to negotiation of
definitive documentation and must be approved by the court,
include a cash payment of US$16.5 million, expected to be made
in the second or third quarter of 2008.  The majority of the
settlement will be funded by insurance proceeds and it will not
have a material financial impact on the company.

The settlement will resolve all claims asserted against Warner
Chilcott and the other defendants in this case.  The settlement
will not contain any admission of wrongdoing by the company or
any of the other defendants.  Although Warner Chilcott believes
this suit is without merit, the company is pleased to put the
uncertainty of the class action litigation behind it and
believes that the decision to settle is in the best interest of
its shareholders.

Headquartered in Hamilton, Bermuda, Warner Chilcott Ltd. --
http://www.warnerchilcott.com/-- is the holding company for a  
host of pharmaceutical makers.  Women's health care products,
including hormone therapies (femhrt and Estrace Cream) and
contraceptives (Estrostep, Loestrin, and OvCon), are the
company's largest segment.  Other products include dermatology
treatments for acne (Doryx) and psoriasis (Dovonex and
Taclonex).  United States subsidiary Warner Chilcott Inc. makes
prescription drugs for dermatology and women's health; other
subsidiaries provide services in data management systems,
pharmaceutical development, manufacturing, and chemical
development.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Jan. 8, 2008, Standard & Poor's Ratings Services revised its
outlook on specialty drug manufacturer Warner Chilcott Corp.,
Warner Chilcott Limited's subsidiary, to positive from stable.
The ratings, including B+ corporate credit rating, were
affirmed.  "The outlook revision on the company reflects its
solid operational track record and improving financial profile
over the past two years," said S&P's credit analyst Arthur Wong.



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

ABITIBIBOWATER INC: Completes US$1.6BB Financing Transactions
-------------------------------------------------------------
AbitibiBowater Inc. has completed a series of financing
transactions designed to address upcoming debt maturities and
general liquidity needs, principally at its Abitibi-Consolidated
Inc. subsidiary.  The transactions include:

  -- a private placement, by Abitibi-Consolidated Company of
     Canada, a subsidiary of Abitibi, of US$413 million of
     13.75% senior secured notes due 2011;

  -- a US$400 million 364-day senior secured term loan to ACCC;

  -- a private placement of US$350 million of 8% convertible
     notes, due 2013, issued by AbitibiBowater; and

  -- a private exchange offer whereby ACCC exchanged a
     combination of new senior unsecured notes and cash for an
     aggregate of approximately US$453 million of outstanding
     notes issued by Abitibi, ACCC and Abitibi-Consolidated
     Finance L.P., a subsidiary of Abitibi.

In the private placement of senior secured notes, ACCC issued
US$413 million principal amount of 13.75% notes due 2011.  The
notes are guaranteed by Abitibi and certain of its subsidiaries,
and are secured by mortgages on certain pulp and paper mills
owned by, and security interests in and pledges of certain other
assets of, ACCC and the guarantors.
   
ACCC entered into a Credit and Guaranty Agreement among ACCC,
Abitibi, certain of Abitibi's subsidiaries and affiliates, and a
syndicate of lenders.

Goldman Sachs Credit Partners L.P. is serving as syndication
agent, documentation agent, administrative agent and collateral
agent under the Credit Agreement.  The Credit Agreement provides
for a US$400 million senior secured term loan with a term of
364 days and a coupon of LIBOR + 800 basis points, with a 3.5%
LIBOR floor.

ACCC is required to repay US$50 million of the Term Loan with
certain proceeds from the previously announced sale of its
Snowflake, Arizona newsprint mill well as a portion of the cash,
if any, reserved but unused in connection with the exchange
offer by ACCC.
   
Simultaneously with these transactions, AbitibiBowater
consummated the sale of US$350 million of 8% convertible notes
due 2013 to Fairfax Financial Holdings Limited and certain of
its designated subsidiaries.  The convertible notes bear
interest at a rate of 8% per annum or 10% per annum if
AbitibiBowater elects to pay interest through the issuance of
additional convertible notes as "pay in kind" and are fully and
unconditionally guaranteed by Bowater Incorporated, a subsidiary
of AbitibiBowater.

The notes are convertible into shares of AbitibiBowater common
stock at an initial conversion price of US$10 per share.
   
The company also disclosed that, as a result of the consummation
of the above transactions, the financing condition had been
satisfied in connection with ACCC's private offer to exchange a
combination of cash and new 15.5% unsecured notes, due 2010,
issued by ACCC for three series of outstanding notes:

  (i) up to US$195,612,000 principal amount of 6.95% senior
      notes due April 1, 2008, issued by Abitibi;

(ii) up to US$150 million principal amount of 5.25% senior
      notes due June 20, 2008, issued by ACCC; and

(iii) up to US$150 million principal amount of 7.875% senior
      notes due Aug. 1, 2009, issued by ACF.

The company has waived the minimum tender condition with respect
to the exchange offer and, as of March 31, 2008, had received
tenders for approximately 89% of the 6.95% notes, 92% of the
5.25% notes, and approximately 95% of the 7.875% notes.

The exchange offers are being made upon the terms and conditions
set forth in the Second Amended and Restated Offering Circular
and Consent Solicitation Statement dated March 18, 2008, as
supplemented, and the related Letter of Transmittal and Consent.
   
The senior secured notes, the Term Loan, the convertible notes
and the exchange offer form the basis of the company's
refinancing plan.
   
"Our efforts to complete the necessary refinancing were complex
in light of the current turmoil in the credit markets," John W.
Weaver, executive chairman, stated.  "We took a comprehensive
approach to the task, having developed a refinancing plan that
went beyond our immediate maturities.  We are pleased to
have this project behind us and look forward with optimism to
the future."
   
"We have accomplished much during our first six months as
AbitibiBowater," David J. Paterson, president and chief
executive officer stated.  "We continue to reach out to a range
of stakeholders as we actively prepare for the second phase of
our strategic review.  We remain committed to taking concrete
steps to return AbitibiBowater to profitability and position the
Company to emerge as the great turnaround story of the
industry."
   
                     About AbitibiBowater

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

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.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 16, 2008, Standard & Poor's Ratings Services assigned
recovery ratings to the senior unsecured debt issues of
AbitibiBowater Inc., Abitibi-Consolidated Inc., and Bowater Inc.  
At the same time, S&P lowered the issue-level rating on these
debts to 'CCC+' from 'B-'.


BANCO BRADESCO: Says Group Health Coverage to Boost Premiums
------------------------------------------------------------
Banco Bradesco SA's Chief Financial Officer Samuel Monteiro told  
Business News Americas that the bank's insurance unit is betting
on group health coverage as part of a bid to increase premiums
in the next three to four years in line with projected market
growth.

Mr. Monteiro commented to BNamericas, "Group health is a
contract between a company and an insurer so the government
cannot interfere with prices like it does with individual plans.  
No government in the world can provide health care for everyone
so health insurers have to make up the difference.  We're
placing our bets on group health insurance."

BNamericas relates that Banco Bradesco agreed to purchase
private health plan provider Mediservice from insurance broker
Marsh for BRL84.9 million in January 2008.  The bank is still
awaiting regulatory approval of the acquisition.

Mr. Monteiro told BNamericas that Banco Bradesco will turn to
incorporating Mediservice and concentrate on organic growth for
the future.  "Mediservice was a timely acquisition.  We're not
going to buy a hospital or work with private health care plans.  
Besides, [antitrust regulator] Cade isn't going to approve
another acquisition," Mr. Monteiro added.

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

                             *     *     *

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


BANCO ITAU: Inks Partnership Pact With Banco Nacional
-----------------------------------------------------
Banco Itau Holding Financeira SA has signed a partnership
agreement with Banco Nacional de Desenvolvimento Economico e
Social to fund energy efficiency projects.

Business News Americas relates that Banco Nacional will
implement its energy efficiency program Proesco with Banco Itau
as the financial agent.  Banco Nacional will share financial
risk with Banco Itau, with Banco Nacional taking 80% and Banco
Itau taking 20%.

                       About Banco Nacional

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

                        About Banco Itau

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

                         *     *     *

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


BANCO ITAU: Issues Webcast Alert for First Quarter 2008 Earnings
----------------------------------------------------------------
Banco Itau Holding Financeira S.A. reported this Webcast alert:

  What:  Conference Call about the First Quarter 2008 Earnings
         Results, to be reported May 6, 2008

  When:  May 7, 2008 @ 9:00 a.m. EST

  Where: http://prnewswire.isat.com.br/Index.asp?palestra_id=293

  How:   Simply log on to the web site above.

  Conference Call Numbers:

         Unitd States:    (1 800) 860-2442 (toll-free);
         Brazil:          (11) 4688-6301;
         Other countries: (1 412) 858-4600

  Contact: Daniela Ueda
           Financial Investor Relations
           Banco Itau Holding Financeira S.A.,
           Tel. Number: +55 11 3897-6857
           e-mail add: daniela.ueda@firb.com

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

                         *     *     *

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


BANCO NACIONAL: Inks Partnership Pact with Banco Itau
-----------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has signed
a partnership agreement with Banco Itau Holding Financeira SA to
fund energy efficiency projects.

Business News Americas relates that Banco Nacional will
implement its energy efficiency program Proesco with Banco Itau
as the financial agent.  Banco Nacional will share financial
risk with Banco Itau, with Banco Nacional taking 80% and Banco
Itau taking 20%.

                        About Banco Itau

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

                       About Banco Nacional

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

                           *     *     *

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


BANCO NACIONAL: Lending Rises to BRL70.2B in 12 Mos. Ended March
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social increased
lending by 24% to BRL70.2 billion in the 12 months ended
March 2008, from the previous period.

Business News Americas relates that Banco Nacional's loans rose
22% to BRL103 billion in the 12 months ended March 2008,
compared to the previous period.

According to BNamericas, Banco Nacional's lending for
infrastructure projects grew 65% to BRL27.7 billion in the 12
months ended March 2008, from the previous period, and accounted
for 40% of all the bank's financing in the period.  

BNamericas notes that approved loans for infrastructure rose 61%
to BRL43.8 billion in the 12 months ended March 2008, compared
to the previous period.

The report says that the manufacturing sector received
BRL28.5 billion in the 12 months ended March 2008, about 5%
lower compared to the previous period.  It represented 41% of
all Banco Nacional loans in the year.

Banco Nacional authorized BRL16.5 billion in financing in the
first quarter 2008, about 47% greater than the first quarter
2007.  Loan approvals rose 22% to BRL21.7 billion in the first
quarter 2008, compared to the same quarter in 2007, BNamericas
states.

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

                           *     *     *

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


BANCO NACIONAL: Supports Jirau Power Plant, Madeira River
---------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has set up
its support and a potential shareholding interest for Jirau
Power Plant construction.  Located on Madeira River, in
Rondonia, the plant will deliver an installed capacity of 3,300
megawatts.  It is one of the largest energy projects of the
Growth Acceleration Project (PAC).  A bidding process will start
on May 12.

The winning bidder, that is, the new Jirau Power Plant
concessionaire will be the consortium offering the lowest energy
rate, which will be used to set the energy price for a 30-year
term for utilities companies.  The concessionaire must build the
plant and start producing electric power on 2013.

The conditions defined by BNDES to support Jirau Power Plant are
quite similar to the ones required for the support to Santo
Antonio Power Plant, also on Madeira River.  The Santo Antonio
Power Plant bid was held on Dec. 10, 2007.  The winning bidder
was the consortium consisting of Odebrecht, Furnas, Cemig,
Andrade Gutierrez and the Private Equity Investment Fund of
Santander and Banif.  The below-par price given in the bid
reached 35% against the maximum price of the bid –
BRL122,00/MWh.  The winning consortium offered BRL78,87 per MWh.

The fierce competition in Santo Antonio Power Plant bid, as we
seen in the below-par value, shows that energy output in the
Amazon region is quite attractive.  The bidding outcome also
puts forward good results in terms of low rates.  The project,
currently analyzed at the Bank, generates positive social
impacts due to the regional development and it is also
environmentally sustainable.

BNDES management made three changes on the financial support to
the Jirau Power Plant winning bidder, so as to foster a fiercer
competition:

   -- The bidder can choose the PRICE system (flat installment
      system) instead of SAC (variable installments) in the loan
      amortization.

   -- Adoption of loan service coverage index of 1.2.

   -- Shareholders are liable to keep a reserve account with 6
      months of loan service when the loan service coverage
      index is below 1,3 and a decrease for 3 months of reserve
      account when the coverage index is higher than 1,3.

                        Financial Support

According to the rules approved by the Bank’s management, half
of the financing will be made directly by BNDES, and the other
half will made through accredited financial institutions.

The Bank’s support, given through direct and indirect financing,
will be limited to 75% of total investment. Shareholders’
capital will be no lower than 20% of the project's amount,
excluding, for calculation purposes, any interest of the BNDES’
private equity arm, BNDES Participacoes S.A. a.k.a.
BNDESPAR.  The interest limit of BNDES system may be 10% to 20%
of the company’s capital stock to be constituted for the plant
construction.

BNDESPAR may only join the winning group if the consortium
control is mostly private.  Additionally, the winning bidder
must hold an Initial Public Offering within a period to be set
out during the analysis of the project of common share and must
also present corporate governance practices matching the new
market practices.

The Bank’s financial contribution may be made through corporate
financing (financing to companies) and/or through project
finance (financing to the project).  The beneficiary must be a
Specific Purpose Company (SPC), setup to separate project cash
flows, equity and risks.

Cost -– In the direct category, the loan total amount will be at
the Long-Term Interest Rate (currently at 6.25%) plus the BNDES
basic spread, of 0.5% per annum and credit risk rate, ranging
between 0.46% to 2.54% per annum, depending on the project risk
rating.  Interest rates will be capitalized during the grace
period.

Maturities -– Maximum loan maturity is 25 years from the project
startup, with maximum grace period of six months after the
expected date for the turbine set commercial operation date.  
Amortization will be 20 years.

Collaterals -- Collaterals will be set according to the
technical and economic analysis of the project and shareholders.  
Possible collaterals: pledge of shares, pledge of credit rights,
reserves of medium of exchange, bank and/or corporate surety
bond and insurance.

BNDES also requires that shareholders prove their capacity to
contribute with their own funds, indicating the source,
availability and contribution schedule.
It also requires proof of technical, economic and financial
capacity of project owners.  The assessment will be made based
on the consolidated balance sheet of each company or economic
group, audited by a company listed in the Comissao de Valores
Mobiliarios (Brazilian Securities and Exchange Commission -
CVM).

For the shareholders of each consortium participating in Jirau’s
bid, the sum of the shareholders' equity and the total assets of
economic groups and/or companies must be higher or equal to BRL9
billion and BRL20 billion, respectively.

BNDESPAR Interest -- BNDESPAR may only join the winning group if
the consortium control is mostly private.  Additionally, the
winning bidder must hold an Initial Public Offering within a
period to be set out during the analysis of the project,
consisting of common shares only.

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

                           *     *     *

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


BANCO NACIONAL: Ups Doc Collection Preservation Funds to BRL8MM
---------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has
approved an increase for the Public Selection of Document
Collection Preservation Projects of 2008.  The funds will jump
from BRL6 million to BRL8 million.  The maximum limit for each
project, previously BRL500,000, jumps to BRL800,000.  
Enrollments for this year’s selection will be open until June 6.

The non-reimbursable financial support is intended to the
recovery of text, iconographic, sound and visual documents
belonging to archive collections.  It also covers hard copies,
books and rare journals, as well as all kinds of material
testimonials, under the custody of a museum or a similar
institution.

The commission consists of three specialists and representatives
of BNDES and the Culture Ministry.  The selection process will
have a phase where all projects enrolled will be analyzed and
ranked according to the score attained.  In the following phase,
all documents belonging to the shortlisted projects will be
legally reviewed for qualification and registration check of the
bidder and the institution holding the documental collection.  
And lastly, after a technical visit to the shortlisted
institutions, a list of the winning projects is disclosed.

From Oct. 5, 2004 -– when BNDES designed the Program for Support
of Documental Collection Preservation Projects -–, up to now,
three requests for proposals have been issued and 97 projects
have been supported, with funds amounting to BRL16,4 million.  
BNDES is currently one of the institutions that most invest in
the preservation of documents, as it is aware of the
difficulties faced in the protection of archive, bibliographic
and museum-related documents in Brazil.

The program intends to modernize museums, archives and
libraries, to preserve and safeguard their documents, as well as
improve the service and access of people.  The Bank, then, has
designed a financial support divided into the following phases:
catalogue organization, cleaning and packaging, restoration,
environmental management, security and infrastructure system
installation.

Since the program was designed, BNDES has received a greater
demand for projects from several Brazilian institutions and
regions.  Likewise, with the Bank's ongoing support, renowned
cultural institutions that have undergone the fundamental phaes
of the document collection restoration process, outline in
their request for proposal increasingly robust and elaborate
projects, which caused BNDES to consider the importance of
increasing the financial support.

The previous request for proposals included projects such as the
restructuring of the Historic Collection of Santa Casa de
Misericordia in Bahia; the catalogue organization and cleaning
of documents concerning the arrival of foreigners to Brazil,
kept by Arquivo Nacional (the Brazilian National Archive), in
Rio de Janeiro; structural improvements and safeguarding for the
collection of Museu de Marajo, in Para; modernization and
enlargement of the security systems protecting the Art Gallery
of Sao Paulo state; and the conservation and technical
processing of Informacao do Fundo de Codices do Arquivo Publico
do Parana (Parana State Public Archive Codex Fund Information).

Last year, BNDES received 213 enrollments and, out of these, 192
were reviewed.  Out of the projects received, 52% came from the
Southeast region, 24% from the Northeast, 15% from the South, 6%
from the North and 3% from the Center West.

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

                           *     *     *

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


BRASIL TELECOM: Moody's Continues Review After Telemar Merger
-------------------------------------------------------------
Moody's Investors Service's Ba1 global scale senior unsecured
issuer rating for Brasil Telecom S.A. remains under review for
possible upgrade following the announcement of the acquisition
by Telemar Norte Leste S.A. (rated Baa2; stable outlook) of a
controlling interest in Brasil Telecom Participacoes S.A., the
holding company for Brasil Telecom SA.

Moody's notes that the conclusion of the deal is subject to a
change in the Brazilian telecommunication regulation and the
approvals of the regulator ANATEL and the antitrust authority
CADE, which is estimated to take up to eight months.  Although
the timing for the change in the regulatory framework and
approval by the regulator and antitrust is uncertain, Moody's
expects approval is likely to occur without major restrictions,
and will be an additional positive consideration for Brasil
Telecom's rating review.

The review of Brasil Telecom's rating was initiated on
March 28, 2008, based on the company's achievement of positive
margins in its mobile telephony business, cost reduction efforts
and maintenance of strong credit metrics.  The review will
continue to focus on the sustainability of Brasil Telecom's
credit metrics in light of the significant changes expected for
the Brazilian telecommunications industry over the near to
medium term, including the introduction of number portability
and several changes in the regulatory framework intended to
promote competition.  In addition, the review will consider
recent trends in traffic, revenue and margins by product and the
company's financial policy going forward, in particular with
regard to dividend payout.

Headquartered in Brasilia, Brasil Telecom S.A. --
http://www.brasiltelecom.com.br-- is an integrated  
telecommunications company operating in nine states in the
southern, mid-western and northern regions of Brazil.  In 2007,
the company reported consolidated net revenues of
BRL11.1 billion.


BRASIL TELECOM: Tele Norte to Form New Telecom Through Firm
-----------------------------------------------------------
Tele Norte Leste Participacoes SA wants to create a
multinational telecommunications company through Brasil Telecom
Participacoes SA.

According to Tele Norte, the new firm will be under Brazilian
control and with international reach and will aim to have a
total of 110 million clients in five years.

Business News Americas relates that Tele Norte has 14.2 million
fixed telephony clients, which added to Brasil Telecom's
eight million customers.  

Tele Norte wants to increase the new firm's mobile telephony
users to 38 million in five years from the current 20.3 million.  
Broadband subscribers will rise to 12 million in five years from
the current 3.1 million clients.  The new company will increase
paid television customers to eight million in five years from
Tele Norte's current 60,000.  Paid television users outside
Brazil will total 30 million by 2012, BNamericas notes.

Tele Norte told BNamericas that the acquisition of Brasil
Telecom has no effect on the market concentration in Brazil, as
the areas of operation of both firms are complementary.  

                       About Tele Norte

Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste
Participacoes SA -- http://www.telemar.com.br-- is a provider
of fixed-line telecommunications services in South America.  The
company markets its services under its Telemar brand name.  Tele
Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA;
Telemar Internet Ltda.; and Companhia AIX Participacoes SA.

                     About Brasil Telecom

Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes
SA -- http://www.brasiltelecom.com.br-- is a holding company
that conducts substantially all of its operations through its
wholly owned subsidiary, Brasil Telecom SA.  The fixed-line
telecommunications services offered to the company's customers
include local services, including all calls that originate and
terminate within a single local area in the region, as well as
installation, monthly subscription, measured services, public
telephones and supplemental local services; intra-regional
long-distance services, which include intrastate and interstate
calls; interregional and international long-distance services;
network services, including interconnection and leasing; data
transmission services; wireless services, and other services.

                         *     *     *

To date, Brasil Telecom carries Moody's Investors Service's Ba1
senior unsecured and credit default swap ratings.


CIA. SIDERURGICA: IRB Must Grant Reinsurance for Mapfre Policy
--------------------------------------------------------------
A civil court in Rio de Janeiro has ruled that federal reinsurer
IRB-Brasil Re must provide reinsurance for a policy the unit of
Spain's Mapfre could issue for Companhia Siderurgica Nacional
SA, Business News Americas reports.

BNamericas relates that a Rio de Janeiro civil court ruled last
week that IRB-Brasil had to back Mapfre's coverage of an
estimated US$9.5 billion in Companhia Siderurgica assets.  The
court also fined IRB-Brasil BRL100,000 a day if it failed to
fulfill the obligation.

Published reports say that federal reinsurer IRB-Brasil Re has
challenged a court order to provide reinsurance for a policy the
unit of Spain's Mapfre wants to issue for Companhia Siderurgica
Nacional.

Brazilian financial daily Valor Economico notes that IRB-
Brasil's lawyers claimed that Companhia Siderurgica told "half
truths" and didn't disclose that it had obsolete machines and
equipment.  Mapfre agreed on April 3, 2008, to IRB-Brasil's
conditions for the Companhia Siderurgica policy and then denied
the agreement on April 16, the attorneys added.

A document from the law office of Sergio Bermudes state that the
policy wasn't issued due to Mapfre's "inertia," Valor Economico
reports.

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

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 27, 2007, Standard & Poor's Ratings Services revised its
outlook on Brazil-based steel maker Companhia Siderurgica
Nacional and related entity National Steel S.A. to positive from
stable.  At the same time, Standard & Poor's affirmed its 'BB'
corporate credit rating on CSN and its 'B+' rating on NatSteel.


COMPANHIA ENERGETICA: Eyes Controlling Stake in Two Firms
---------------------------------------------------------
Companhia Energetica de Minas Gerais wants to acquire a
controlling stake in Lumitrans Companhia Transmissora de Energia
Eletrica and Sistema de Transmissao Catarinense from power firm
Alupar Investimentos.

Companhia Energetica said it will buy an 80% stake in Lumitrans
Companhia for BRL28 million and an 80% stake in Sistema de
Transmissao for BRL49.1 million.

Companhia Energetica told Business News Americas that the
transaction is subject to approval by federal development bank
BNDES, which had lent BRL48.5 million to Lumitrans and
BRL124 million to Sistema de Transmissao.

Lumitrans Companhia owns the 525-kilovolt, 51-kilometer
Machadinho-Campos Novos line linking Rio Grande do Sul and Santa
Catarina.  Sistema de Transmissao owns the 230-kilovolt, 195-
kilometer Barra Grande-Lages-Rio do Sul line in Santa Catarina,
BNamericas states.

Companhia Energetica de Minas Gerais aka Cemig --
http://www.cemig.com.br/-- is one of the largest and most
important electric energy utilities in Brazil due to its
strategic location, its technical expertise and its market.
Cemig's concession area extends throughout nearly 96.7% of the
State of Minas Gerais, Brazil.  Cemig owns and operates 52 power
plants, of which six are in partnership with private
enterprises, relying on a predominantly hydroelectric energy
matrix.  Electric energy is produced to supply more than 17
million people living in the state's 774 municipalities.  In
addition to those 52 plants, another three are currently under
construction.

Cemig is also active in several other states, through ventures
for the generation or the commercialization of energy in these
Brazilian states: in Santa Catarina (generation), Rio de Janeiro
(commercialization and generation), Espirito Santo (generation)
and Rio Grande do Sul (commercialization).

                          *     *     *

As reported on March 8, 2007, Moody's Investors Service assigned
corporate family ratings of Ba2 on its global scale and Aa3.br
on its Brazilian national scale to Companhia Energetica de Minas
Gerais aka CEMIG.  The rating action triggered the upgrade of
CEMIG's outstanding debentures due in 2009 and 2011, and of the
BRL250 million 2014 senior unsecured guaranteed debentures of
its wholly owned subsidiary, Cemig Distribuicao S.A. to Ba2 from
B1 on the global scale and to Aa3.br from Baa2.br on the
Brazilian national scale, concluding the review process
initiated on Aug. 8, 2006.


COREL CORP: Reports US$18M Stockholders' Deficit, Lower Net Loss
----------------------------------------------------------------
Corel Corporation reported financial results for its first
quarter ended Feb. 29, 2008.

Generally Accepted Accounting or GAAP net loss in the first
quarter of fiscal 2008 was US$30,000 compared to GAAP net loss
of US$11.9 million in the first quarter of fiscal 2007.

Non-GAAP adjusted net income for the first quarter of fiscal
2008 was US$6.7 million compared to non-GAAP adjusted net income
for the first quarter of fiscal 2007 of US$2.7 million.

At Feb. 29, 2008, the company's showed US$255.9 million in total
assets and US$273.6 million in total liabilities, resulting in a
US$17.7 million total stockholders' deficit.

                Liquidity and Capital Resources

As of Feb. 29, 2008, its principal sources of liquidity are cash
and cash equivalents of US$28.8 million and trade accounts
receivable of US$29.8 million.  As a part of its senior credit
facility, the company also entered into a five-year
US$75 million revolving line of credit facility, of which
US$75 million is unused as at Feb. 29, 2008.
   
Cash provided by operations decreased by US$12.1 million to
US$6.4 million for the three months ended Feb. 28, 2008,
compared to US$18.4 million for the three months ended Feb. 28,
2007.  The decrease is due to the receipt of cash for royalty
revenues in advance of its related obligation in the first
quarter of fiscal 2007.
   
Cash used in financing activities was US$0.7 million for the
three months ended Feb. 29, 2008, compared to the cash provided
by financing activities of US$91.9 million for the three month
period ended Feb. 28, 2007.  In the first quarter of fiscal
2008, it made US$0.8 million of payments against its long-term
debt and its capital lease obligations.  In the first quarter of
fiscal 2007, the company obtained a US$70 million term loan and
used US$23 million of its operating line of credit to finance
its acquisition of InterVideo.  We have since repaid the entire
balance on the line of credit.
   
Cash used in investing activities was US$1.4 million in the
three months ended Feb. 29, 2008, a significant decrease from
the cash used of US$120.5 million in the three months ended
Feb. 28, 2007.

The cash outlay in the first quarter of fiscal 2008 was for the
purchase of long-lived assets relating mostly to technology
licenses, and significant investment in computer hardware.  The
cash outlay in the first quarter of 2007 reflects the purchase
of InterVideo on Dec. 12, 2006, and the remaining interest in
Ulead on Dec. 28, 2006, for an aggregate of US$120.4 million.

                    About Corel Corporation

Corel Corp. (NASDAQ: CREL)(TSX: CRE) -- http://www.corel.com/--   
is a developer of graphics,  productivity and digital media  
software with more than 100 million users worldwide.  The  
company's product portfolio includes some of CorelDRAW(R)
Graphics Suite, Corel(R) Paint Shop Pro(R) Photo, Corel(R)
Painter(TM), Corel DESIGNER(R), Corel(R) WordPerfect(R) Office,
WinZip)R), WinDVD(R) and iGrafx(R).

Corel's products are sold in more than 75 countries through a  
network of international resellers, retailers, original
equipment manufacturers, online providers and Corel's global
websites.  The company's headquarters are located in Ottawa,
Canada with operations in the United States, United Kingdom,
Germany, China, Taiwan, Japan, Brazil and Mexico, among others.


DELPHI CORP: Seeks DIP Facility Amendment Extension
---------------------------------------------------
Delphi Corp. and its debtor-affiliates' request to amend its
debtor-in-possession credit agreement is scheduled for hearing
on April 30, 2008, with the U.S. Bankruptcy Court for the
Southern District of New York.

The Debtors are seeking:

  (i) an extension of their DIP Facility to Dec. 31, 2008, and  

(ii) refinancing of the DIP Facility, which will consist of:

    * Tranche A.  A US$1 billion first priority revolving
      credit facility,

    * Tranche B.  An up to US$600 million first priority term
      loan, and

    * Tranche C.  An approximate US$2.5 billion second priority
      term loan.

Delphi had redacted certain pricing information for the Second
Amended and Restated DIP Credit Agreement but said that it will
disclose the information following a bank meeting at which the
DIP extension is launched.  John Wm. Butler, Jr., Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois,
now divulges the LIBOR floor and pricing in connection with the
Amendment:

                           First Amended        Second Amended
                           DIP Facility         DIP Facility
                           ------------         ------------
     Undrawn Pricing       50 bps               100 bps

     Drawn Pricing
        Tranche A :        L+350                L+400
        Tranche B :        L+350                L+400
        Tranche C :        L+400                L+525

     LIBOR Floor
        Tranche A :        None
        Tranche B :        None                 3.25%
        Tranche C :        None                 3.25%

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

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

The Court approved Delphi's First Amended Joint Disclosure
Statement and related solicitation procedures for the
solicitation of votes on the First Amended Plan on Dec. 20,
2007.  The Court confirmed the Debtors' First Amended Plan on
Jan. 25, 2008.

(Delphi Bankruptcy News, Issue No. 126; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


RHODIA SA: Invests EUR2MM on New Line of Eco-Friendly Solvents
--------------------------------------------------------------
Rhodia SA invested EUR2 million for the launching of a new line
of eco-friendly solvents to be produced at its plant in Santo
Andre, Sao Paulo, Business News Americas reports, citing Marcos
Antonio Medeiros, director of Rhodia's Latin American division
Novecare.

According to BNamericas, Mr. Medeiros said that the Brazilian
plant was selected in the production of the new product line due
to its flexibility and strategic location.

Mr. Medeiros commented to BNamericas, "We would be able to adapt
the plant quickly and there's an abundant availability of
natural alcohols in the region."

Mr. Medeiros told BNamericas that after studies conducted at
Rhodia's research centers in Brazil, China, the US, and France,
the firm developed "a type of raw material consisting of acids
and different types of alcohols that would make a more
environmentally friendly line of solvents."  The Santo Andre
plant will start producing 3,000 tons of the product in the
first year, but depending on demand, is capable of churning out
up to 10,000 tons, Mr. Medeiros added.

Mr. Medeiros commented to BNamericas, "We already have a
debottleneck project scheduled for implementation at the Santo
Andre plant in 2009 and other expansion plans for 2010."

BNamericas relates that Rhodia will allot 50% of the plant's
output to Latin America, with the remainder to be exported.

"One of the main applications for this product line is the
welding industry, of which Latin America is expected to become
the main hub," Mr. Medeiros told BNamericas.

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

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

                           *     *    *

As reported in the Troubled Company Reporter-Latin America on
April 10, 2008, Standard & Poor's Ratings Services raised its
long-term corporate credit rating on France-based chemical
producer Rhodia S.A. to 'BB' from 'BB-'.  S&P affirmed the
bank's 'B' short-term corporate credit rating.  S&P said the
outlook is stable.


TELE NORTE: To Form Multinational Telecom Through Brasil Telecom
----------------------------------------------------------------
Tele Norte Leste Participacoes SA wants to create a
multinational telecommunications company through Brasil Telecom
Participacoes SA.

According to Tele Norte, the new firm will be under Brazilian
control and with international reach and will aim to have a
total of 110 million clients in five years.

Business News Americas relates that Tele Norte has 14.2 million
fixed telephony clients, which added to Brasil Telecom's
eight million customers.  

Tele Norte wants to increase the new firm's mobile telephony
users to 38 million in five years from the current 20.3 million.  
Broadband subscribers will rise to 12 million in five years from
the current 3.1 million clients.  The new company will increase
paid television customers to eight million in five years from
Tele Norte's current 60,000.  Paid television users outside
Brazil will total 30 million by 2012, BNamericas notes.

Tele Norte told BNamericas that the acquisition of Brasil
Telecom has no effect on the market concentration in Brazil, as
the areas of operation of both firms are complementary.  

                     About Brasil Telecom

Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes
SA -- http://www.brasiltelecom.com.br-- is a holding company
that conducts substantially all of its operations through its
wholly owned subsidiary, Brasil Telecom SA.  The fixed-line
telecommunications services offered to the company's customers
include local services, including all calls that originate and
terminate within a single local area in the region, as well as
installation, monthly subscription, measured services, public
telephones and supplemental local services; intra-regional
long-distance services, which include intrastate and interstate
calls; interregional and international long-distance services;
network services, including interconnection and leasing; data
transmission services; wireless services, and other services.

                       About Tele Norte

Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste
Participacoes SA -- http://www.telemar.com.br-- is a provider
of fixed-line telecommunications services in South America.  The
company markets its services under its Telemar brand name.  Tele
Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA;
Telemar Internet Ltda.; and Companhia AIX Participacoes SA.

                        *     *     *

As reported on April 27, 2007, Standard & Poor's Ratings
Services placed on CreditWatch with negative implications the
'BB+' corporate credit rating on Tele Norte Leste Participacoes
S.A.  The creditwatch resulted from TmarPart's decision to buy
out its holding company's preferred shares.



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

ADELE SAILING: Proofs of Claim Filing Is Until May 5
----------------------------------------------------
Adele Sailing Ltd.'s creditors have until May 5, 2008, to prove
their claims to Dr. Hans-Rudolf Staiger, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Adele Sailing's shareholder decided on April 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:

                 Dr. Hans-Rudolf Staiger
                 Adele Sailing Ltd.
                 Genferstrasse 24, 8002 Zurich
                 Switzerland
                 Telephone: +41 44 283 86 86
                 Fax: +41 44 283 87 87


ANN FUNDING: Proofs of Claim Filing Is Until May 4
--------------------------------------------------
Ann Funding Four Co., Ltd.'s creditors have until May 4, 2008,
to prove their claims to Walkers SPV Limited, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Ann Funding's shareholder decided on April 4, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                 Walkers SPV Limited
                 Attn: Anthony Johnson
                 Walker House, 87 Mary Street
                 George Town, Grand Cayman KY1-9002
                 Cayman Islands
                 Telephone: (345) 914-6314


ANN FUNDINJG: Proofs of Claim Filing Deadline Is May 4
------------------------------------------------------
Ann Fundinjg Four Co., Ltd.'s creditors have until May 4, 2008,
to prove their claims to Walkers SPV Limited, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Ann Fundinjg's shareholder decided on April 4, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 Walkers SPV Limited
                 Attn: Anthony Johnson
                 Walker House, 87 Mary Street
                 George Town, Grand Cayman KY1-9002
                 Cayman Islands
                 Telephone: (345) 914-6314


BANK RAKYAT: To Hold Shareholders' General Meeting on May 15
------------------------------------------------------------
PT Bank Rakyat Indonesia (Persero) Tbk will convene the General
Meeting of Shareholders on Thursday, May 15, 2008.

Shareholders entitled to attend and represent the meeting are
the company's shareholders whose names are registered in the
Shareholders Register of the Company on April 29, 2008, or
shareholders whose shares are the collective deposit of PT
Kustodian Efek Indonesia at the closing trading date on
April 29, 2008.

Headquartered in Jakarta, Indonesia, PT Bank Rakyat Indonesia
(Persero) Tbk's -- http://www.bri.co.id/-- services comprise  
Savings, Credits and Syariah.  In addition, the bank divides its
financial and business services into three groups: Business
Services, consisting of bank guarantees, bank clearance,
automatic teller machines and safe deposit boxes; Financial
Services, consisting of bill payments, CEPEBRI, INKASO, deposit
acceptance, online transactions and transfers, and Other
Services, consisting of tax and fine payments, donations,
Western Union and zakat contributions.  During the year ended
Dec. 31, 2005, the bank had one branch office in Cayman Islands
and two representative offices in New York and Hong Kong,
respectively.

The Troubled Company Reporter-Asia Pacific reported on
Oct. 19, 2007, that Moody's Investors Service raised Bank
Rakyat's foreign currency long-term debt rating to Ba2 from Ba3
and its foreign currency long-term deposit ratings to B1 from
B2.

Fitch Ratings affirmed all the ratings of PT Bank Rakyat
Indonesia (Persero) Tbk:

    * Long-term foreign Issuer Default rating 'BB-',
    * Short-term rating 'B',
    * National Long-term rating 'AA+(idn)',
    * Individual 'C/D', and
    * Support '4'.


BANK AUSTRIA: Proofs of Claim Filing Deadline Is May 5
------------------------------------------------------
Bank Austria Cayman Islands (Management) Limited's creditors
have until May 5, 2008, to prove their claims to Andrew Hersant
and Chris Humphries, 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.

Bank Austria's shareholder decided on March 18, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Andrew Hersant and Chris Humphries
                 Stuarts Walker Hersant, Attorneys-at-Law
                 P.O. Box 2510, Grand Cayman KY1-1104
                 Cayman Islands
                 Telephone: (345) 949 3344
                 Faxsimile: (345) 949 2888


BANK AUSTRIA: Sets Final Shareholders Meeting for May 6
-------------------------------------------------------
Bank Austria Cayman Islands (Management) Limited will hold its
final general meeting on May 6, 2008, at Stuarts Walker Hersant,
Attorneys-at-Law, 36A Dr Roy’s Drive, Grand Cayman, 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
                      five years from the dissolution of the
                      company after which they may be destroyed.

Bank Austria's shareholder decided on March 18, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Andrew Hersant and Chris Humphries
                 Stuarts Walker Hersant, Attorneys-at-Law
                 P.O. Box 2510, Grand Cayman KY1-1104
                 Cayman Islands
                 Telephone: (345) 949 3344
                 Faxsimile: (345) 949 2888


COLUMBIA MARSICO: Proofs of Claim Filing Deadline Is May 6
----------------------------------------------------------
Columbia Marsico Focused Equities Fund (Offshore)'s creditors
have until May 6, 2008, to prove their claims to David A.K.
Walker and Lawrence Edwards, the company's liquidators, or be
excluded from receiving any distribution or payment.

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

Columbia Marsico's shareholder decided on March 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:

              David A.K. Walker and Lawrence Edwards
              Attn: Skye Quinn
              PwC Corporate Finance & Recovery (Cayman) Limited
              P.O. Box 258, George Town
              Grand Cayman KY1-1104, Cayman Islands
              Telephone: (345) 914 8678
              Fax: (345) 945 4237


COLUMBIA MARSICO GROWTH: Proofs of Claim Filing Is Until May 6
--------------------------------------------------------------
Columbia Marsico Growth Fund (Offshore)'s creditors have until
May 6, 2008, to prove their claims to David A.K. Walker and
Lawrence Edwards, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Columbia Marsico's shareholder decided on March 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:

              David A.K. Walker and Lawrence Edwards
              Attn: Skye Quinn
              PwC Corporate Finance & Recovery (Cayman) Limited
              P.O. Box 258, George Town
              Grand Cayman KY1-1104, Cayman Islands
              Telephone: (345) 914 8678
              Fax: (345) 945 4237


COLUMBIA SMALL: Proofs of Claim Filing Deadline Is May 6
--------------------------------------------------------
Columbia Small Cap Growth Fund II (Offshore)'s creditors have
until May 6, 2008, to prove their claims to David A.K. Walker
and Lawrence Edwards, the company's liquidators, or be excluded
from receiving any distribution or payment.

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

Columbia Small's shareholder decided on March 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:

              David A.K. Walker and Lawrence Edwards
              Attn: Skye Quinn
              PwC Corporate Finance & Recovery (Cayman) Limited
              P.O. Box 258, George Town
              Grand Cayman KY1-1104, Cayman Islands
              Telephone: (345) 914 8678
              Fax: (345) 945 4237


CONSOLIDATED FINANCIAL: Proofs of Claim Filing Is Until May 3
-------------------------------------------------------------
Consolidated Financial Holdings Ltd.'s creditors have until
May 3, 2008, to prove their claims to John Cullinane and Derrie
Boggess, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Consolidated Financial'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:

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


FRESH DEL MONTE: Richard Contreras Replaces John Inserra as CFO
---------------------------------------------------------------
Fresh Del Monte Produce Inc. has appointed Richard Contreras,
Senior Vice President, Finance, to succeed John F. Inserra who
is retiring as the company’s Executive Vice President, Chief
Financial Officer.  Mr. Contreras will assume the role of Senior
Vice President, Chief Financial Officer on May 2, 2008.
Mr. Inserra’s retirement was previously announced by the Company
on Jan. 14, 2008 and will be effective May 1, 2008.

“We are excited to introduce Richard as the new Senior Vice
President, Chief Financial Officer for Fresh Del Monte Produce,”
said Mohammad Abu-Ghazaleh, Fresh Del Monte’s Chairman and Chief
Executive Officer.  “Richard brings to his new position
extensive knowledge in financial management and business
leadership, along with a nine-year history with Fresh Del Monte
Produce.  We are confident that with his finance experience and
proven track record, he will be a great addition to our highly
experienced management team.”

Mr. Contreras joined the company as Controller, North America in
1999, and has held various regional and corporate accounting and
finance roles of increasing responsibility over the past nine
years, including Vice President, Budgeting and Forecasting and
Vice President, Finance and Administration for North America.  
Prior to joining the Company, Mr. Contreras started his career
with Ernst & Young, LLP in 1989, and spent 10 years there in
various audit and accounting positions.  Mr. Contreras is a
Certified Public Accountant and obtained his Bachelor's degree
in Accounting from Florida International University.

Based in the Cayman Islands, Fresh Del Monte Produce Inc. --
http://www.freshdelmonte.com/-- is one of the world's leading
vertically integrated producers, marketers and distributors of
high-quality fresh and fresh-cut fruit and vegetables, as well
as a leading producer and distributor of prepared fruit and
vegetables, juices, beverages, snacks and desserts in Europe,
the Middle East and Africa.  Fresh Del Monte markets its
products worldwide under the Del Monte(R) brand, a symbol of
product quality, freshness and reliability since 1892.

Del Monte Fresh Produce Company has operations in Chile, Brazil,
France, Philippines, and Korea.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 22, 2007, Standard & Poor's Ratings Services affirmed its
'BB-' corporate credit rating on Fresh Del Monte Produce Inc.,
and removed the rating from CreditWatch, where it was placed
with positive implications on Nov. 1, 2007.  S&P said the
outlook is stable.


POSEIDON INVESTMENTS: Proofs of Claim Filing Is Until May 4
-----------------------------------------------------------
Poseidon Investments A Ltd.'s creditors have until May 4, 2008,
to prove their claims to John Cullinane and Derrie Boggess, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

Poseidon Investments' shareholder decided on March 11, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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



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

BANCO ITAU: Lines Up CLP20.0B 25-Year Subordinated Bond Issue
-------------------------------------------------------------
Banco Itau Holding Financeira SA's Chilean subsidiary has lined
up a CLP20.0 billion, 25-year subordinated bond issue.

Business News Americas relates that Itau Chile's C series bonds
will be placed with a 3.5% coupon and will be denominated in
Chile's inflation-linked unit UF.

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

                         *     *     *

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


FIDELITY NAT'L: Mulls Strategic Alternatives for Insurance Biz
--------------------------------------------------------------
The Board of Directors of Fidelity National Financial, Inc.
authorized management to investigate strategic alternatives for
its Specialty Insurance business.  To that end, FNF has retained
Bank of America Securities as its adviser in the process.  The
assets to be evaluated include the flood insurance processing
and the "at-risk" personal lines businesses, but not the home
warranty company.  

FNF is a leading provider of federal flood insurance and a
broadly based writer of homeowners, automobile and other
personal lines products through its fee-for-service flood
insurance business and traditional personal lines insurance
business.  The two businesses generated US$333 million of
revenue in 2007 and had GAAP equity of approximately
US$230 million at Dec. 31, 2007.

"We are focused on evaluating our non-core assets and
investments as potential vehicles for creating meaningful
liquidity, and we believe our flood and at-risk insurance
businesses are an attractive acquisition opportunity for
strategic buyers," said Chairman William P. Foley, II.  "Our
intent is to use that liquidity to continue to support our dual
efforts of maintaining our $1.20 annual cash dividend and
repurchasing a significant amount of our outstanding stock."

Based in Jacksonville, Florida, Fidelity National Financial,
Inc. (NYSE:FNF) -- http://www.fnf.com/-- provides title  
insurance, specialty insurance, claims management services and
information services.  FNF is one of the nation's largest title
insurance companies through its title insurance underwriters –
Fidelity National Title, Chicago Title, Ticor Title, Security
Union Title and Alamo Title -- that issue approximately 28% of
all title insurance policies in the United States.  FNF also
provides flood insurance, personal lines insurance and home
warranty insurance through its specialty insurance business.  
FNF also provides outsourced claims management services to large
corporate and public sector entities through its minority-owned
subsidiary, Sedgwick CMS.  FNF is also an information services
company in the human resource, retail and transportation markets
through another minority-owned subsidiary, Ceridian Corporation.

FIS maintains a strong global presence, serving over 7,800
financial institutions in more than 60 countries worldwide,
including Brazil, Chile and Japan.


FIDELITY NATIONAL INFO: S&P Revises Outlook to Developing
---------------------------------------------------------
Standard & Poor's Ratings Services revised the CreditWatch
implications for its 'BB' corporate credit rating on
Jacksonville, Florida-based Fidelity National Information
Services Inc. to developing from negative.
   
The CreditWatch revision to developing reflects good operating
performance in the company's transaction processing services
(which includes the recently acquired eFunds), which may provide
the support for a modestly higher rating depending on the growth
and acquisition strategy. Although near-term performance could
be challenged by weakness in the financial services industry,
the company has implemented cost reductions to help bolster its
profitability measures.
   
In October 2007, Standard & Poor's placed its ratings on FIS on
CreditWatch with negative implications following the company's
announcement that it would spin off its lender processing
division into a separate, public company. FIS is expected to
contribute the unit's assets to a new subsidiary in exchange for
all of the unit's common stock and about US$1.6 billion of debt
securities.  Following regulatory approval, FIS will distribute
all of the new company's common stock to FIS shareholders in a
tax-free spin-off.  Completion of the possible spin-off is
expected to occur in mid-2008.
   
The CreditWatch developing incorporates the potential for
Standard & Poor's to either raise or lower the ratings. Despite
a reduction in business diversity and cash flow after the spin-
off (the mortgage processing business accounted for about 40% of
consolidated EBITDA), pro forma leverage is expected to be in
the 3x area, and the TPS business is performing well. However,
FIS has been very acquisitive historically, and it may not
maintain the initial capital structure in the longer term.
   
"We will review the company's business strategies, the
sustainability of its current operating trends, and its
financial policy, prior to resolving the CreditWatch," said
Standard & Poor's credit analyst Phil Schrank.

Based in Jacksonville, Florida, Fidelity National Financial,
Inc. (NYSE:FNF) -- http://www.fnf.com/-- provides title  
insurance, specialty insurance, claims management services and
information services.  FNF is one of the nation's largest title
insurance companies through its title insurance underwriters –
Fidelity National Title, Chicago Title, Ticor Title, Security
Union Title and Alamo Title -- that issue approximately 28% of
all title insurance policies in the United States.  FNF also
provides flood insurance, personal lines insurance and home
warranty insurance through its specialty insurance business.  
FNF also provides outsourced claims management services to large
corporate and public sector entities through its minority-owned
subsidiary, Sedgwick CMS.  FNF is also an information services
company in the human resource, retail and transportation markets
through another minority-owned subsidiary, Ceridian Corporation.

FIS maintains a strong global presence, serving over 7,800
financial institutions in more than 60 countries worldwide,
including Brazil, Chile and Japan.



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

BANCOLOMBIA SA: Vice President Files Corporate Governance Survey
----------------------------------------------------------------
In compliance of Decree 3139 of 2006, Bancolombia S.A reports
the availability of a survey regarding its corporate governance
practices from January to December 2007, Encuesta de Mejores
Practicas Corporativas (Codigo Pais) at its website,
http://www.grupobancolombia.com.co.  

The survey was filed by Bancolombia's Vice President and
Secretary General, Margarita Maria Mesa Mesa.

Bancolombia S.A. is Colombia's largest full-service financial
institution, formed by a merger of three leading Colombian
financial institutions.  Bancolombia's market capitalization is
over US$5.5 billion, with US$13.8 billion asset base and US$1.4
billion in shareholders' equity as of Sept. 30, 2006.  
Bancolombia is the only Colombian company with an ADR level III
program in the New York Stock Exchange.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 27, 2007, Moody's Investors Service changed the outlook to
positive from stable on its Ba3 long-term foreign currency
deposit ratings and Ba1 long-term foreign currency subordinated
bond rating for Bancolombia, S.A.


ECOPETROL SA: Rises 7.7% on Oil After Gas Discovery
---------------------------------------------------
Ecopetrol SA has climbed to the 7.7% since trading began in
November in Bogota following its oil and gas discovery, various
reports say.

James Attwood of Bloomberg News reports that the company has its
biggest advance in three months and led gains in Colombia's IGBC
index, rising 4.5%  to COP2,565.

In a regulatory filing, the company said that oil flowed as much
as 2,400 barrels a day during tests, while daily natural gas
production was up to 2.75 million cubic feet.

Business News Americas relates that the company found oil and
gas at its 100%-owned Tempranillo-1 well in Huila department's
Upper Magdalena valley.

The company said in a statement that the well was drilled to a
depth of 10,650ft (3,246m) on the Brisas-Lomalarga-Dina-
Potrerillo block and surged 1,600-2,400b/d of 37-degree API
light crude.

According to the report, Tempranillo-1 is one of 20 wells
Ecopetrol would drill in 2008.  In addition, the company
produced close to 19,000 barrels per day in Huila.

                          About Ecopetrol

Ecopetrol is an integrated-oil company that is wholly owned by
the Colombian government.  The company's activities include
exploration for and production of crude oil and natural gas, as
well as refining, transportation, and marketing of crude oil,
natural gas and refined products.  Ecopetrol is Latin America 's
fourth-largest integrated-oil concern.  Operations are organized
into Exploration & Production, Refining & Marketing,
Transportation, and International Commerce & Gas.  Ecopetrol
produced 385,000 barrels a day of oil and gas in 2006 and has
330,000 barrels a day of refining capacity, according to the
company's Web site.  In 2005 it produced about 60 percent of
Colombia 's daily output.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 6, 2007, Fitch Ratings affirmed Ecopetrol S.A. 's foreign
and local currency issuer default ratings at 'BB+' and 'BBB-',
respectively.


ROO GROUP: Net Loss Up to US$12MM in Quarter Ended December 31
--------------------------------------------------------------
ROO Group Inc. reported financial results for the quarter and
year ended Dec. 31, 2007, the reporting period immediately prior
to the assumption of executive management responsibilities by
the KIT Capital group.  

The net loss for the quarter ended Dec. 31, 2007, was
US$12.5 million compared to net loss of US$5.0 million in the
same period last year.  The net loss for the quarter ended
Dec. 31, 2007, includes non-cash items totaling approximately
US$1.1 million in stock-based compensation and other
compensation payments, compared to US$860,000 in the same period
last year, and US$4.1 million relating to the impairment of
tangible and intangible assets.

Excluding these non-cash items, net loss for the quarter was
US$7.3 million.  The increase in net loss for the quarter is
attributed to continued investments in building out our
technology platform, the cost of running the RBS business unit,
which was still in the research and development phase, well as
legal fees and costs associated with headcount reduction.

Weighted average common shares outstanding for the three months
ended Dec. 31, 2007, was 38,953,109 compared to 21,920,172 for
the same period in the prior year.  The RBS business unit, which
was researching peer-to-peer networking technology, was closed
down in January 2008.

For the year ended Dec. 31, 2007, the net loss was
US$34.6 million compared to net loss of US$14.6 million in 2006.  
The net loss includes non-cash items totaling approximately
US$4.7 million in stock-based compensation and other
compensation payments, compared to US$2.6 million in 2006, and
US$4.1 million relating to the impairment of tangible and
intangible assets.

Excluding these non-cash items, net loss for the year was
US$25.8 million.  The increase in net loss for the year is
attributed to the cost of development of the VX Platform, the
acquisition of strategic assets of Wurld Media and the cost of
running the RBS business unit, well as a ramp up of operations
and sales personnel.  

Weighted average common shares outstanding for the year ended
Dec. 31, 2007 was 34,869,325 compared to 15,901,049 for the same
period in the prior year.

At Dec. 31, 2007, the company's balance sheet showed total
assets of US$18.115 million, total liabilities of
US$6.76 million and total shareholders' equity of
US$11.355 million.

The company also made several key corporate action statements,
including:

  (a) The conversion of all of the company's outstanding
      10 million super-voting preferred shares into an aggregate
      of 400,000 common shares, well as the extinguishment of
      all shelf preferred shares, thereby resulting in the
      extinguishment of the entire class of preferred stock;

  (b) The concurrent issuance of 8.65 million fully vested
      warrants to Robert Petty and Robin Smyth as part of
      restructured employment agreements, but unrelated to
      future employment;

  (c) The execution of share purchase agreements with selling
      shareholders towards acquiring the remaining 49% of
      Sputnik Agency, ROO's profitable, interactive online
      advertising subsidiary, pursuant to the agreement in
      principle originally reached on March 16, 2008; and

  (d) The corporate re-branding of ROO Group, including re-
      naming the company to 'KIT Digital Inc.'.

                         About ROO Group

Headquartered in New York, ROO Group Inc. (OTC BB: RGRP) --
http://www.roo.com/-- is a provider of digital media     
solutions and advercasting technology that enables the
activation, marketing and distribution of digital media video
content over the Internet and emerging broadcasting platforms
such as set top boxes and mobile communication devices.   ROO
was founded in 2001 and went public in 2003.  KIT digital has
offices in Dubai, Melbourne (Australia), New York, London, and
Bogota (Colombia).

                      Going Concern Doubt

Moore Stephens PC expressed substantial doubt about ROO Group
Inc.'s ability to continue as a going concern after auditing the
company's consolidated financial statements as of the years
ended Dec. 31, 2006, and 2005.  The auditing firm pointed to the
company's recurring losses and negative cash flows from
operations.



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

CASH PLUS: Carlos Hill's Defense Seek Bail from Supreme Court
-------------------------------------------------------------
Legal representatives of Cash Plus Ltd.'s President Carlos Hill
and his brother, Bertram Hill, have filed a petition in the
Supreme Court of Jamaica, seeking bail for their clients, The
Jamaica Observer reports.

The lawyers are awaiting for a date to make the "in-chambers
bail applications," The Observer states.

As reported in the Troubled Company Reporter-Latin America on
April 21, 2008, the Half way Tree Criminal Court denied the
request for bail by the defense attorneys for Mr. Hill.  Mr.
Hill was charged with fraud after police officers raided his
house in response to complaints from investors who accused Cash
Plus of fraud.  Specifically, investors complained that cheques
received from the firm bounced.  Mr. Hill's brother Bertram and
Cash Plus' Chief Financial Officer Peter Wilson also faced fraud
charges.  The Hill brothers and Mr. Wilson were charged with
five counts of fraudulent conversion and one count of
conspiracy.

Mr. Wilson was already granted bail.

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.


NATIONAL WATER: Says Collection Drive Won't be Disrupted
--------------------------------------------------------
The National Water Commission of Jamaica spokesperson Charles
Buchanan told Radio Jamaica that the collection drive on
unsettled payments won't be disrupted.

Radio Jamaica relates that The Commission said it will continue
its "clampdown" on delinquent clients.  Radio Jamaica notes that
The Commission has been targeting Kingston and St. Catherine
communities where the compliance rate is said to be low.

The National Water Commission is a statutory organization
charged with the responsibility of providing potable water and
wastewater services for the people of Jamaica.

                          *     *     *

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

Jamaican citizens have been complaining to the commission about
water disruptions in their communities, resulting to
restrictions of water use.



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

DURA AUTOMOTIVE: Files First Revised Chapter 11 Plan Supplements
----------------------------------------------------------------
DURA Automotive Systems, Inc., and its debtor-affiliates
delivered to the U.S. Bankruptcy Court for the District of
Delaware supplements to their Revised Joint Plan of
Reorganization, dated March 31, 2008.

The Debtors, in the Plan Supplements, disclose that, pursuant to
the Revised Plan, they intend to implement various
reorganization transactions on or after the effective date of
the Plan.  The Debtors intend to implement several taxable sale
transactions, including the:

  (a) formation of New Dura, with nominal capitalization by
      certain Dura creditors or a nominee on behalf of them;

  (b) formation of New Dura Holdings, which in turn will form
      New Dura Opco;

  (c) transfer by Dura Operating Corporation to Dura Automotive
      Systems, Inc., of assets with an estimated value between
      US$1,500,000 and US$5,000,000, which assets will include
      one or more of plants that have ceased operations, plants
      that are operating, and stock in certain subsidiaries;

  (d) transfer by DASI of all of its stock in DOC to New Dura
      Opco in exchange for the Convertible Preferred Stock and
      New Common Stock;

  (e) distribution by DASI of Convertible Preferred Stock and
      New Common Stock to its creditors, which stock will be
      held by one or more independent third parties after the
      Effective Date;

  (f) continued existence of DASI and continued ownership of the
      remaining assets, some of which may be leased to New Dura
      Opco; and

  (g) the taxable sale transaction will require a stock transfer
      agreement and may require a transition services agreement
      and stockholders agreement.

The Debtors also intend to reorganize certain of their debtor
and non-debtor entities in the United Kingdom and Canada for tax
purposes.  The Debtors will also consolidation these entities
into surviving Reorganized Debtors:

  -- Dura G.P.
  -- Dura Automotive Systems of Indiana, Inc.
  -- Universal Tool & Stamping Company, Inc.
  -- Patent Licensing Clearinghouse L.L.C.
  -- Mark I Molded Plastics of Tennessee, Inc.
  -- Dura Brake Systems L.L.C.
  -- Dura Cables North LLC
  -- Dura Cables South LLC
  -- Atwood Mobile Products, Inc. and certain subsidiaries
  -- Trident Automotive, L.P.

The Debtors also disclose that they do not intend to file or
adopt revised organizational documents, except for:

  -- a certificate of incorporation and bylaws for New Dura;

  -- a registration rights agreement;

  -- certificates of incorporation and bylaws for New Dura
     Holdings and New Dura Opco; and

  -- constituent documents required to create any other new
     entity formed as part of a Plan Restructuring.

Other Plan Supplements delivered to the Court are:

  * a list of executory and unexpired leases to be assumed,
    available for free at:

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

  * a list of executory and unexpired leases to be rejected,
    available for free at:

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

  * a list of compensation and benefits programs and unexpired
    directors' and officers' liability insurance policies to be
    assumed, available for free at:

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

  * a list of compensation and benefits programs and unexpired
    directors' and officers' liability insurance policies to be
    rejected, available for free at:

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

        Debtors Object to Delay in Confirmation Hearing

The Debtors ask the Court to deny J.W. Korth's request to extend
the date of the confirmation hearing and the date to submit
confirmation objections.

Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., in
Wilmington, Delaware, says the delay would not benefit any
parties-in-interest, least of all Senior Notes holders like
Mr. Korth.  Furthermore, Mr. Madron says the Debtors face
looming
deadlines to confirm and consummate their Revised Plan and any
failure to meet those deadlines could unnecessarily jeopardize
the Revised Plan.

Mr. Madron notes that, contrary to Mr. Korth's claims, Mr. Korth
has already received all of the information he is entitled to
receive under the Court Order entered pursuant to Rule 2004 of
the Federal Rules of the Bankruptcy Procedure.

Mr. Korth may have stated that the information provided by the
Debtors contains a variety of deficiencies, however, Mr. Madron
notes that in each instance, either:

  (i) the Debtors have already supplied the information prior to
      Mr. Korth's request to extend the confirmation hearing;

(ii) the Debtors were still gathering the requested information
      at the time Mr. Korth requested for the delay; or

(iii) the Court did not order the information be produced
      because it did not exist.

Mr. Madron asserts that Mr. Korth has had more than sufficient
time within which to conduct the additional discovery he wanted.  
"Mr. Korth is seeking to delay the Revised Plan's confirmation
hearing at a time when he has already had many months in which
to take discovery of the underlying assets and financial
condition of the Debtors," Mr. Madron says.

                        Korth Talks Back

Mr. Korth argues that the Debtors have failed to refute or
explain these concerns:

  * huge conflict of interest, which might be detrimental to
    all stakeholders;

  * "broad brush" Liquidation Analysis did not value the
    Debtors' subsidiaries as individual going concerns;

  * failure to valuate 422 patents and even mention them or the
    subsidiary holding them;

  * unexplained write down of US$900,159,000 in investment to
    US$200,000,000; and

  * Lawrence Denton's employment contract as DURA's CEO with a
    "Sales Incentive Clause," which properly could be invoked
    prior to DURA emerging from Chapter 11

"Failure to clearly refute or explain these concerns tacitly
admits they exist and the Court should take them under
consideration when it is making its decision whether or not the
unsecured creditors may receive a higher value through
liquidation rather than under the Revised Plan of
Reorganization," Mr. Korth says.

Mr. Korth admits that he has received a lot of material from the
Debtors but he states that a large part of the information was
received on April 21, 2008.  Mr. Korth says he still has to
catalog the new information before he can hire a financial
consultant.  He says it will take at least 45 days from the day
he received the materials to take the depositions necessary to
understand the Debtors' operations and produce an independent
valuation.  Mr. Korth believes that the cost for the delay will
be substantially less than US$1,000,000.

                         Judge's Decree

The Honorable Kevin J. Carey denies Mr. Korth's request to
inspect the Debtors' books and records.  However, the Court
directs the Debtors to provide to Mr. Korth:

  (1) an explanation why the patents held by the Debtors are
      contained in the particular place within the Debtors'
      corporate structure, and how the patents are incorporated
      into the valuation of the Debtors provided in the
      Disclosure Statement; and

  (2) a calculation of the amount identified in the Debtors'
      most recent monthly operating report as investment in non-
      debtor subsidiaries.

All information the Debtors will disclose is subject to a Court-
approved confidentiality agreement and protective order between
the Official Committee of Unsecured Creditors and Mr. Korth.

                          About DURA

Rochester Hills, Mich.-based DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent  
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry.  The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries.  DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.

The company has three locations in Asia -- China, Japan and
Korea.  It has locations in Europe and Latin-America,
particularly in Mexico, Germany and the United Kingdom.

The Debtors filed for chapter 11 petition on Oct. 30, 2006,
(Bankr. D. Del. Case No. 06-11202). Marc Kieselstein, P.C.,
Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq.,
at Kirkland & Ellis LLP are lead counsel for the Debtors'
bankruptcy proceedings.  Daniel J. DeFranseschi, Esq., and Jason
M. Madron, Esq., at Richards Layton & Finger, P.A. Attorneys are
the Debtors' co-counsel. Baker & McKenzie acts as the Debtors'
special counsel.  Togut, Segal & Segal LLP is the Debtors'
conflicts counsel.  Miller Buckfire & Co., LLC is the Debtors'
investment banker.  Glass & Associates Inc., gives financial
advice to the Debtor.  Kurtzman Carson Consultants LLC handles
the notice, claims and balloting for the Debtors and Brunswick
Group LLC acts as their Corporate Communications Consultants for
the Debtors.

As of Jan. 31, 2008, the Debtor had US$1,503,682,000 in total
assets and US$1,623,632,000 in total liabilities.

On April 3, 2008, the Court approved the Debtors' revised
Disclosure Statement explaining their revised Chapter 11 plan of
reorganization.  A plan confirmation hearing is set for May 13,
2008.

(Dura Automotive Bankruptcy News, Issue No. 53; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


DURA AUTOMOTIVE: Unable to File 2007 Annual Report on Time
----------------------------------------------------------
DURA Automotive Systems, Inc., was unable to file its annual
financial report on Form 10-K for the year ended Dec. 31, 2007,
with Securities and Exchange Commission.  According to a SEC
filing, DURA was unable to timely file a Form 10-K by March 31,
2008, without unreasonable effort and expense.

C. Timothy Trenary, DURA's vice president and chief financial
officer, related that the company is currently addressing
various material weaknesses, which has delayed the completion of
the financial and other information to be included in the 2007
Form 10-K.  The company, he said, is working diligently to
finalize its financial statements for the year ended Dec. 31,
2007, and is providing Deloitte & Touche LLP with the
information necessary to complete the audit of the company's
consolidated financial statements.
   
Mr. Trenary added that Deloitte has informed the DURA's Audit
Committee that its report on the company's consolidated
financial statements will include an explanatory paragraph
indicating that substantial doubt exists as to the company's
ability to continue as a going concern.  DURA, according to Mr.
Trenary, does not intend to include any adjustments to its
financial statements to reflect the possible future effects that
may result from the uncertainty of its ability to continue as a
going concern.

DURA expects to report a substantial net loss for the year ended
Dec. 31, 2007, Mr. Trenary said.  The 2007 net loss results
from the decline in business and the overall industry
conditions, increased raw material costs than in prior years,
impact of closing certain facilities, and moving businesses to
lower cost countries based on the company's restructuring plans.  
The 2007 net loss will include charges for facilities
consolidation, asset impairments, restructuring and
reorganization.

In 2007, DURA has incurred a significant amount of professional
fees and debt termination charges associated with its
reorganization, Mr. Trenary said.  Effective Oct. 30, 2006,
certain interest on unsecured prepetition debt has not been
accrued as provided for under the Bankruptcy Code.  This result
in reporting lesser interest expense in 2007 compared to 2006.  
Furthermore, during the third quarter of 2007, the company
completed the sale of its Atwood Mobile Products division, which
will also impact the financial results in 2007.

DURA has not filed quarterly financial reports on Form 10-Q for
the quarterly periods ended April 1, July 1, and Sept. 30, 2007.

                          About DURA

Rochester Hills, Mich.-based DURA Automotive Systems Inc.
(Nasdaq: DRRA) -- http://www.DURAauto.com/-- is an independent  
designer and manufacturer of driver control systems, seating
control systems, glass systems, engineered assemblies,
structural door modules and exterior trim systems for the global
automotive industry.  The company is also a supplier of similar
products to the recreation vehicle and specialty vehicle
industries.  DURA sells its automotive products to North
American, Japanese and European original equipment manufacturers
and other automotive suppliers.

The company has three locations in Asia -- China, Japan and
Korea.  It has locations in Europe and Latin-America,
particularly in Mexico, Germany and the United Kingdom.

The Debtors filed for chapter 11 petition on Oct. 30, 2006,
(Bankr. D. Del. Case No. 06-11202). Marc Kieselstein, P.C.,
Esq., Roger James Higgins, Esq., and Ryan Blaine Bennett, Esq.,
at Kirkland & Ellis LLP are lead counsel for the Debtors'
bankruptcy proceedings.  Daniel J. DeFranseschi, Esq., and Jason
M. Madron, Esq., at Richards Layton & Finger, P.A. Attorneys are
the Debtors' co-counsel. Baker & McKenzie acts as the Debtors'
special counsel.  Togut, Segal & Segal LLP is the Debtors'
conflicts counsel.  Miller Buckfire & Co., LLC is the Debtors'
investment banker.  Glass & Associates Inc., gives financial
advice to the Debtor.  Kurtzman Carson Consultants LLC handles
the notice, claims and balloting for the Debtors and Brunswick
Group LLC acts as their Corporate Communications Consultants for
the Debtors.

As of Jan. 31, 2008, the Debtor had US$1,503,682,000 in total
assets and US$1,623,632,000 in total liabilities.

On April 3, 2008, the Court approved the Debtors' revised
Disclosure Statement explaining their revised Chapter 11 plan of
reorganization.  A plan confirmation hearing is set for May 13,
2008.

(Dura Automotive Bankruptcy News, Issue No. 53; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)


EMPRESAS ICA: Sees 15%-20% Consolidated Revenue Growth in 2008
--------------------------------------------------------------
Empresas ICA, S.A.B de C.V., has provided an outlook for the
expected performance of the company during 2008 as compared to
2007.

“Management’s expectation is that each of our principal lines of
business – construction, infrastructure operation, and housing –
should experience growth during 2008.  On a consolidated level,
we expect revenues to increase between 15% and 20% over the
MXN22.5 billion recorded in 2007.  The expected growth in
revenues is based largely on the execution of projects or
concessions that have already been awarded and for which
financing has been arranged.  We also expect our Adjusted EBITDA
margin to increase over last year,” noted Chief Financial
Officer Alonso Quintana.

The three construction segments are expected to generate revenue
growth in aggregate of 10% to 15%, with significant variations
among the units.

Civil Construction is estimated to grow significantly, more than
20%, as major projects that were awarded last year, such as the
La Yesca hydroelectric project, move into peak construction and
execution phases.  The company's revenue growth expectations
could be affected by delays in receiving rights of way or
required permits from government agencies.  Margins in civil
construction could also be affected by these delays and by its
ability to negotiate changes in fixed price contracts to reflect
the run up in raw materials prices, particularly steel, since
the start of 2008.

Industrial Construction revenues are expected to be flat.  New
contracts are expected to offset the reduction of work from the
Minatitlan refinery configuration project, which is winding
down, but are not expected to be sufficient to generate growth.  
The government’s plan for modernizing the energy sector could be
a driver for industrial construction work in the medium-term,
but is not expected to contribute materially to revenues in
2008.

Rodio is expected to be affected by the slowdown in the global
economy, particularly with respect to commercial real estate
development in Spain.  As a result, ICA’s share of Rodio
revenues is expected to decline moderately.

Housing is expected to increase revenues by approximately 50%
and to sell more than 10,000 units in 2008.  Housing expanded
its land reserves during 2007 and recently arranged working
capital financing that is expected to allow construction to
advance rapidly.  The company's growth estimate is based in part
on the ability of the government to meet its own budget target
of providing mortgage financing for 680,000 homes in 2008.

Airports’  passenger traffic and revenues are each expected to
increase by approximately 6% to 10% during 2008, a slower rate
of growth than 2007, which was marked by the entry of low cost
carriers in the market.  The rate of traffic growth will also be
affected by the risks of a slowing economy, and the impact of
sharply rising fuel costs and capacity constraints on the
airlines.

Revenues from Other Concessions are expected to double as
compared to 2007.  Growth is expected to come principally from
putting the Irapuato-La Piedad PPP (public-private partnership)
highway into service and the acquisition of the Mayab tollroad.

As a result, non-construction businesses are expected to
increase their share in total revenues to approximately 26% to
27%, up from 22% in 2007.

Consolidated Adjusted EBITDA margin is expected to increase as
compared to the 10% margin generated in 2007.  The expected
increase in margin is based on the growing share of revenues
from non-construction businesses.  In addition, margins in
Housing and Other Concessions are expected to increase as these
businesses start benefiting from economies of scale.

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.


FRONTIER AIRLINES: Wants to Reject Republic Air Services Deal
-------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries ask the
U.S. Bankruptcy Court for the Southern District of New York for
authority to reject an agreement with Republic Airlines Inc. as
of June 22, 2008, including all amendments, supplements, waivers
and related side letters.

Pursuant to an agreement, Frontier Airlines Inc., and Frontier
Airlines Holdings Inc., purchase capacity on aircraft owned and
operated by Republic Airlines Inc.  

Under the agreement, the Debtors control the routing, scheduling
and ticketing, while Republic operates the aircraft and is
reimbursed for its services on a cost-plus basis.  The Debtors
are required to pay for certain costs directly, including among
other things, fuel, landing fees, passenger catering, booking
fees.

In the current operating environment for the airline industry,
and in part because of the current record high fuel prices, the
Debtors generated an approximate loss of US$11,200,000 for the
three months ended March 31, 2008, which the Debtors project to
continue under the Agreement, proposed counsel for the Debtors,
Damian S. Schaible, Esq., at Davis Polk & Wardwell, in New York,
relates.   As a result, the Debtors have determined that the
Agreement is no longer necessary to their continued business
operations and does not have any net value to their estates.

According to Mr. Schaible, the Debtors conservatively estimate
that the annual savings from rejecting the Agreement will exceed
US$20,000,000 per year.

Mr. Schaible adds that in an effort to avoid disruption to the
Debtors' operations that might otherwise result from rejection,  
the Debtors and Republic have agreed to wind down operations
under the Agreement progressively up to the Rejection Date.
Specifically, the mutual agreement with Republic to terminate
the airlines' code sharing agreement will be a structured
reduction and gradual phase-out of Republic's 12 aircraft from
Frontier's daily operation, The Associated Press reports.

The agreed orderly wind-down period, Mr. Schaible continues,
will (i) permit the Debtors to efficiently adjust its operations
to account for the rejection of the Agreement, and (ii) help
ensure that there are minimal disruptions for Frontier's
customers.

Under the Agreement, Republic will be entitled:

  -- to receive payment on an administrative expense priority
     basis for the services that it has provided since the
     Petition Date and will provide during the wind-down period
     until the Rejection Date;

  -- to an allowed general unsecured claim against the Debtors
     on account of the rejection of the Agreement, to which the
     Debtors and parties-in-interest will have the right to
     object.

Republic said it plans to file a claim for US$260,000,000 in
damages stemming from the canceled agreement, which final amount
of the claim will be determined by the Court, the AP says.

The mutual rejection of the Agreement permits the Debtors to
"renounce title to and abandon burdensome property," Mr.
Schaible contends, citing Orion Pictures Corp. v. Showtime
Networks, Inc. (In re Orion Pictures Corp.), 4 F.3d 1095, 1098
(2d Cir. 1993).

"It's unfortunate that . . . factors beyond [Frontier's] control
conspired to force a deeper reorganization.  We wish them
success in their continuing efforts to combat persistently high
oil prices," Republic CEO Bryan Bedford said, report the AP.

With 12 aircraft being removed from the fleet, Frontier also
announced that will reallocate remaining planes into markets
"with more potential for long term profitability," resulting to
terminated services to Sioux City, Iowa; Jacksonville, Florida;
Little Rock, Arkansas; Memphis, Tennessee; and Tulsa, Oklahoma
by the start of June.  Service planned for Missoula, Montana,
will not begin.

Refunds and alternative arrangements will be made available to
all Frontier customers who may be affected by the schedule
changes.  Customers will be contacted by either a Frontier
representative or the travel professional from whom they
purchased the Frontier ticket.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provide air transportation  
for passengers and freight.  They operate jet service carriers
linking their Denver, Colorado hub to 46 cities coast-to-coast,
8 cities in Mexico, and 1 city in Canada, well as provide
service from other non-hub cities, including service from 10
non-hub cities to Mexico.  As of May 18, 2007 they operated 59
jets, including 49 Airbus A319s and 10 Airbus A318s.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  At Dec. 31,
2007, Frontier Airlines Holdings Inc. and its subsidiaries'
total assets was US$1,126,748,000 and total debts was
US$933,176,000.  (Frontier Airlines Bankruptcy News, Issue No.
4; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FRONTIER AIRLINES: Wants to Assume Airbus Sale LOI & Agency Deal
----------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries ask the
U.S. Bankruptcy Court for the Southern District of New York to
allow them to assume:

  (i) a letter of intent dated as of March 13, 2008, for the
      sale of two Airbus A319-111 aircraft and two Airbus
      A318-111 aircraft with Verulamium Finance Ltd.; and

(ii) an Agency Agreement with respect to the remarketing of
      four A320 Series Aircraft, dated as of December 17, 2007,
      with JetWorks Leasing, now known as SkyWorks Leasing,
      LLC.

Under the Agency Agreement, SkyWorks -- appointed as the      
exclusive and world-wide agent to arrange for a sale or lease of
the A320 Series Aircraft -- performed these duties:

  -- compiling summary information required for the evaluation
     of the Aircraft;

  -- marketing the Aircraft, including due diligence
     investigations of potential lessees;

  -- preparing and negotiating letters of intent;

  -- liaising with Frontier's legal counsel;

  -- managing the logistics of closing a transaction; and

  -- ensuring that each potential counterparty executes a
     confidentiality agreement.

The Debtors' proposed counsel, Marshall S. Huebner, Esq., at
Davis Polk & Wardwell, in New York, relates that after an
extensive global sales effort by Skyworks, Frontier and  
Verulamium executed the Letter of Intent, pursuant to which
Verulamium would purchase the four Aircraft for an aggregate
purchase price of US$106,000,000.

A portion of the proceeds equal to approximately US$68,500,000
will be used to repay in full the mortgages on each of the
Aircraft, resulting in a net cash gain to the estate of
US$37,500,000.

The Letter of Intent states that the Aircraft will be delivered
on May 6 and 13, 2008, and August 5 and 12, 2008, by which  
Verulamium is required to deliver payment in full equal to
the purchase price for the Aircraft.

If the Letter of Intent is assumed, therefore, on or about
May 6, the Debtors will receive a substantial cash infusion
equal to US$13,400,000, including security deposits due, Mr.
Huebner says.

Immediate assumption of the Letter of Intent is necessary so
that Frontier can perform its obligations and receive the
substantial cash infusion that will be generated from the
proceeds of the sale, Mr. Huebner tells Judge Drain.

The Debtors, Mr. Huebner continues, rely upon the liquidity that
assumption of the Letter and sale of the Aircraft will generate
for their estates.  Assumption of the Letter will provide the
necessary cash for Frontier's continued operations and will aid
Frontier in achieving its goals of cost reduction and liquidity
maximization.

Mr. Huebner notes that the Aircraft are far from generating
useful revenue for the estates, and are a drain on the Debtors'
resources because they are underutilized.  Selling the Aircraft
will allow Frontier to save maintenance and storage expenses on
the Aircraft, he says.

"This is not a sale made in haste at a discounted price to
generate cash.  Instead, this is a thoroughly-considered and
long-planned sale that will generate needed liquidity for the
benefit of the Debtors and their estates and creditors," Mr.
Huebner maintains.

According to Mr. Huebner, Skyworks' compensation for its
services includes a US$490,000 sales success fee and an
incentive fee of approximately US$241,000, which, in the
aggregate, is less that 0.7% of the gross proceeds of the sale
of the Aircraft and is reasonable for the services that Skyworks
will provide to consummate the sale.

Accordingly, the Debtors' assumption of the Agency Agreement
with Skyworks is a necessary precondition to the assumption of,
and performance under, the Letter of Intent, he adds.

Mr. Huebner asserts that the ultimately, assumption of the
Agreements will (i) significantly contribute to the Debtors'
cash flows for their operating plan, (ii) allow the Debtors to
save significant costs on the maintenance and storage of
unneeded Aircraft, (iii) enable the Debtors to continue
implementing their operational strategy; and (iv) provide more
cash flow and less risk than any other alternative plan to lease
or sell the Aircraft.

Pursuant to Sections 365(a), 363(b) and 363(f) of the Bankruptcy
Code, the Sale will be free and clear of all liens and claims,
with a portion of its proceeds used to repay the indebtedness
secured by the Aircraft, Mr. Huebner explains.

The Debtors relate that no cure amounts will be required to be
paid as a condition to the assumption of the Agreements.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provide air transportation  
for passengers and freight.  They operate jet service carriers
linking their Denver, Colorado hub to 46 cities coast-to-coast,
8 cities in Mexico, and 1 city in Canada, well as provide
service from other non-hub cities, including service from 10
non-hub cities to Mexico.  As of May 18, 2007 they operated 59
jets, including 49 Airbus A319s and 10 Airbus A318s.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  At Dec. 31,
2007, Frontier Airlines Holdings Inc. and its subsidiaries'
total assets was US$1,126,748,000 and total debts was
US$933,176,000.  (Frontier Airlines Bankruptcy News, Issue No.
4; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FRONTIER AIRLINES: Wants to Hire Seabury as Financial Advisor
-------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries seek
permission from the U.S. Bankruptcy Court for the Southern
District of New York to employ Seabury Group LLC as financial
advisors.

According to Edward M. Christie, III, Frontier's senior vice
president for Finance, Seabury and its professionals' extensive
experience in working with financially troubled companies in
complex financial restructurings both in out-of-court situations
and in Chapter 11 cases, qualify them to perform as the Debtors'
financial advisors.

Seabury has served as advisor with respect to financial
restructuring, new equity and debt capital raising and aircraft
services, to numerous airline clients, Mr. Christie says.

Pursuant to an engagement letter, Seabury will:

  (a) assist in the evaluation of the Debtors businesses and  
      prospects;

  (b) assist in the development of the Debtors long-term
      business plan and related financial projections;

  (c) assist in the development of financial data and
      presentations to the Debtors' board of directors, various
      creditors and other third parties;

  (d) analyze the Debtors' financial liquidity and evaluate
      alternatives to improve their liquidity;

  (e) evaluate the Debtors debt capacity and alternative capital
      structures;

  (f) analyze various restructuring scenarios on the value of
      the Debtors and the recoveries of those stakeholders
      impacted by the Restructuring;

  (g) provide strategic advice with regard to restructuring or
      refinancing the Debtors' obligations;

  (h) participate in negotiations among the Debtors and their
      creditors, suppliers, lenders, lessors and other
      interested parties;

  (i) value securities offered by the Debtors in connection with
      restructuring;

  (j) if required, assist in arranging debtor-in-possession
      financing;

  (k) if required, assist in the arranging of exit financing,
      including identifying potential sources of equity and debt
      capital, assisting in the due diligence process and
      negotiating the terms of any proposed financing;

  (l) if required, assist the Debtors in:
   
         -- executing a sale of assets, including identifying
            potential buyers or parties in interest, and in the
            due diligence process and negotiating the terms of
            any proposed transaction, as requested;

         -- evaluating one or more strategic transactions,
            including identifying potential strategic partners,
            assisting in the due diligence process and
            negotiating the terms of any proposed transaction,
            as requested; and

         -- providing fairness opinions related to transactions,
            financings or restructurings for which Seabury will
            have earned a fee;

  (m) provide testimony in any Chapter 11 case concerning any of
      the subjects encompassed by the other financial advisory
      services, if appropriate and as required; and

  (p) provide other advisory services as are customarily
      provided in connection with the analysis and negotiation
      of a restructuring, transaction or financing, as requested
      and mutually agreed.

Mr. Christie says that the services to be provided by Seabury
are not duplicative with the services to be performed by any
proposed restructuring advisors and accountants.  Seabury will
not be performing any traditional public accounting and auditing
services, including the preparation of annual federal and state
tax returns related to the Debtors financial statements.

Moreover, Seabury expects to work closely with the Debtors'
proposed restructuring advisors and accountants and will
undertake every reasonable effort to avoid any duplication of
services, Mr. Christie says.

The Debtors will pay the firm's customary hourly rates:

    CEO                 US$850
    Managing Director      700
    Executive Director     650
    SVP/Director           630
    VP                     540
    Senior Associate       450
    Senior Analyst         320
    Analyst                240
   
Pursuant to the Engagement Letter, the Debtors have also agreed
to pay Seabury these fees which are not subject to any
holdbacks:

  * a restructuring retainer fee of US$150,000 per month for the
    first three months and US$100,000 per month thereafter;

  * a corporate finance retainer fee of US$75,000 per month for
    the first three months and US$50,000 per month thereafter;

  * a merger and acquisition success fee ranging between
    US$1,750,000 and US$4,875,000 plus 0.500% to be calculated
    upon aggregate M&A transaction values;

  * an equity success fee equal to the aggregate of (i) 4.0% of
    the first US$50,000,000 of equity raised, (ii) 2.50% of the
    next US$50,000,000, and (iii) 1% of all amount of equity
    raised beyond US$50,000,000;

  * a sale success fee equal to 0.65% of the sale's proceeds;

  * a DIP success fee equal to 2.50% for the first US$25,000,000
    of DIP commitment and 1.25% of any additional DIP commitment
    amounts; and

  * a debt success fee in conjunction with arranging exit or
    debt financing pursuant to an M&A transaction equal to (i)
    1.50% of any debt financing transaction secured by a first
    lien; (ii) 2.5% of the gross proceeds secured by a second or
    more junior lien, and (iii) 3.00% of the gross proceeds of
    any indebtedness this is either unsecured or subordinated.

Any Success Fees payable to Seabury will be reduced by 50% of
the first 12 months of corporate finance retainer fees paid.  
The total Success Fees, net of credits of the Retainer Fees,
will be capped at US$6,000,000.

Michael B. Cox, a managing director of Seabury, assures the
Court that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.  Seabury is
not a creditor, an equity security holder or an insider of the
Debtors and do not have an interest materially adverse to the
interest of the Debtors' estate, he says.

Seabury will conduct an ongoing review of its files to ensure
that no disqualifying circumstances arise.  If any new relevant
facts or relationships are discovered, Seabury will supplement
its disclosure to the Court.

Headquartered in Denver, Colorado, Frontier Airlines Inc. --
http://www.frontierairlines.com/-- provide air transportation  
for passengers and freight.  They operate jet service carriers
linking their Denver, Colorado hub to 46 cities coast-to-coast,
8 cities in Mexico, and 1 city in Canada, well as provide
service from other non-hub cities, including service from 10
non-hub cities to Mexico.  As of May 18, 2007 they operated 59
jets, including 49 Airbus A319s and 10 Airbus A318s.

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D. N.Y. Case No.: 08-
11297 thru 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  At Dec. 31,
2007, Frontier Airlines Holdings Inc. and its subsidiaries'
total assets was US$1,126,748,000 and total debts was
US$933,176,000.  (Frontier Airlines Bankruptcy News, Issue No.
4; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Delays SEC Filing of 2007 Annual Report
------------------------------------------------------
Thomas D. Johnson, Jr., chief financial officer of Movie Gallery
Inc., notified the U.S. Securities and Exchange Commission that
the company could not file its Form 10K for the year ended
Jan. 6, 2008, without unreasonable effort or expense, due to
competing demands related to its reorganization efforts,
including:

  * identifying and closing certain of its underperforming video
    rental stores;

  * finalizing necessary financing arrangements within the
    Company's accounting and finance organization to enable it
    to exit from Chapter 11; and

  * reviewing inventories, leases, goodwill and other assets for
    possible impairment charges.

Mr. Johnson disclosed that Ernst & Young LLP, the company's
independent registered public accounting firm, has informed the
company's Audit Committee that its report on the company's
consolidated financial statements may include an explanatory
paragraph indicating that substantial doubt exists as to the
company's ability to continue as a going concern in the event
that the report is delivered prior to the effective date of the
Plan.

The U.S. Bankruptcy Court for the Eastern District of Virginia
confirmed the Plan of Reorganization of Movie Gallery and its
debtor affiliates on April 9, 2008.

Movie Gallery does not intend to include any adjustments to its
financial statements to reflect the possible future effects that
may result from the uncertainty of its ability to continue as a
going concern, Mr. Johnson says.

In light of its late filing, Movie Gallery delivered on
April 21, 2008, a notice to the parties and lenders of the
US$150,000,000 secured superpriority debtor-in-possession credit
and guaranty agreement, relating to, among other things, Movie
Gallery's inability to comply with the requirement under the DIP
Credit Agreement to deliver audited financials.

Parties to the DIP Credit Agreement include Movie Gallery;
certain of its subsidiaries as Guarantors; Goldman Sachs Credit
Partners L.P., as Lead Arranger and Syndication Agent; and The
Bank of New York, as Administrative Agent and Collateral Agent.

Mr. Johnson relates that Movie Gallery has 30 days from
April 21, 2008 to deliver its audited financials before an event
of default occurs under the DIP Credit Agreement.

Movie Gallery continues to work with its auditors to complete
the audit for fiscal year 2007, Mr. Johnson asserts.

                      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 Kurtzman 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 Court confirmed the Debtors' Second
Amended Chapter 11 Plan of Reorganization on April 9, 2008.  
(Movie Gallery Bankruptcy News Issue No. 26; Bankruptcy
Creditors' Service Inc.; http://bankrupt.com/newsstand/or  
215/945-7000)


MOVIE GALLERY: Gets 177 MG US & Hollywood Leases Rejected
---------------------------------------------------------
The Honorable Douglas O. Tice of the U.S. Bankruptcy Court for
the Eastern District of Virginia authorized Movie Gallery Inc.
and its debtor-affiliates to reject 177 unexpired non-
residential real property leases by Movie Gallery and Hollywood
Entertainment Corporation.

A complete schedule is available for free at:

             http://researcharchives.com/t/s?2b53

Counterparties and lessors under the rejected leases must file
claims arising from rejection damages by the later of:

  (a) 30 days after the entry of the Rejection Order; or
  (b) 30 days after the Effective Date of Lease rejection.

As reported in the Troubled Company Reporter on April 16, 2008,
the Debtors notified parties-in-interest that they will reject
around 320 leases nationwide.  Judge Tice previously directed
the Debtors to notify the landlords and parties-in-interest of
any lease abandonment to allow third parties to retrieve any
property deemed for abandonment prior to the effective dates of
lease rejection.

To beef up the profitability of the leases, the Debtors
generally attempted to negotiate rent concessions with
counterparties to the leases; however, the financial performance
under these leases remained either unprofitable or was projected
to be unprofitable in the future.

The Debtors explained that, as of the effective dates of
rejection, they are deemed to have abandoned any furniture,
fixtures, equipment, inventory and other personal property to
the leases without any administrative expense liability to their
landlords for rental charges or occupancy of the leased
premises.

The landlords may, in their sole discretion and without further
notice, dispose of any abandoned property without liability to
the Debtors or any third party claiming any interest to the
property.  To the extent applicable, the automatic stay is
modified to allow the disposition.

                      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 Kurtzman 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 Court confirmed the Debtors' Second
Amended Chapter 11 Plan of Reorganization on April 9, 2008.  
(Movie Gallery Bankruptcy News Issue No. 26; Bankruptcy
Creditors' Service Inc.; http://bankrupt.com/newsstand/or  
215/945-7000)


MOVIE GALLERY: Wants to Assume 3,060 Unexpired Property Leases
--------------------------------------------------------------
Movie Gallery Inc. and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Eastern District of Virginia
to assume 3,060 unexpired nonresidential real property leases as
of May 12, 2008, if the effective date of the Debtors' Second
Amended Joint Plan of Reorganization has not occurred by May 12.

The Debtors filed their schedule of executory contracts and
unexpired leases to be assumed as a supplement to their Plan.

The original deadline by which the Debtors must assume or reject
their Leases was Feb. 13, 2008.  Pursuant to Section
365(d)(4)(A) of the U.S. Bankruptcy Code and at the Debtors'
behest, the Court extended the Deadline through and including
May 13, 2008.

A complete list of the 3,060 Leases to be assumed as of May 12
is available at no charge at:

             http://researcharchives.com/t/s?2b51

                      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 Kurtzman 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 Court confirmed the Debtors' Second
Amended Chapter 11 Plan of Reorganization on April 9, 2008.  
(Movie Gallery Bankruptcy News Issue No. 26; Bankruptcy
Creditors' Service Inc.; http://bankrupt.com/newsstand/or  
215/945-7000)


RESIDENTIAL CAPITAL: Posts US$859MM Net Loss in 2008 First Qtr.
---------------------------------------------------------------
Residential Capital LLC reported a net loss of US$859 million
for the first quarter of 2008, compared to a net loss of
US$910 million in the year-ago period.  The aggressive actions
taken to reduce risk and rationalize the cost structure have
favorably affected results in the U.S. residential finance
business.  These improvements, however, were offset by
significant deterioration in international operations.  Results
in the quarter are attributable to market- driven valuation
adjustments on mortgage loans held for sale, real estate assets
and mortgage related investment securities.  Partially
offsetting these losses was a US$480 million gain recognized
from the retirement of US$1.2 billion (face value) of debt.

ResCap's U.S. residential finance business experienced improved
results in the first quarter 2008, compared to the prior year.  
Prime conforming loan production increased to US$15.4 billion in
the first quarter of 2008, versus US$9.6 billion in the year-ago
period, the servicing portfolio posted strong results and
operating expense targets were achieved.  Deterioration in the
mortgage market continues, however, driving increased charge-
offs, lower valuations and higher cost of funds.

The international mortgage business experienced a significant
decline in the first quarter 2008 related to illiquidity in the
global capital markets and weakening consumer credit in certain
markets.  This environment drove significant realized and
unrealized losses in mortgage loans held for sale and investment
securities.  As a result, ResCap has reduced the size of its
balance sheet and limited production of mortgages in overseas
markets to only those products with market liquidity.  The
business lending operation also experienced continued pressure
in the first quarter related to the decline in home sales and
residential real estate values.

Earlier this month, ResCap disclosed additional restructuring
efforts in its international business aimed to further reduce
the cost structure and change the business model to reflect
current market conditions.  In the U.K., approximately 280
positions will be eliminated and mortgage origination activity
will be reduced.  In Continental Europe, ResCap has suspended
all new mortgage originations and refocused the business on
asset management activities.

As expected, ResCap has significant near-term liquidity
requirements, which include approximately US$4 billion in
unsecured and US$13 billion in secured debt maturities through
the remainder of 2008.  To meet these requirements, management
is actively pursuing various alternatives including: potential
secured funding to be provided by GMAC, ongoing and potential
utilization of available committed lines of credit, the
liquidation of certain assets, the extension of maturities and
the refinancing or modification of our existing indebtedness.  
These efforts are ongoing and have not yet been completed.

"Continued volatility in the capital and credit markets put
pressure on first quarter results," GMAC Chief Executive Officer
Alvaro de Molina said.  "While the actions we have taken to date
to reduce risk, reduce leverage and streamline the cost
structure have produced results, there is still more to do to
stabilize ResCap and position the overall company for profitable
growth.  Moving through this unprecedented market environment
clearly requires endurance, and liquidity is the key enabler.  
GMAC has made prudent liquidity management a top priority
including holding high levels of cash, expanding the use of GMAC
Bank and working with our banking partners on an approach to
renew bank facilities."

Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit  
of GMAC Financial Services, which is in turn wholly owned by
GMAC LLC.  Rescap reported equity of US$6.0 billion at Dec. 31,
2007.  ResCap has operations in Mexico.

                          *     *    *

As reported in the Troubled Company Reporter-Latin America on
April 29, 2008, Standard & Poor's Ratings Services lowered its
ratings on Residential Capital LLC to 'CCC+' from 'B' following
the announcement that two independent board members have
resigned.  S&P also placed Residential Capital LLC's ratings on
CreditWatch with negative implications.  At the same time, S&P
lowered its ratings on GMAC LLC, parent company of Residential
Capital LLC, to 'B' from 'B+'.  The outlook on GMAC remains
negative.




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

HOME INTERIORS: Seeks Relief Under Chapter 11 in Dallas
-------------------------------------------------------
Home Interiors & Gifts, Inc. voluntarily filed a petition under
Chapter 11 of the U.S. Bankruptcy Code to reorganize the
company's business operations and restructure its debt.  The
petition was filed in the U.S. Bankruptcy Court for the Northern
District of Texas, Dallas Division.

The company's foreign affiliates -- including Home Interiors de
Mexico, S de RL de CV; Home Interiors Services de Mexico, S.A.
De CV; and Home Interiors and Gifts of Canada, Inc. -- and its
wholly-owned subsidiary, Domistyle, Inc., are not a part of the
filing and will continue operating outside of the Chapter 11
reorganization.

Home Interiors is conducting normal business operations and is
focused on continuing to serve its decorating consultants and
directors and to returning the business to financial health and
profitability.  As provided for under the Bankruptcy Code, Home
Interiors expects to pay suppliers in full and under normal
conditions for all goods and services provided after today's
filing.  The company also expects to continue to compensate
employees and decorating consultants as usual, upon approval by
the Court of a motion filed concurrent with the Chapter 11
petition.

Home Interiors will work with its constituencies to execute
its reorganization plans with approval of the Court, and exit
bankruptcy as expeditiously as possible.  With debtor-in-
possession financing, the company will have greater financial
flexibility and sufficient liquidity to meet its obligations
during the Chapter 11 process.

Dick Lindenmuth, chief restructuring officer, said, "Home
Interiors, as well as other representative/direct sales
companies, has experienced declining sales volume in the United
States in the past decade, offset somewhat by increased sales in
Mexico and Puerto Rico.  Initiatives the company launched to
spur sales and reduce costs in recent years were not sufficient
to maintain financial health in the current operating
environment.

"The board of directors believes the Chapter 11 process is the
most prudent course at this time to enable the company to
restructure its debt and align its cost structure with revenues.  
We expect to emerge from Chapter 11 with an improved balance
sheet and streamlined business operations that will provide a
foundation for future success.

"In addition, it is important to recognize the critical role our
decorating consultants and employees have played in the history
of this company and will play in our future success.  Our
100,000 consultants are the backbone of the company. We deeply
appreciate their loyalty and hard work.  We also appreciate our
customers and suppliers for their support during this process,"
said Mr. Lindenmuth.

Headquartered in Carrollton, Texas, Home Interiors & Gifts Inc.
-- http://www.homeinteriors.com/-- sells home accessories in  
North America.  The company is a member of the Direct Selling
Association and markets exclusive home decoration products
through its independent decorating consultants in the United
States, Puerto Rico, Mexico and Canada.


HOME INTERIORS: Case Summary & 61 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Home Interiors & Gifts, Inc.
             1649 W. Frankford Road
             Carrollton, TX 75007

Bankruptcy Case No.: 08-31961

Debtor-affiliates filing separate Chapter 11 petitions:

        Entity                                     Case No.
        ------                                     --------
        Dallas Woodcraft Co., LLC                  08-31960
        DWC GP, LLC                                08-31963
        Titan Sourcing, LLC                        08-31964
        Laredo Candle Co., LLC                     08-31965
        Home Interiors de Puerto Rico, Inc.        08-31967
        HIG Holdings, LLC                          08-41855

Type of Business: The Debtors manufacture, import and distribute
                  of indoor and outdoor home decorative
                  accessories.  Types of home decor accessories
                  include framed artwork and mirrors, scented
                  candles, candle accessories, plaques,
                  figurines, planters, artificial floral
                  arrangements, wall shelves, sconces, small
                  furniture, tableware and table accessories.
                  See http://www.homeinteriors.com/  

Chapter 11 Petition Date: April 29, 2008

Court: Northern District of Texas (Dallas)

Judge: Stacey G. Jernigan

Debtors' Counsel: Andrew E. Jillson, Esq.
                  Email: ajillson@hunton.com
                  Cameron W. Kinvig, Esq.
                  Email: ckinvig@hunton.com
                  Lynnette R. Warman, Esq.
                  Email: lwarman@hunton.com
                  Michael P. Massad, Jr., Esq.
                  Email: mmassad@hunton.com
                  Hunton & Williams, LLP
                  1445 Ross Ave., Ste. 3700
                  Dallas, TX 75202-2799
                  Tel: (214) 468-3340, (214) 979-2968,
                       (214) 468-3393, (214)979-3013
                  Fax: (214) 979-3963, (214) 855-3599
                  http://www.hunton.com/

Home Interiors & Gifts, Inc's Financial Condition:

Estimated Assets: US$100 million to US$500 million

Estimated Debts:  US$100 million to US$500 million

A. Home Interiors & Gifts, Inc's 20 Largest Unsecured Creditors:

  Entity                      Nature of Claim       Claim Amount
  ------                      ---------------       ------------
UPS-SCS                        trade debt            
US$2,044,553
Attn: Bret Hulstine, Accounts
Receivable
12380 Morris Rd. 4th Fl.
Alpharetta, GA 30005
Tel: (623) 572-5338
Fax: (623) 561-5022

Federal Express Corp.          trade debt            
US$1,432,952
Attn: David Sandman
1020 Country Club
Rockwell, TX 75087
Tel: (972) 772-8007

Gaylod Opryland                trade debt            
US$1,432,473
Attn: Dusty Watts
2800 Orpyland Drive
Nashville, TN 37214
Tel: (615) 871-6486
Fax: (615) 871-6942

Meredith Corp.                 trade debt/royalty    
US$1,266,776
Attn: David Johnson            agreement
P.O. Box 730148
Dallas, TX 75373-0148
Tel: (515) 284-36574
Fax: (515) 284-3182

Asia Gift Specialty, Ltd.      trade debt            
US$1,033,050
Attn: John Huang
29/F Block A Shen Fang Plaza
Ren Min Nan Road
Shen Zhen 518001
Tel: (86) 139 0245 3051

Rethink All Media              trade debt            US$649,196
Attn: Miller Crow
2717 McKinney Ave.
Dallas, TX 75204
Tel: (214) 720-6095
Fax: (214) 720-0355

EA Dion, Inc.                  trade debt            US$405,878
Attn: Linda Sullivan
33 Franklin McKay Rd.
P.O. Box 2098
Attleboro, MA 02703-4625
Tel: (508) 222-9662
Fax: (508) 222-8418

Upper Canada Soap & Candle     trade debt            US$377,405
Makers
Attn: Marg Persaud
1510A Caterpillar Road
Mississauga, ON L4X 2W9
Tel: (905) 897-1710
Fax: (905) 897-6604

Direct Export, Inc.            trade debt            US$339,411
Attn: Steven Rusaw
925 22nd St., Ste.116
Plano, TX 75074
Tel: (972) 881-0055
Fax: (972) 423-4627

Freeman Decorating Co.         trade debt            US$311,677
Attn: Heather Chapman
P.O. Box 650036
Dallas, TX 75265-0036
Tel: (214) 634-1463
Fax: (214) 634-2221

ColorDynamics                  trade debt            US$260,254
Attn: Chris Wingo
P.O. Box 975131
Dallas, TX 75397-5131
Tel: (972) 390-6500

Commonwealth Soap & Toiletries trade debt            US$253,464
Attn: Julie Bergeron
661 Quequechan St.
Fall River, MA 02721
Tel: (508) 536-2102

Sue Gragg Precious Jewels      trade debt            US$250,369
Attn: Sue Gragg
P.O. Box 25244
Dallas, TX 75225
Tel: (214) 630-1422
Fax: (214) 522-9029

The Thomas Kinkade Co.         royalty agreement     US$250,000
Attn: Royalty Payments (Rosa
Quezada)
P.O. Box 49253
San Jose, CA 95161-9253
Tel: (800) 366-3733
Fax: (408) 201-5681

Weaver Manufacturing Co.       trade debt            US$214,374

International Art Enterprise   trade debt            US$169,262

On The Edge Designs, Ltd.      trade debt            US$168,882

Dell Marketing, L.P.           trade debt            US$148,930

H.T. Ardinger & Sons Co.       trade debt            US$147,031

R&J Creative Images, Inc.      trade debt            US$145,588

B. Dallas Woodcraft Co., LLC's 20 Largest Unsecured Creditors:

  Entity                      Nature of Claim       Claim Amount
  ------                      ---------------       ------------
Green Bay Packaging, Inc.      trade debt            US$255,679
Attn: Ben McCarthy
P.O. Box 99006
Fort Worth, TX 76199
Tel: (817) 551-1934
Fax: (817) 568-1153

Prime Hardwoods                trade debt            US$229,786
Attn: Don Vann
407 S. Haskell
Dallas, TX 75226
Tel: (210) 618-8411
Fax: (214) 370-8066

Crescent Cardboard Co., LLC    trade debt            US$152,556
Attn: Jeremy Cooper
33633 Treasury Center
Chicago, IL 60694-3600
Tel: (847) 537-3984
Fax: (847) 5837-7153

Chemical Coating, Inc.         trade debt            US$113,049

Crown Roll Leaf, Inc.          trade debt            US$58,369

Newark America                 trade debt            US$53,457

Janpak, Inc.                   trade debt            US$51,830

Signature Mouldings            trade debt            US$51,537

Cardinal FG                    trade debt            US$49,279

Aetna Glass Co.                trade debt            US$46,093

Polyair Corp.                  trade debt            US$42,561

Print Art                      trade debt            US$28,849

Softbrands Manufacturing       trade debt            US$28,686

Finch Industries               trade debt            US$22,150

Specialty Coating              trade debt            US$15,226

Best Press                     trade debt            US$14,773

Dallas Discont Pallets, Inc.   trade debt            US$13,120

Packaging Corp. of America     trade debt            US$11,647

Progressive Packaging          trade debt            US$11,455

Premier Die Cutting            trade debt            US$11,233
Manufacturing

C. DWC GP, LLC does not have any creditors who are not insiders.

D. Titan Sourcing, LLC's Largest Unsecured Creditor:

  Entity                      Nature of Claim       Claim Amount
  ------                      ---------------       ------------
Shenzhen Wan Xun Zi Kong Co.   trade debt            US$17,765
Attn: Blocks A to D,
No. 7 Bldg.
Nan You Tian An Gong Ye Cun
Deng Liang Road
Nonshan District
Shenzhen, Peoples Republic of
China

E. Laredo Candle Co., LLC's 20 Largest Unsecured Creditors:

  Entity                      Nature of Claim       Claim Amount
  ------                      ---------------       ------------
Masterank America, Inc.        trade debt            US$544,982
Attn: Rick Nelson
2 Corporate Plaza Dr.,
Ste. 125
Newport Beach, CA 92660
Tel: (630) 871-1095
Fax: (949) 719-9868

Tricorbraun                    trade debt            US$386,609
Attn: Rick Prickett
8118 Interchange Parkway
San Antonio, TX 78218
Tel: (210) 666-7000
Fax: (210) 666-7050

Staff Force, Inc.              trade debt            US$249,579
Attn: Luis Valdez
P.O. Box 970817
Dallas, TX 75397-0817
Tel: (956) 337-2386
Fax: (956) 712-1072

Danhil Containers II, Ltd.     trade debt            US$233,794

Agilex Flavors & Fragrances    trade debt            US$195,591

Klabin Fragrances              trade debt            US$166,413

Anchor Hocking                 trade debt            US$137,681

D&F Distributing               trade debt            US$57,786

Cargill Nature Wax             trade debt            US$39,811

Unilink Transportation, Inc.   trade debt            US$35,750

Venture Corp.                  trade debt            US$25,058

Stimpson                       trade debt            US$23,232

Bates Container, Inc.          trade debt            US$22,811

Baker Petrolite Polymers Div.  trade debt            US$20,702

Labels Unlimited               trade debt            US$20,420

Wamel Commercial, Inc.         trade debt            US$19,430

Transnet                       trade debt            US$18,715

Oriental Aromatics, Inc.       trade debt            US$18,456

D&L Entertainment Services     trade debt            US$17,523

Professional Packaging Systems trade debt            US$16,823

F. Home Interiors de Puerto Rico, Inc. does not have any
creditors
   who are not insiders.

G. HIG Holdings, LLC  does not have any creditors who are not
   insiders.


PATHEON INC: Undertakes Series of Events on Restructuring Plan
--------------------------------------------------------------
Patheon Inc. completed the sale of its York Mills facility
located in Toronto, Canada, for US$12.3 million effective
April 15, 2008.

The agreement to sell the facility was entered into on Dec. 31,
2007 as part of Patheon's global network restructuring plan.  
Patheon is currently in the process of transferring all
commercial production and development services undertaken at its
York Mills facility to, primarily, its Whitby facility, with a
smaller portion of activity being transferred to the company's
Mississauga and Cincinnati facilities.  This is primarily
intended to improve capacity utilization and profitability at
the continuing Canadian sites.

Patheon is de-commissioning the York Mills facility and has
leased back the facility for up to two years in order to
facilitate this process.

"We are pleased that we have completed another step in our
global restructuring plan and are now focused on consolidating
our resources at Whitby and improving our productivity in our
Canadian Operations," Wes Wheeler, chief executive officer,
said.

On Feb. 19, 2008, Patheon Inc. reported changes in the roles of
several of the company's senior executives.

Nick DiPietro has now assumed the role as executive vice-
president, corporate development and has relinquished his
responsibilities as president and chief operating officer of
Patheon.  Clive Bennett, former President has assumed the role
of chief technical officer, reporting to Wes Wheeler shief
executive officer.  Steve Liberty is appointed senior vice-
president, operations, Canada and USA.  These posts were
effected March 1, 2008.

                     About Patheon Inc.

Headquartered in Mississauga, Ontario, Patheon Inc. (TSX: PTI)
-- http://www.patheon.com/-- provides drug development and   
manufacturing services to the international pharmaceutical
companies located primarily in North America, France, Italy, the
United Kingdom and Japan.  The company has operations in Puerto
Rico.  It produces both prescription and over-the-counter drugs
for its clients.  Patheon provides manufacturing services for a
range of products in many dosage forms and packaging, such as
compressed tablets, hard-shell capsules, liquids and powders
filled in ampoules, vials, bottles or pre-filled syringes. The
pharmaceutical development services provided by Patheon include
dosage form development services, scale-up and technology
transfer services, and manufacturing of pilot batches of drugs.


PATHEON INC: Moody's Holds B2 Rating; Changes Outlook to Neg.
-------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family
Rating of Patheon Inc. and changed the ratings outlook to
negative from stable.  Moody's also revised the rating on the
US$75 million secured asset based revolver to Ba3 from B1 in
accordance with Moody's Asset-Based Loan Rating Methodology and
reflecting Moody's belief that the instrument would have very
good recovery in a distressed scenario.  The B1 rating on the
US$150 million senior secured term loan B remains unchanged.

The negative outlook reflects risks associated with the
company's continued restructuring program and Moody's
uncertainty regarding the company's ability to improve
profitability and sustain meaningful free cash flow.  If the
company does not begin to demonstrate meaningful improvement in
operating cash flow generation by late 2008, there could be
further pressure on the ratings.

The B2 Corporate Family Rating is constrained by the weak
operating performance that Patheon has demonstrated over the
last several years, partly due to the underperformance of three
Puerto Rican facilities acquired in 2005.  The company continues
to make efforts to restructure the business, diversify its
revenue base and improve profitability.  The ratings are also
constrained by the risks inherent in the business, including
loss of revenues due to generic competition, product approval
delays and client repatriation of products.

The ratings are supported by the company's leading market
position in the pharmaceutical contract manufacturing arena
which has high barriers to entry and longer-term favorable
industry fundamentals.  The ratings are also supported by the
company's relatively modest financial leverage and good near-
term liquidity and interest coverage.

Affirmed:

  -- Corporate Family Rating, B2

  -- Probability of Default Rating, B2

Instrument Ratings Revised:

  -- US$75 million Senior Secured Asset Based Revolver, to Ba3
     (LGD3, 32%) from B1, (LGD3, 37%)

  -- US$150 million Senior Secured Term Loan B, to B1 (LGD3,
     34%) from B1 (LGD3, 37%)

The ratings outlook was changed to negative from stable.


W HOLDING: Nasdaq to Suspend Trading, Delist Pref. Securities
-------------------------------------------------------------
W Holding Company, Inc., the financial holding company for
Westernbank Puerto Rico, said that The Nasdaq Stock Market will
suspend trading in the company's Series B, C, D, E, F, G and H
preferred securities effective as of the opening of business on
April 30, 2008, and will move to delist the company's preferred
securities thereafter.

This action by The Nasdaq Stock Market relates to the company's
failure to file its Annual Report on Form 10-K for the year
ended Dec. 31, 2007, and its Quarterly Reports on Form 10-Q for
the quarters ended June 30, 2007 and Sept. 30, 2007.  The
company was not able to timely file its periodic reports because
it has not completed its previously announced restatement of the
financial statements of the company for the year ended
Dec. 31, 2006, and for the quarters ended Sept. 30, 2006 and
March 31, 2007, for the correction of an error to recognize the
impact of adjustments resulting from the Inyx, Inc. loan
impairment over such periods.  The company is currently working
expeditiously to conclude the restatement.  At this time, the
company is not able to predict when it will complete the
restatement and file its periodic reports.

The company anticipates that its Series B, C, D, E, F, G and H
preferred securities will be quoted on the Pink Sheet Electronic
Quotation Service automatically and immediately after The Nasdaq
Stock Market suspends trading.

W Holding Company, Inc. (NYSE: WHI) -- http://www.wholding.com.
-- is the financial holding company for Westernbank Puerto Rico,
the second-largest commercial bank in Puerto Rico, based on
total assets, operating through 56 full-fledged branches,
including 20 Expresso of Westernbank branches), including 33 in
the southwestern region of Puerto Rico, 7 in the northeastern
region, 14 in the San Juan Metropolitan area and 2 in the
eastern region of Puerto Rico, and a fully functional banking
site on the Internet.  W Holding also owns Westernbank Insurance
Corp., a general insurance agent placing property, casualty,
life and disability insurance, whose results of operations and
financial condition are reported on a consolidated basis.

                         *      *      *

As reported in the Troubled Company Reporter-Latin America on
April 11, 2006, W Holding Company, Inc. received on
April 5, 2006, a notice from The Nasdaq Stock Market indicating
that the company's Series B, C, D, E, F, G and H preferred
securities are subject to potential delisting from The Nasdaq
Stock Market as a result of company's inability to file its
Annual Report on Form 10-K for the fiscal year ended
Dec. 31, 2005, on time, as required under Marketplace Rule
4310(c)(14).



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

CITGO PETROLEUM: Net Income Drops to US$1.59 Billion in 2007
------------------------------------------------------------
Citgo Petroleum Corp. told Bloomberg News that net income
decreased US$189.7 million, or 11%, to US$1.59 billion in 2007,
compared to 2006.

Bloomberg relates that Citgo Petroleum sold fewer assets in
2007, compared to 2006.

According to Citgo Petroleum, its sales declined by
US$10.3 billion, or 21%, to US$39 billion in 2007, from 2006,
because the firm broke off motor fuel sales to filling stations
in the central U.S.

Citgo Petroleum told Bloomberg that gains from asset sales
dropped 41% to US$847.7 million in 2007, compared to 2006.

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).


HARVEST NATURAL: Holds 1st Qtr. 2008 Earnings Conference Today
--------------------------------------------------------------
Harvest Natural Resources, Inc. will release its 2008 first
quarter operational and financial results before the market
opens on May 1, 2008.

The company will hold a conference call at 10:00 a.m. Central
Time on May 1, during which management will discuss Harvest
Natural's 2008 first quarter results.  The conference leader
will be President and Chief Executive Officer, James A.
Edmiston.

To access the conference call, dial 785-424-1055, conference ID:
Harvest, five to ten minutes prior to the start time.  A
recording of the conference call will also be available for
replay at 402-220-0871 until May 9, 2008.

Harvest Natural Resources, Inc. (NYSE: HNR) --
http://www.harvestnr.com/--  is an independent energy company        
engaged in the acquisition, exploration, development, production
and disposition of oil and natural gas properties.  The company
has acquired and developed significant interests in the
Venezuela, Russia and has also undeveloped acreage offshore of
China.  The company's only producing assets are in Venezuela.  
Its subsidiary, Harvest Vinccler S.C.A. has been providing
operating services to Petroleos de Venezuela SA (PDVSA).

                        *     *     *

As reported in December 2007, Harvest Natural Resources said in
a statement that it incurred a US$6.5 million loss in the first
quarter 2007, and a net loss of US$62.5 million as of
Dec. 31, 2006.

Moody's Investors Service Upgraded the company's senior implied
rating to Caa1 from Caa2 in September 2004.  The rating still
hold to date.


PETROLEOS DE VENEZUELA: Complex & Plants Unaffected by Blackout
---------------------------------------------------------------
Petroleos de Venezuela SA's Paraguana refining complex and the
Amuay and Cardon plants weren't affected by a power outage that
left almost half of Venezuela in the dark, Dow Jones Newswires
reports, citing an unnamed worker.

The worker told Dow Jones that output at the plants continued
normally due in part to their electricity units that got
activated during the blackout.

According to Dow Jones, Amuay and Cardon handle most of the
crude processed into fuel in Venezuela.  

The power failure was due to problems with two regional
electricity transmission systems, Dow Jones states, citing
government authorities.

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 reported in the Troubled Company Reporter-Latin America on
April 28, 2008, Standard & Poor's Ratings Services affirmed its
'BB-' long-term corporate credit rating on Petroleos de
Venezuela S.A.  S&P said the outlook is stable.



                            ***********


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 E. Tecarro, Sheryl Joy P. Olano,
Rizande de los Santos, and Pamella Ritah K. Jala, Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.

The TCR Latin America subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
subscription information, contact Christopher Beard at
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           * * * End of Transmission * * *