TCRLA_Public/080515.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 15, 2008, Vol. 9, No. 96

                            Headlines


A R G E N T I N A

BANCO SANTANDER: Net Profit Increases to ARS179MM in 1st Quarter
COLEGIO SAINT JEAN: Trustee Verifies Claims Until May 30
FORD MOTOR: Urges Shareholders to Take No Action on Tender Offer
GRAN TIERRA: To Restate Financial Statements in 10-K Form Filing
OR MAZAL: Trustee Verifies Proofs of Claim Until July 1

ROSAC SA: Trustee to File Individual Reports in Court on Sept. 3
SOLVING SRL: Proofs of Claim Verification Deadline Is July 10
THOMAS 1151: Proofs of Claim Verification Deadline Is July 8


B E R M U D A

INTELSAT LTD: Inks Deal With Romantis to Expand Ku-band Services
REFCO INC: Refco Commodity Management Files Liquidation Plan
REFCO INC: June 12 Confirmation Hearing on Refco Commodity Plan
REFCO INC: RCMI to Assign Partnership Stake to IDS Futures
REFCO INC: Credit Suisse et al. Also Want Classified Documents


B O L I V I A

COEUR D'ALENE: RBC Capital Keeps Sector Perform Rating on Firm


B R A Z I L

AMBAC FINC'L: May Be Hit by Sinking 2nd Lien RMBS, Moody's Says
AMERICA LATINA: Consolidated EBITDAR Up to BRL240.2MM in 1Q 2008
BANCO NACIONAL: Reduces Production Development Policy Financing
BANCO PANAMERICANO: Net Profit Rises to BRL70.3MM in 1st Quarter
CAMARGO CORREA: Registers to Bid for Jirau Hydro Plant

CENTRAIS ELECTRICAS: S&P Ups B- Corporate Credit Rating to B
CIA. ENERGETICA: Net Profit Increases to BRL56.5MM in 1st Qtr.
GENERAL MOTORS: May Use US$7 Bln Undrawn Loans Upon Biz Downturn
GOL LINHAS: VRG Inks Interline Agreement With Copa Airlines
TELEMIG CELULAR: Vivo Buys Firm's Preferred Shares for US$315MM

USINAS SIDERURGICAS: Says U.S. Economic Lag Won't Affect Brazil


C A Y M A N  I S L A N D S

ANN FUNDING: Will Hold Final Shareholders Meeting on May 16
ARSAGO QUANT: Deadline for Proofs of Claim Filing Is May 16
ARSAGO QUANT: Will Hold Final Shareholders Meeting on May 16
ARSAGO GLOBAL: Proofs of Claim Filing Deadline Is Until May 16
ARSAGO GLOBAL: To Hold Final Shareholders Meeting on May 16

CONSOLIDATED FINANCIAL: Final Shareholders Meeting Is on May 16
EASTERN PROMISE: To Hold Final Shareholders Meeting on May 16
GLOBAL ALPHA: Will Hold Final Shareholders Meeting on May 16
HONG KONG PROPERTY: To Hold Final Shareholders Meeting on May 16
MUTSUKI GLOBAL: Will Hold Final Shareholders Meeting on May 16

MACQUARIE INTERNATIONAL: Final Shareholders Meeting is on May 16
MERLIN BIOMED: Will Hold Final Shareholders Meeting on May 16
MERLIN BIOMED OFFSHORE: Final Shareholders Meeting Is on May 16
MERLIN BIOMED ROUND: Final Shareholders Meeting Is on May 16
REX FUNDING: Proofs of Claim Filing Deadline Is Until May 16

SAGAMINO GLOBAL: Sets Final Shareholders Meeting for May 16
WESKAT LTD: Will Hold Final Shareholders Meeting on May 16


C H I L E

CODELCO: Supreme Court Ruling May Give Rise to Another Strike
LOUISIANA-PACIFIC: Masisa Sells 75% of Brazilian Plant To Unit


C O L O M B I A

BRIGHTPOINT INC: Okays Proposals During Shareholders' Meeting
CHIQUITA BRANDS: Paid Terrorists to Save Workers, CEO Says
ECOPETROL SA: Expects to Finish ADR Listing on NYSE in 4th Qtr.


C O S T A  R I C A

SIRVA INC: Emerges from Chapter 11 Protection in New York
SIRVA INC: Will No Longer Proceed with Public Offering Plan
SIRVA INC: 360networks Panel May Get $1.5MM in Preference Action


D O M I N I C A N   R E P U B L I C

PRC LLC: Committee Can Employ Halperin Battaglia as Counsel


E C U A D O R

PETROECUADOR: To Build Refinery in Petroleos de Venezuela JV


J A M A I C A

CASH PLUS: Keven Bandoian Presents Firm's Status Report
NATIONAL COMMERCIAL: In Danger of Prosecution Because of Olint
SUGAR COMPANY: Unions Want to Hold Meeting for Divestment Update


M E X I C O

BLUE WATER: Files Chapter 11 Plan, Mulls Sale of Business
BLUE WATER: Classification and Treatment of Claims Under Plan
BLUE WATER: Court Sets Plan Confirmation Hearing on June 18
BLUE WATER: Clarifies Objections to Proposed Incentive Payments
CABLEMAS SA: COFECO Approves Televisa Long-Term Notes Conversion

CLEAR CHANNEL: Buyer & Banks Settle Funding Dispute, Report Says
FRONTIER AIRLINES: Allowed to Hire Epiq Bankr. as Claims Agent
FRONTIER AIRLINES: Can Hire Faegre & Benson as Special Counsel
HIGH ARCTIC: Gets May 30 Extension to Meet Loan Covenants


N I C A R A G U A

INFINITY ENERGY: Has Until May 31 to Cure Loan Pact Defaults


P A N A M A

CHIQUITA BRANDS: To Sell Atlanta AG to UNIVEG for US$85 Million


P A R A G U A Y

* PARAGUAY: Moody's B3 Currency Rtngs Constrained By Low Economy


P U E R T O  R I C O

COLEGIO CORAZON: Case Summary & Nine Largest Unsecured Creditors
DORAL FINANCIAL: Incurs US$2.3 Million in Quarter Ended March 31
HOME INTERIORS: Taps Hunton & Williams as Lead Counsel
HOME INTERIORS: Wants to Hire Rochelle Hutcheson as Counsel
HOME INTERIORS: Wants to Hire Boulder as Biz Consultant & CRO


V E N E Z U E L A

PETROLEOS DE VENEZUELA: Signs 5 Energy Deals With Galp Entergia
PETROLEOS DE VENEZUELA: Forms Joint Venture With Petroecuador
PETROLEOS DE VENEZUELA: JV With CNPC to Boost Output in 3 Mos.


                         - - - - -


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

BANCO SANTANDER: Net Profit Increases to ARS179MM in 1st Quarter
----------------------------------------------------------------
Banco Santander Rio S.A.'s net profit increased 87% to
ARS179 million in the first quarter 2008, compared to the first
quarter 2007.

Business News Americas relates that Banco Santander's first
quarter 2008 result was the first in a long time not to be
negatively affected by legal injunctions, know as amparos in
Brazil.  Banco Santander finished amortizing those in December
2007.

BNamericas notes that Banco Santander's operating profit rose
20% to ARS271 million in this year's first quarter, compared to
last year's first quarter.  Banco Santander increased lending
and other financing to the private sector by 37.8% to
ARS12.1 billion in the 12 months ended March 2008, from the
previous period.  Its non-performing loan ratio was 0.88%.  
Financing for small and medium-sized enterprises increased
49.8%.  Consumer, auto, and mortgage lending to individuals rose
a combined 39.4%.

According to BNamericas, demand and time deposits totaled
ARS9.54 billion and ARS6.07 billion respectively in March 2008,
from ARS6.59 billion and ARS6.41 billion in March 2007.  

Banco Santander had ARS22.6 billion in assets and
ARS1.96 billion in equity, BNamericas states.

Banco Santander Rio S.A. is headquartered in Buenos Aires,
Argentina.  The bank had ARS$16.2 billion (US$5.3 billion) in
total assets and ARS$12.6 billion (US$4.1 billion) in deposits
as of December 2006.

                        *     *     *

On Nov. 13, 2007, Moody's said that Banco Santander Rio S.A.'s
long term foreign currency deposit rating of Caa1 is limited by
the country ceiling for foreign currency deposits.  Banco
Santander Rio's B2 foreign currency debt program is based on the
bank's Ba1 global local currency deposit rating.


COLEGIO SAINT JEAN: Trustee Verifies Claims Until May 30
--------------------------------------------------------
Estudio Tacsir, Goldemberg, Eidelman y Asociados -- the court-
appointed trustee for
Colegio Saint Jean Asociacion Civil's reorganization proceeding
-- will be verifying creditors' proofs of claim until May 30,
2008.

Estudio Tacsir 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 Colegio Saint Jean 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 Colegio Saint Jean's
accounting and banking records will be submitted in court.

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

Creditors will vote to ratify the completed settlement plan
during the assembly on March 17, 2009.

The debtor can be reached at:

           Colegio Saint Jean Asociacion Civil
           Monroe 5352
           Buenos Aires, Argentina

The trustee can be reached at:

           Estudio Tacsir, Goldemberg, Eidelman y Asociados
           Corrientes 524
           Buenos Aires, Argentina


FORD MOTOR: Urges Shareholders to Take No Action on Tender Offer
----------------------------------------------------------------
The Board of Directors of Ford Motor Company recommended that
its stockholders take no action at this time in response to the
announcement by Tracinda Corporation that it has commenced a
tender offer to acquire up to 20 million shares of Ford's common
stock at a price of US$8.50 per share.

As reported in the Troubled Company Reporter on April 29, 2008,
Tracinda disclosed that it will make a cash tender offer for up
to 20 million shares of common stock of Ford at a price of
US$8.50 per share.  The offer price represents a 13.3% premium
over Ford's closing stock price of US$7.50 on April 25, 2008 and
a 38.7% premium over Ford's closing stock price on April 2,
2008, the day upon which Tracinda began accumulating shares in
the company.

The shares to be purchased pursuant to the offer represent
approximately 1% of the outstanding shares of Ford common stock.
Tracinda Corporation, of which Kirk Kerkorian is the sole
shareholder, currently owns 100 million shares of Ford common
stock, which represents approximately 4.7% of the outstanding
shares.  Tracinda's average cost for such shares is
approximately US$6.91 per share.  Upon completion of the offer,
Tracinda would beneficially own 120 million shares of Ford
common stock, or approximately 5.6% of the outstanding shares.

The company's Board said it will review and consider Tracinda's
offer and will advise stockholders of the Board's position
regarding the offer by May 22, 2008, as required under
applicable securities law.

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

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

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 31, 2008, Standard & Poor's Ratings Services said that the
ratings and outlook on Ford Motor Co. and Ford Motor Credit Co.
(both rated B/Stable/B-3) were not affected by Ford's
announcement of an agreement to sell its Jaguar and Land Rover
units to Tata Motors Ltd. (BB+/Watch Neg/--) for US$2.3 billion
(before US$600 million of pension contributions by Ford for
Jaguar-Land Rover).

As reported in the Troubled Company Reporter-Latin America on
Feb. 15, 2008, Fitch Ratings affirmed the Issuer Default Ratings
of Ford Motor Company and Ford Motor Credit Company at 'B', and
maintained the Rating Outlook at Negative.

In November 2007, Moody's Investors Service affirmed the long-
term ratings of Ford Motor Company (B3 Corporate Family Rating,
Ba3 senior secured, Caa1 senior unsecured, and B3 probability of
default), but changed the rating outlook to Stable from Negative
and raised the company's Speculative Grade Liquidity rating to
SGL-1 from SGL-3.  Moody's also affirmed Ford Motor Credit
Company's B1 senior unsecured rating, and changed the outlook to
Stable from Negative.  These rating actions follow Ford's
announcement of the details of the newly ratified four-year
labor agreement with the United Auto Workers.


GRAN TIERRA: To Restate Financial Statements in 10-K Form Filing
----------------------------------------------------------------
Gran Tierra Energy Inc. will restate the company's financial
statements for previously reported quarters ended March 31,
2007, June 30, 2007, and Sept. 30, 2007, and the years ended
Dec. 31, 2007 and 2006.

The company discovered a misclassification of accounts payable
and accrued liabilities resulting in a  misstatement of cash
flows from operating activities, with a  corresponding offset to
cash flows from investing activities.  The restatement will have
no effect on the previously reported net change in cash and cash
equivalents and no impact on previously reported consolidated
balance sheets or consolidated statements of operations and
accumulated deficit.  The company will file an amendment to its
annual report on Form 10-K for the year ended Dec. 31, 2007, to
reflect the restatement.

In the course of preparing its interim financial statements for
its quarterly report on Form 10-Q to be filed with the
Securities and Exchange Commission for the quarter ended
March 31, 2008, the company discovered the misclassification in
its 2007 interim financial statements for the previously
reported quarters ended March 31, 2007, June 30, 2007, and
Sept. 30, 2007, and annual financial statements for the years
ended Dec. 31, 2007 and 2006.  The company is in the process of
completing its assessment of this matter.

As a result, management and the audit committee have concluded
that the company's previously-filed financial statements for the
corresponding periods should not be relied upon.  The company
plans to file its Form 10-K/A containing its restated 2007 and
2006 financial statements, and reflecting the corrections to the
financial statements for the interim periods in 2007, on
May 12, 2008.

                     About Gran Tierra Energy

Headquartered in Calgary, Alberta, Canada, Gran Tierra Energy
Inc. (OTC BB: GTRE.OB) -- http://www.grantierra.com/-- is an   
international oil and gas exploration and production company,
incorporated and traded in the United States and operating in
South America.  The company holds interests in producing and
prospective properties in Argentina, Colombia and Peru.

At Dec. 31, 2007, the company's balance sheet showed total
assets of US$112.79 million, total long term liabilities of
US$36 million and total shareholders' equity of US$76.79
million.

                       Successive Net Losses

As reported in the Troubled Company Reporter on Jan. 4, 2008,
the company disclosed in the regulatory filing that it "has a
history of net losses."  The company said it expects to incur
substantial expenditures to further its capital investment
programs and the company's existing cash balance and cash flow
from operating activities may not be sufficient to satisfy its
current obligations and meet its capital investment commitments.

According to the company, its ability to continue as a going
concern is dependent upon obtaining the necessary financing to
acquire, explore and develop oil and natural gas interests and
generate profitable operations from its oil and natural gas
interests in the future.


OR MAZAL: Trustee Verifies Proofs of Claim Until July 1
-------------------------------------------------------
Cesar Stock, the court-appointed trustee for Or Mazal S.A.'s  
reorganization proceeding, will be verifying creditors' proofs  
of claim until July 1, 2008.

Mr. Stock will present the validated claims in court as  
individual reports on Aug. 27, 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 Or Mazal 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 Or Mazal's accounting  
and banking records will be submitted in court on Oct. 8, 2008.

Creditors will vote to ratify the completed settlement plan  
during the assembly on May 29, 2009.

The debtor can be reached at:

        Or Mazal S.A.
        Catamarca 221
        Buenos Aires, Argentina

The trustee can be reached at:

        Cesar Stock
        Corrientes 4149
        Buenos Aires, Argentina


ROSAC SA: Trustee to File Individual Reports in Court on Sept. 3
----------------------------------------------------------------
Carlos Grela, the court-appointed trustee for Rosac S.A.
Servicios Empresarios' reorganization proceeding, will present
the validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
Sept. 3, 2008.

Mr. Grela will be verifying creditors' proofs of claim until
July 8, 2008.  He will submit to court a general report
containing an audit of Rosac's accounting and banking records on
Oct. 15, 2008.

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


SOLVING SRL: Proofs of Claim Verification Deadline Is July 10
-------------------------------------------------------------
The court-appointed trustee for Solving S.R.L.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
July 10, 2008.

The trustee will present the validated claims in court as
individual reports on Aug. 16, 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 Solving 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 Solving's accounting
and banking records will be submitted in court on Oct. 10, 2008.

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


THOMAS 1151: Proofs of Claim Verification Deadline Is July 8
------------------------------------------------------------
Norberto Bonesi, the court-appointed trustee for Thomas 1151
SA's bankruptcy proceeding, will be verifying creditors' proofs
of claim until July 8, 2008.

Mr. Bonesi will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 12 in Buenos Aires, with the assistance of Clerk
No. 23, 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 Thomas 1151 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 Thomas 1151's
accounting and banking records will be submitted in court.

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

The trustee is also in charge of administering Thomas 1151's
assets under court supervision and will take part in their
disposal to the extent established by law.


The debtor can be reached at:

           Thomas 1151 SA
           Alvarez Thomas 1151
           Buenos Aires, Argentina

The trustee can be reached at:

           Norberto Bonesi
           J.B. Justo 5096
           Buenos Aires, Argentina



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

INTELSAT LTD: Inks Deal With Romantis to Expand Ku-band Services
----------------------------------------------------------------
Romantis GmbH, a European satellite capacity trader providing
satellite transmission services for European, African and Asian
markets, signed another multi-year, multi-transponder contract
for capacity on Intelsat Ltd.'s system to expand its service
offering into the CIS, EU and the Middle East.

Under the agreement, Romantis will receive Ku-band transponder
services on the Intelsat 15 satellite which will be located at
85 degrees East once launched in 2009.  Through its contract on
Intelsat 15, Romantis expects to set up a universal satellite
multimedia platform that will support a variety of applications,
including DTH broadcasting, IPTV service platforms, DVB-S2 SD
and HD distribution networks, as well as broadband services.

"The Intelsat 15 Ku-band coverage is perfectly designed to serve
the regions we operate in with a single uniform high-power
beam," said Kai Lauterujng, Managing Director of Romantis.  
"Through this agreement we have secured capacity that will
enable us to substantially expand our services and respond to
our customers’ strong demand for premium broadcast and broadband
services."

"Intelsat provides content service providers an infrastructure
allowing them to go into immediate operations and quickly
expand," said Jean Philippe Gillet, Intelsat’s Regional Vice
President, Europe & Middle East.  "Our Intelsat 15 satellite
will be a vital spacecraft within our fleet, providing content
providers video and data services for the Middle East, Indian
Ocean Regions and Russia."

                          About Romantis

Romantis specializes in providing full-time C- and Ku-band
satellite transmission services for European, African, the
Middle East and Asian markets.  Featuring the most advanced
satellite technology for audio, video and data transmission
technologies, Romantis offers various services ranging from
professional consultancy in network design up to complete
service provision including space and ground segments provision,
installation and maintenance of satellite networks.  Being a
European company and a universal satellite capacity trader,
Romantis is well positioned to have well established relations
with the major North American, European and Russian satellite
operators.

                       About Intelsat Ltd.

Headquartered in Pembroke, Bermuda, Intelsat, Ltd. --
http://www.intelsat.com/-- is the largest fixed satellite
service operator in the world and is owned by Apollo Management,
Apax Partners, Madison Dearborn, and Permira.  The company has a
sales office in Brazil.

Intelsat, Ltd.'s December 31 balance sheet showed total assets
of US$12,053,332, total liabilities of US$12,775,716 and
stockholders' deficit of US$722,384.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 19, 2008, Standard & Poor's Ratings Services lowered its
corporate credit rating on Bermuda-based Intelsat Ltd. to 'B'
from 'B+' and removed the ratings from CreditWatch.  S&P said
the outlook is stable.


REFCO INC: Refco Commodity Management Files Liquidation Plan
------------------------------------------------------------
On May 9, 2008, Refco Commodity Management, Inc., delivered to
the U.S. Bankruptcy Court for the Southern District of New York
its Chapter 11 Plan of Liquidation.  The RCMI Plan does not
require the solicitation of votes from claimants, as the claims
against it have been resolved pursuant to the terms of the
already effective Chapter 11 Plan of Refco, Inc.

RCMI is a wholly-owned subsidiary of Westminster-Refco
Management, LLC, an indirect, wholly-owned subsidiary of Refco,
Inc.  RCMI, formerly known as CIS Investments, Inc., currently
has no ongoing business operations and no employees, and does
not lease or own real property.  Its assets include cash on hand
as of the RCMI Petition Date on October 16, 2006, and
US$4,300,000 cash received from the liquidation of its assets.  
It owns no other property and holds no other interests.

RCMI was a commodity pool operator, registered with the the
Commodity Futures Trading Commission under the Commodity
Exchange Act, and was a member of the National Futures
Association.  
RCMI's primary businesses as of the Petition Date were serving
as the managing owner of the JWH Global Trust.  It was also co-
general partner of two public commodity pools, IDS Managed
Futures, L.P. and IDS Managed Futures II, L.P., along with IDS
Futures Corporation.

After the Petition Date, RCMI reviewed and analyzed, among other
things, (a) RCMI's equitable and financial interests in the
Trust and the IDS Pools, (b) RCMI's rights, duties and
obligations in connection with the Trust and the IDS Pools, (c)
the potential outcomes in the Debtors' Chapter 11 cases, and (d)
the best interests of the unit holders, the limited partners,
the Trust, and the IDS Pools.

RCMI determined it is its best interests to sell its interests
in the Trust and the IDS Pools, and assign its duties and
obligations as Managing Owner and as co-general partner, to a
qualified third party.  On October 12, 2006, RCMI, R.J. O'Brien
& Associates and R.J. O'Brien Fund Management, Inc.  entered
into an Asset Purchase Agreement providing for the purchase of
RCMI's interest as Managing Owner of the Trust.  RCMI received
approximately US$2,520,964 in cash at the closing of the sale.  
After the sale was consummated, RCMI redeemed its remaining
Units in the Trust and received approximately US$416,510 as a
result of the redemption.

RCMI continues to hold interests in the IDS Pools, and currently
holds 358.70 units in IDS I and 54.35 units in IDS II.  The IDS
Pools maintain a cash reserve with respect to the general
partner units and are holding approximately US$109,726 and
US$27,674 in cash with respect to RCMI's units IDS I and IDS II.  
RCMI previously acknowledged that it owed IDS I approximately
us$19,137 with respect to a redemption error made by RCMI in its
capacity as general partner of IDS I.

                       RCMI Plan Provisions

On the effective date of RCMI's Plan, (a) RCMI will be merged
with and into Refco Inc., with Refco Inc. as the surviving
entity, and (b) RCMI's Chapter 11 Case will be closed.

RCMI's Plan is based in large part on specific provisions set
forth in the Modified Joint Chapter 11 Plan of Refco Inc. and
Certain of its Direct and Indirect Subsidiaries, confirmed by
the Court on December 15, 2006.

There are four creditors that asserted five claims against RCMI.
One creditor holds an Allowed Impaired Claim under the Refco
Plan against RCM and has already received a Distribution under
the Refco Plan with respect to the claim, and another creditor
has settled and waived its claims in the Prior Debtors' and
RCMI's Chapter 11 cases.  The other two creditors do not have
direct claims against RCMI, but have asserted:

   (a) direct claims against the Prior Debtors, which claims are
       subject to pending claims objections filed by the Prior
       Debtors, and

   (b) indirect claims against RCMI to the extent that RCMI
       could be jointly and severally liable for the direct
       claims asserted against the Prior Debtors.

If any direct claim is ultimately allowed, however, the creditor
holding that claim would receive a Distribution under the Refco
Plan with respect to an Impaired Claim under the Refco Plan
against the Prior Debtors.  Accordingly, pursuant to the Refco
Plan, each of the claims currently asserted against RCMI  --
excluding the settled and waived claims -- either already is or
would be deemed to be subordinated to all other claims against
or equity interests in RCMI on the Contributing Non-Debtor
Affiliate Trigger Date for RCMI.  Moreover, all currently
asserted claims could be deemed to be released pursuant to the
Refco Plan on the Contributing Non-Debtor Affiliate Trigger Date
for RCMI if the RCM Trustee, with the consent of the Plan
Committee, deems any subordination to be a release.

The RCM Plan Administrator has advised RCMI that, if the
Bankruptcy Court approves the Disclosure Statement, the Plan
Committee has previously consented and the RCM Plan
Administrator would designate the Contributing Non-Debtor
Affiliate Trigger Date for RCMI to be the Effective Date of the
Plan and, to the extent necessary to ensure that RCMI winds up
its affairs and distribute its remaining property to Reorganized
Refco, deem the subordination of the claims currently asserted
against RCMI to be a release of the claims.

            Classification and Treatment of Claims

Robert I. Shapiro, RCMI's president, sole officer and director,
relates that the RCMI Plan provides for the classification and
treatment of claims and interests against RCMI:

                              Estimated               Estimated
   Class                         Amount   Treatment   Recovery
   -----                      ---------   ---------   ---------
   Administrative Claims           US$0   Unimpaired     100%

   Priority Tax Claims             US$0   Unimpaired     100%

   Class 1                         US$0   Unimpaired     100%
   Non-Tax Priority Claims

   Class 2                         US$0   Unimpaired     100%
   Secured Claims

   Class 3                         US$0   Unimpaired     100%
   General Unsecured Claims

   Class 4                 US$4,300,000   Unimpaired     100%
   Old Equity Interests

   Class 5                         US$0   Unimpaired       0%
   Subordinated Claims

On the Effective Date, each Holder of an Allowed Class 4 Old
Equity Interest will receive its Pro Rata share of the Remaining
Equity Distribution, in final satisfaction of that interest.

Holders of Class 5 Subordinated Claim will not be entitled to
any property or interest on account of their claims.  On the
Effective Date, all Subordinated Claims will be expunged.

RCMI believes that there are no Allowed Administrative Claims,
Allowed Priority Tax Claims, Allowed Non-Tax Priority Claims,
Allowed Secured Claims, and Allowed General Unsecured Claims in
their Chapter 11 cases.  However, on the Effective Date, each
holder of those claims, if any, will receive cash equal to the
unpaid portion of their claims.

           No Solicitation and Presumed Acceptances

RCMI is not soliciting acceptances of the Plan from any Holders
of Claims or Interests because there are no Impaired classes of
Claims or Interests in the Plan.  All Classes of Claims and
Interests are all Unimpaired by the Plan and, pursuant to
Section 1126(f) of the Bankruptcy Code, are presumed to have
accepted the Plan.

Specifically, although the Holders of Class 5 Subordinated
Claims will not receive any Distribution under the Plan, their
treatment is dictated by the Refco Plan.  Accordingly, the
Holders of Class 5 Subordinated Claims are not Impaired by the
Plan, and no solicitation of votes to accept or reject the Plan
is necessary under the circumstances.

            Motion to Approve Disclosure Statement

RCMI asks the Court to consider adequacy of the Disclosure
Statement accompanying the Plan.  Mr. Shapiro submits that the
Disclosure Statement is extensive and comprehensive.  It
contains descriptions and summaries of:

   (a) the Plan,
   (b) key events preceding RCMI's Chapter 11 cases,
   (c) claims asserted against RCMI's estate,
   (d) risk factors affecting the Plan,
   (e) a liquidation analysis regarding returns under Chapter 7,
   (f) financial information relevant to the Plan, and
   (g) federal tax law consequences of the Plan.

In addition, the Disclosure Statement was the subject of review
and comment by counsel for the Refco Plan Administrator and the
Plan Administrator for Refco Capital Markets, Ltd., and was
revised in response to their comments.

Accordingly, RCMI submits that the Disclosure Statement contains
adequate information within the meaning of Section 1125, and
should be approved.

A full-text copy of RCMI's Plan of Liquidation is available at
no charge at:

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

A full-text copy of the Disclosure Statement to RCMI's Plan of
Liquidation is available at no charge at:

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

                        About Refco

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products.  Refco is one of
the largest global clearing firms for derivatives.  The company
has operations in Bermuda.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its direct and indirect subsidiaries,
including Refco Capital Markets Ltd. and Refco F/X Associates
LLC, on Dec. 15, 2006.  That Plan became effective on
Dec. 26, 2006.

(Refco Bankruptcy News, Issue No. 81, Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


REFCO INC: June 12 Confirmation Hearing on Refco Commodity Plan
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
will hold a combined hearing on June 12, 2008, at 10:00 a.m., to
consider the approval of the disclosure statement and the
confirmation of the Chapter 11 Plan of Liquidation of Refco
Commodity Management, Inc.

Objections to the approval of the Disclosure Statement and the
confirmation of the Plan, are due on June 7, 2008, at 4:00 p.m.

Refco Commodity Management filed a Plan of Liquidation on May 9,
2008.

The RCMI Plan does not require the solicitation of votes from
claimants, as the claims against it have been resolved pursuant
to the terms of the already effective Chapter 11 Plan of Refco,
Inc.

RCMI is a wholly-owned subsidiary of Westminster-Refco
Management, LLC, an indirect, wholly-owned subsidiary of Refco,
Inc.  RCMI, formerly known as CIS Investments, Inc., currently
has no ongoing business operations and no employees, and does
not lease or own real property.  Its assets include cash on hand
as of the RCMI Petition Date on October 16, 2006, and
US$4,300,000 cash received from the liquidation of its assets.  
It owns no other property and holds no other interests.

RCMI was a commodity pool operator, registered with the the
Commodity Futures Trading Commission under the Commodity
Exchange Act, and was a member of the National Futures
Association.  RCMI's primary businesses as of the Petition Date
were serving as the managing owner of the JWH Global Trust.  It
was also co-general partner of two public commodity pools, IDS
Managed Futures, L.P. and IDS Managed Futures II, L.P., along
with IDS Futures Corporation.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products.  Refco is one of
the largest global clearing firms for derivatives.  The company
has operations in Bermuda.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its direct and indirect subsidiaries,
including Refco Capital Markets Ltd. and Refco F/X Associates
LLC, on Dec. 15, 2006.  That Plan became effective on
Dec. 26, 2006.

(Refco Bankruptcy News, Issue No. 81, Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


REFCO INC: RCMI to Assign Partnership Stake to IDS Futures
----------------------------------------------------------
The Chapter 11 Plan of Liquidation of Refco Commodity
Management, Inc., incorporates a settlement agreement dated
April 25, 2008, among IDS Managed Futures, L.P., IDS Managed
Futures II, L.P., IDS Futures Corporation, Ameriprise Financial
Services, Inc., and Refco Commodity Management, Inc.

IDS Managed Futures, L.P. and IDS Managed Futures II, L.P., are
Delaware limited partnerships formed to trade a wide range of
U.S. and international futures and forward contracts and related
options pursuant to the trading instructions of professional
trading advisors.

IDS Futures Corporation and RCMI acted as co-general partners of
the IDS Partnerships through December 31, 2006, pursuant to
certain partnership agreements.  In their capacities as co-
general partners, IDS Futures and RCMI managed and controlled
all aspects of the business of the Partnerships under and
pursuant to the terms of the Act and the Partnership Agreements.

As a result of the Refco, Inc., et al., bankruptcy cases, on
June 1, 2006, Gary L. Franzen, as trustee of the Gary L. Franzen
Declaration of Trust, individually and on behalf of a putative
class that included the Partnerships' limited partners, filed a
complaint against IDS Futures and RCMI, as general partners, in
the United States District Court for the Northern District of
Illinois, Eastern Division, as amended on September 15, 2006.

RCMI's bankruptcy petition on October 16, 2006 constituted a
notice of withdrawal as a general partner of the Partnerships.  
As part of its bankruptcy case, RCMI sold and assigned
substantially all of its assets to R.J. O'Brien Fund Management,
Inc.

The Partnership Agreements do not prescribe a process for
winding down the activities of the Partnerships.  Accordingly,
on Sept. 27, 2006, IDS Futures filed applications for
dissolution of the Partnerships, as amended and supplemented on
Jan. 26, 2007, in the Court of Chancery of the State of Delaware
in and for New Castle County.  Pursuant to the Applications,  
IDS Futures sought an order and direction from the Court of
Chancery to dissolve the Partnerships and to distribute the
Partnerships' remaining assets for the benefit of its partners.

Prior to the hearing on the Applications, and as an
accommodation to its clients and to resolve the Franzen
Litigation, Ameriprise Financial Services, Inc., the
Partnerships' selling agent and introducing broker and an
affiliate of IDS Futures, offered to purchase the remaining
interests of limited partners in the Partnerships.  
Notwithstanding the fact that the Partnerships will not recover
full payment from the Refco Debtors, the net asset value paid by
Ameriprise Financial pursuant to the Ameriprise Purchase Offer
assumed a 100% recovery from the Refco Debtors.

The Court of Chancery approved the Applications on Feb. 20,
2007.  Pursuant to the Orders, the Court of Chancery approved
the Ameriprise Purchase Offer, and authorized and instructed IDS
Futures to continue to act as sole general partner for the
purpose of winding down the Partnerships' affairs.  The Orders
deem the Partnerships dissolved, effective as of Dec. 31, 2006.

In March 2007, Ameriprise Financial began purchasing the
remaining interests of limited partners pursuant to the
Ameriprise Purchase Offer.  A significant portion of the limited
partners participated in the Ameriprise Purchase Offer,
effectively resolving the Franzen Litigation and any alleged
claims the Partnerships or their limited partners may have had
as a result of the Refco Bankruptcy Cases, and settling the
action as against IDS Futures.

On November 13, 2007, IDS Futures filed final applications in
the Court of Chancery.  Pursuant to the Final Applications, IDS
Futures sought an order and direction from the Court of Chancery
to cancel the Partnerships' certificates of limited partnership
and for certain other relief to complete the wind up process.

The Court of Chancery approved the Final Applications on
Dec. 4, 2007, under which Ameriprise Financial was authorized to
pay the remaining, non-participating limited partners the
purchase price under the Ameriprise Purchase Offer.  Absent
payment by Ameriprise Financial, the remaining limited partners
would have received their pro rata share of the Partnerships'
remaining net assets, which recovery would have been less than
they received from Ameriprise Financial.

RCMI continues to hold an interest in each of the Partnerships.
These interests, which were not purchased by Ameriprise
Financial pursuant to the Ameriprise Purchase Offer, are
currently being held in a reserve account.  Pursuant to the
Final Orders, the Chancery Court authorized IDS Futures to
withhold RCMI's interest in the General Partner Reserve until
the Partnerships' and IDS Futures' claims against RCMI were
resolved.

The U.S. Bankruptcy Court for the Southern District of New York
established May 11, 2007, as the deadline for creditors to file
proofs of claim in RCMI's bankruptcy case.  The deadline was
extended by agreement of the Parties pending settlement
discussions.  None of the Partnerships, IDS Futures or
Ameriprise Financial have filed proofs of claim against RCMI,
but such parties assert that they would have filed proofs of
claims against RCMI absent the settlement of claims set forth in
this Agreement.  The claims would have included, without
limitation, claims for reimbursement as a result of a redemption
error made by RCMI and for contribution in connection with the
Ameriprise Purchase Offer.

In recognition of the time and expense associated with resolving
any claims or interests by and among themselves, the Parties
have reached an agreement to settle their mutual claims or
interests.

Pursuant to the Settlement Agreement, the parties agree that:

    1. In full and final settlement of any claims of the
       Partnerships, IDS Futures or Ameriprise Financial against
       RCMI, RCMI agrees to assign to IDS Futures all of its
       right, title and interest in and to the Partnerships,
       including, without limitation, those interests of RCMI
       currently held in the General Partner Reserve.

    2. The Agreement will be subject to Bankruptcy Court
       approval and will not be effective until the date upon
       which the Bankruptcy Court enters an order approving the
       Agreement.

    3. Within 30 days of the Agreement Effective Date, IDS
       Futures will pay US$10,000 from the General Partner
       Reserve to RCMI, which payment will be in full and final
       satisfaction of RCMI's interest in the General Partner
       Reserve and its investment in the Partnerships.

    4. Effective as of the Agreement Effective Date, (a) IDS
       Futures, Ameriprise Financial and the Partnerships and
       (b) RCMI, on behalf of itself and its estate, release and
       discharge each other from any and all claims and
       liabilities arising from or related to the Partnerships.

                        About Refco Inc.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products.  Refco is one of
the largest global clearing firms for derivatives.  The company
has operations in Bermuda.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its direct and indirect subsidiaries,
including Refco Capital Markets Ltd. and Refco F/X Associates
LLC, on Dec. 15, 2006.  That Plan became effective on
Dec. 26, 2006.

Refco Commodity Management, Inc., filed its Chapter 11 Plan of
Liquidation on May 9, 2008.  The Court will hold a combined
hearing on June 12, 2008, at 10:00 a.m., to consider the
approval of the disclosure statement and the confirmation of the
Plan.  The RCMI Plan does not require the solicitation of votes
from claimants, as the claims against it have been resolved
pursuant to the terms of the already effective Chapter 11 Plan
of Refco, Inc.

(Refco Bankruptcy News, Issue No. 81, Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


REFCO INC: Credit Suisse et al. Also Want Classified Documents
--------------------------------------------------------------
Several financial institutions join the request of Thomas H. Lee
Partners L.P., Grant Thornton LLP, and Mayer Brown LLP, to the
extent that they seek to obtain access to documents and
transcripts that have been made available to Litigation Trustee,
and that have been withheld by reason of the Protective Order.

The financial institutions are:

   -- Credit Suisse Securities (USA) LLC,
   -- Banc of America Securities LLC,
   -- Deutsche Bank Securities Inc.,
   -- Goldman, Sachs & Co.,
   -- Merrill Lynch, Pierce, Fenner & Smith Incorporated,
   -- J.P. Morgan Securities Inc.,
   -- Sandler O'Neill & Partners, L.P.,
   -- HSBC Securities (USA) Inc.,
   -- William Blair & Company, L.L.C.,
   -- BMO Capital Markets Corp.,
   -- CMG Institutional Trading LLC,
   -- Samuel A. Ramirez & Company, Inc.,
   -- Muriel Siebert & Co., Inc.,
   -- The Williams Capital Group, L.P., and
   -- Utendahl Capital Partners, L.P.

Philip D. Anker, Esq., at Wilmer Cutler Pickering Hale and Dorr
LLP, in New York, tells the U.S. Bankruptcy Court for the
Southern District of New York that the documents should be made
available to the Underwriters in connection with the pending
litigation styled In re: Refco Securities Litigation, 07 MDL
1902 (S.D.N.Y) (Lynch, J.), and subject to the terms of the
Confidentiality Order.

Dennis A. Klejna also supports T.H. Lee, et al.'s motion, for
the same reasons stated by the Underwriters.

As reported by the Troubled Company Reporter on May 9, Thomas H.
Lee Partners L.P., Grant Thornton LLP, and Mayer Brown LLP seek
access to documents and transcripts that have been made
available to Marc S. Kirschner, the Trustee for the Litigation
Trust and Private Actions Trust of Refco, Inc., and its
affiliates and subsidiaries.  T.H. Lee, et al., asked the
Bankruptcy Court for relief from the first amended protective
order governing the production and use of confidential material,
dated March 19, 2007.

T.H. Lee, et al., are parties to several litigations commenced
by the Litigation Trustee, that are presently pending before the
Judge Gerard E. Lynch in the United States District Court for
the Southern District of New York.

                        BAWAG's Objects

Bank fur Arbeit und Wirtschaft und Osterreichische Postsparkasse
Aktiengesellschaf objects to the motion of T.H. Lee, et al.,
stating that there is no compelling need or extraordinary
circumstance supporting the request.  Furthermore, the Motion is
all the more problematic to the extent that it implicates
Austrian Bank Secrecy laws, potentially exposing BAWAG, a non-
party, to severe prejudice.

Nicolle L. Jacoby, Esq., at Dechert LP, in New York, maintains
that BAWAG has reasonably relied on the Protective Order in
producing materials to Refco's estate fiduciaries.  The entry of
the Protective Order was a necessary condition to BAWAG's
production.  The Protective Order provides that BAWAG's
documents will be returned or destroyed upon final resolution of
the Debtors' cases.

BAWAG believed that the materials that it produced will be in
accordance with the explicit terms of the Protective Order,
which provides that all confidential materials will be used only
by the Committee and the Litigation Trustee.  The Protective
Order does not provide for the wholesale production of all those
documents to defendants in the related actions, Ms. Jacoby
insists.

Furthermore, BAWAG obtained waivers of Austrian Bank Secrecy
laws from the Debtors and their non-Debtor affiliates, in
connection with its prior production of documents, but those
waivers arguably do not extend to any further dissemination of
its documents to third parties,  regardless of whether those
third parties agree to be bound by the Protective Order.

Ms. Jacoby states that T.H. Lee, et al., are required to show a
compelling need or extraordinary circumstance for the documents,
on the particular terms that they propose.  At a minimum, they
should be required to submit a more specific request to the
Litigation Trustee, and BAWAG should have the opportunity to
review those requests, and make objections if appropriate, he
asserts.

McDermott Will & Emery LLP joins BAWAG's opposition and asks the
Court to deny T.H. Lee, et al.'s request.

                        About Refco Inc.

Based in New York, Refco Inc. -- http://www.refco.com/-- is a
diversified financial services organization with operations in
14 countries and an extensive global institutional and retail
client base.  Refco's worldwide subsidiaries are members of
principal U.S. and international exchanges, and are among the
most active members of futures exchanges in Chicago, New York,
London and Singapore.  In addition to its futures brokerage
activities, Refco is a major broker of cash market products,
including foreign exchange, foreign exchange options, government
securities, domestic and international equities, emerging market
debt, and OTC financial and commodity products.  Refco is one of
the largest global clearing firms for derivatives.  The company
has operations in Bermuda.

The Company and 23 of its affiliates filed for chapter 11
protection on Oct. 17, 2005 (Bankr. S.D.N.Y. Case No. 05-60006).
J. Gregory Milmoe, Esq., at Skadden, Arps, Slate, Meagher & Flom
LLP, represent the Debtors in their restructuring efforts.  Luc
A. Despins, Esq., at Milbank, Tweed, Hadley & McCloy LLP,
represents the Official Committee of Unsecured Creditors.  Refco
reported US$16.5 billion in assets and US$16.8 billion in debts
to the Bankruptcy Court on the first day of its chapter 11
cases.

The Court confirmed the Modified Joint Chapter 11 Plan of
Refco Inc. and certain of its direct and indirect subsidiaries,
including Refco Capital Markets Ltd. and Refco F/X Associates
LLC, on Dec. 15, 2006.  That Plan became effective on
Dec. 26, 2006.

Refco Commodity Management, Inc., filed its Chapter 11 Plan of
Liquidation on May 9, 2008.  The Court will hold a combined
hearing on June 12, 2008, at 10:00 a.m., to consider the
approval of the disclosure statement and the confirmation of the
Plan.  The RCMI Plan does not require the solicitation of votes
from claimants, as the claims against it have been resolved
pursuant to the terms of the already effective Chapter 11 Plan
of Refco, Inc.

(Refco Bankruptcy News, Issue No. 81, Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)



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

COEUR D'ALENE: RBC Capital Keeps Sector Perform Rating on Firm
--------------------------------------------------------------
Newratings.com reports that RBC Capital Markets analysts have
kept their "sector perform" rating on Coeur d'Alene Mines Corp.

According to Newratings.com, RBC Capital analysts decreased the
target price for Coeur d'Alene's shares to US$5.00 from US$5.50.

RBC Capital said in a research note that Coeur d'Alene's first
quarter 2008 results were in-line with the expectations.  The
analysts told Newratings.com that there are continued execution
risks for Coeur d'Alene in the short term.  Almost 70% of the
net asset value estimate represented projects where production
"is not as yet underway," the analysts added.

Earnings per share estimates for 2008 and 2009 were decreased to
US$0.10 from US$0.13 and to US$0.39 from US$0.49, respectively,
Newratings states.

Coeur d'Alene Mines Corp. (NYSE:CDE) (TSX:CDM) --
http://www.coeur.com/-- is the world's largest primary silver
producer, as well as a significant, low-cost producer of gold.
The company has mining interests in Nevada, Idaho, Alaska,
Argentina, Chile, Bolivia and Australia.

                         *     *     *

Coeur d'Alene Mines Corp.'s US$180 Million notes due
Jan. 15, 2024, carry Standard & Poor's Ratings Services B-
rating.



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

AMBAC FINC'L: May Be Hit by Sinking 2nd Lien RMBS, Moody's Says
---------------------------------------------------------------
Moody's Investors Service has published a special comment
entitled "U.S. Subprime Second Lien RMBS Rating Actions Update",
which highlights the persistent poor performance and continued
downward rating migration among 2005-2007 vintage second lien
mortgage securities.  Moody's notes that financial guarantors
have significant exposure to second lien RMBS, primarily through
guaranties on direct RMBS transactions, and to a lesser extent,
through exposure to ABS CDOs, where second lien RMBS securities
typically constitute less than 5% of collateral within such
CDOs.

Moody's loss expectations for this asset class are higher than
previously anticipated, owing to worse-than-expected performance
trends.  This could have material implications for the estimated
capital adequacy of financial guarantors most exposed to this
risk.  In recent announcements of first-quarter 2008 earnings,
MBIA and Ambac both reported material credit impairment losses
on ABS CDOs and loss reserve charges on direct RMBS exposures,
including second lien securitizations.  

Moody's said that incurred losses within both firms' direct RMBS
and ABS CDO portfolios are now meaningfully higher than the
rating agency's prior expected-case loss estimates, elevating
existing concerns about capitalization levels relative to the
Aaa benchmark.  Moody's intends, in the short term, to assess
whether worsening performance in this sector is likely to be
material for exposed financial guarantors, and will update the
market as appropriate.

In its report published earlier, Moody's notes that based on
losses to date, the level of serious delinquency, and the
remaining unpaid pool balances on rated second lien
transactions, the rating agency has increased its loss
projections on loan pools backing subprime second lien RMBS.  
Moody's now expects 2005 vintage subprime second lien pools to
lose 17% on average, 2006 vintage pools to lose 42% on average,
and 2007 pools to lose 45% on average.

However, Moody's expectations on individual transactions can
vary significantly around these average loss estimates, based on
the quarter of origination and deal- and issuer specific
characteristics, with the worst performing deals issued in
2006/2007 now expected to lose more than 60% of their original
pool balance.

Based in New York City, Ambac Financial Group, Inc. is a holding
company whose affiliates provide financial guarantees and
financial services to clients in both the public and private
sectors around the world.  The company has operations in Brazil.


AMERICA LATINA: Consolidated EBITDAR Up to BRL240.2MM in 1Q 2008
----------------------------------------------------------------
America Latina Logistica S.A. released its results for the first
quarter of 2008.

   -- Consolidated EBITDAR increased 23% to BRL240.2 million in
      first quarter 2008 and EBITDAR margins expanded 1.3
      percentage point, from 45.6% to 47%.  Year-over-year
      EBITDAR and EBITDAR margin growth were mainly driven by
      higher volumes and revenues in Brazil, partially offset by
      margins reductions in America Latina Argentina.

   -- Consolidated volume increased 14.1% in first quarter 2008
      to 7,911 million RTK.  America Latina Brasil rail volume
      increased 17.7% in first quarter 2008 to 7.028 million
      RTK, reflecting significant gains in asset productivity
      and safety in the company's rail network.  Volume growth
      was driven by a 19.3% increase in agricultural commodities
      and 14.5% increase in industrial products, partially
      offset by a 8.3% volume decrease in America Latina
      Argentina.

   -- Average yield increased 4.4% and consolidated revenues
      increased 18.8% in first quarter 2008 to BRL579.8 million.
      The yield increase reflects higher tariffs on negotiated
      agreements roughly in line with expected inflation.  In
      Brazil, revenues increased 22.2% in first quarter 2008 and
      gross yield grew 4.3% while in Argentina yield increased
      2.9%.

   -- America Latina Argentina had a difficult quarter impacted
      by the farmers' strike.  During the month of March,
      farmers went on a three-week strike blocking the railroads
      and highways in the country protesting against increases
      in export taxes.

   -- Current estimates for the 2008 crop indicate a positive
      scenario.  Expected crop should increase over 5% year-
      over-year, with soybean increasing 4%, sugar and corn
      growing above 8%.  This positive market environment and
      the company's improved operational performance in first
      quarter 2008 should sustain a solid 12% to 14% volume
      growth throughout 2008.

Full information is available on the company's web site at
http://www.all-logistica.com/ir

Headquartered in Curitiba, Brazil, America Latina Logistica SA
aka ALL is holding company engaged in transport services, like
as logistics, intermodal transport, port operations, movement
and storage of merchandise, administration of storage facilities
and general storage.  The company is further active in the
acquisition and lease of locomotives, wagons and other railroad
equipment to third parties.  ALL operates in the railroad sector
in South Brazil through ALL Brazil and in Argentina through ALL
Argentina, with further interests in ALL -- America Latina
Logistica-Central SA, ALL-America Latina Logistica-Mesopotamica
SA and Boswells SA.  In addition, the company offers road
transport services in Brazil through America Latina Logistica
Intermodal SA.

                       *      *      *

As reported in the Troubled Company Reporter-Latin America on
Sept. 10, 2007, Fitch affirms America Latina Logistica SA's
local and foreign currency Issuer Default Ratings of B+ with a
stable outlook:


BANCO NACIONAL: Reduces Production Development Policy Financing
---------------------------------------------------------------
President Luiz Inacio Lula da Silva launched the Production
Development Policy, on May 12, together with the Ministry of
Development, Industry and Commerce, Miguel Jorge, and Banco
Nacional de Desenvolvimento Economico e Social President,
Luciano Coutinho, in a ceremony with State ministries,
governors, political leaders, businessmen and workers.  BNDES
adopted several actions to support productive investments and
exports and incentive to innovation, research and development.

BNDES spreads have been cut down, capital goods financing were
slashed, and the maturities for the Finame program of capital
goods for the industry were increased by twofold, from five to
ten years.

BNDES will be main player in the new industrial policy, with
loans expected to reach BRL210 billion between 2008 and 2010, in
industry and services alone.  This amount may surpass
BRL300 billion if the bank considers financing to infrastructure
investments provided by the Growth Acceleration Program -- "the
current PAC portfolio in BNDES accounts for 190 projects",
Luciano Coutinho said -– and a portion of innovation program
funds of the Ministry of Science and Technology that will be
transferred by BNDES.

According to the Federal Government goals, the new program will
raise the economy’s fixed investment rate from 17.6% to 21% of
the Brazilian GDP up to 2010.  The share of Brazilian exports in
the world trade will jump from 1.18% to 1.25%, with expected
external sales of US$208.8 billion in three years; a 10%
increase must take place in the number of micro and small
exporters; and the private sector expenditure in R&D must get to
BRL18.2 billion in 2010, corresponding to 0.65% of the GDP,
above the current rate of 0.51%.

BNDES financial and credit policies have been reviewed,
resulting in a cut down of the bank's average basic spread and
also the financial intermediation rate.  Also, the need to
address the increasing financing demand will require changes
to BNDES share level, which will allow raising the investments
multiplying effect.

Main actions taken by BNDES:

   * Cut down of average basic spread from 1.4% to 1.1%

   * Cut down on the financial intermediation from 0.8% to 0.5%

   * Cut down on the capital goods financing cost, of which
     basic spread drops from 1.5% to 0.9% per annum, with 100%
     of financing in Long-Term Interest Rate (TJLP)

   * The maturities of Finame loans for machines and equipment
     for the industry increased by twofold, from five to 20
     years.

In order to support the investments in innovation, BNDES will
provide BRL6 billion financing to the sector between 2008 and
2010.  To do that, credits to technology innovation will have a
fixed rate of 4.5% per annum.  Credits to engineering and
business innovation will be charged at the TJLP only.  And
the Funtec budget jumps from BRL100 million to BRL300 million.

BNDES Capital Market segment was boosted, with the setup of a
specific variable income area for investments and interest in
innovative companies.

BNDES also adopted specific measures for the Northeast by
setting up the Fundo de Investimento em Participacoes
(Investment Fund for Business Interests) to capitalize local
companies.  The Fund will have a BRL300 million equity
constituted by BNDES, Banco do Brasil and Banco do Nordeste.

                      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 PANAMERICANO: Net Profit Rises to BRL70.3MM in 1st Quarter
----------------------------------------------------------------
Banco Panamericano SA's net profit increased 126% to
BRL70.3 million in the first quarter 2008, from the same period
in 2007.

Business News Americas relates that Banco Panamericano's return
on equity declined to 22.7% in the first quarter 2008, compared
to 28.1% in the first quarter 2007.  Its net equity rose 174% to
BRL1.37 billion.

According to BNamericas, Banco Panamericano's net interest
income grew 32.1% to BRL396 million in the first quarter 2008,
from the first quarter 2007.  The bank increased lending,
including assignments of loans, by 41.0% to BRL7.77 billion.  
Banco Panamericano's new loans rose 37.6% to an average of
BRL780 million per month.  The bank had BRL5.87 billion on its
own loan book as of March 31, 2008, about 77.4% compared to
March 31, 2007.

BNamericas notes that Banco Panamericano's vehicle funding
increased 50.7% to BRL4.13 billion "on and off the balance
sheet" in the first quarter 2008, from the same period last
year.  Its payroll loans grew 42.0% to BRL1.70 billion.  Its
leasing operations rose 43.5% to BRL609 million.

According to the report Banco Panamericano's Chief Financial
Officer and Investor Relations Officer Wilson Roberto de Aro
said that the bank's car loans represented 53.1% and payroll
loans accounted for 21.9% of all lending in the first quarter
2008.  This indicated Banco Panamericano's strategy to boost
credit lines backed by better collateral, Mr. de Aro added.

BNamericas relates that Banco Panamericano increased provisions
for loan losses by 24.3% to BRL406 million in the first quarter
2008, compared to the first quarter 2007.  It improved its non-
performing loan ratio to 2.60% from 5.70%.

Banco Panamericano's total funding, the report adds, increased
20.3% to BRL6.84 billion in the first quarter 2008, from the
first quarter 2007.  Its time deposits rose 47.7% to
BRL2.06 billion.  Assignments of loans to other financial
institutions decreased by 13.7% to BRL1.90 billion.

BNamericas states that Banco Panamericano issued BRL295 million
in debentures in the first quarter 2008, about 103% greater than
the first quarter of last year.  Mr. de Aro told BNamericas that
the bank will issue a new tranche of securities in 2008 as part
of a medium-term note program, which was raised to US$500
million from US$300 million.

Banco Panamericano's total assets increased 52.2% to
BRL7.36 billion in March 2008, from March 2007, BNamericas
reports.

According to Banco Panamericano, its insurance division
Panamericana de Seguros' net income declined 33.2% to BRL3.57
million in the first quarter 2008, from the same period 2007.

BNamericas says that Panamericana de Seguros' operating income
decreased by 12.8% to BRL5.24 million in the first quarter 2008,
from the first quarter 2007.  Its earned premiums declined 2.79%
to BRL25.2 million.  Claims paid rose 47.2% to BRL15.5 million
and technical provisions for insurance increased 52.2% to
BRL88.7 million.  Technical provisions for private pension plans
stayed flat at BRL119 million.  The insurance unit had
BRL204 million in total assets as of March 2008/

Banco PanAmericano is headquartered in Sao Paulo, Brazil and had
total assets of BRL2.54 billion and equity of BRL413 million in
March 2006.

                        *     *     *

In March 2008, Moody's Investors Service assigned a Ba2 global
local-currency deposit rating on Banco Panamericano S.A.  
Moody's also assigned a Ba2 foreign currency deposit rating on
the bank.


CAMARGO CORREA: Registers to Bid for Jirau Hydro Plant
------------------------------------------------------
Business News Americas reports that Camargo Correa SA has
registered to join the May 19 auction for the construction and
operation of the 3.3-gigawatt Jirau hydro plant on the Madeira
river.

According to BNamericas, Camargo Correa has joined the
consortium Energia Sustentavel do Brasil to bid for Jirau.  
Other firms comprising this group are Suez, Eletrosul, and
Chesf.

BNamericas notes that the other group bidding for the project,
Jirau Energia, includes:

          -- Furnas,
          -- Odebrecht,
          -- Andrade Gutierrez,
          -- Cemig, and
          -- Amazonia Energia.

BNamericas relates that the Brazilian government expects the
Jirau project to be completed in January 2013.  Investments in
the plant will total BRL8.7 billion, federal energy planning
company Empresa de Pesquisa Energetica told BNamericas.

Camargo Correa SA is one of the largest private industrial
conglomerates in Brazil.  The company is a holding company with
interests in cement, engineering and construction, textiles,
footwear and sportswear manufacturing.  It also owns non-
controlling equity interests in the energy, transportation
(highway concessions) and steel businesses.  During the last 12
months through June 2007, Camargo Correa had net sales of
BRL9.2 billion and EBITDA of BRL1.4 billion.

As reported in the Troubled Company Reported-Latin America on
Nov. 27, 2007, Fitch Ratings affirmed the foreign currency and
local currency Issuer Default Ratings of Camargo Correa S.A. at
'BB'.  Fitch also affirmed the 'BB' rating on the US$250 million
senior unsecured bonds due 2016 issued by CCSA Finance Limited
(a special-purpose vehicle wholly-owned by Camargo and
incorporated in the Cayman Islands), which is unconditionally
guaranteed by Camargo Correa.  In addition, Fitch has also
upgraded Camargo's national debt rating to 'AA-(bra)' from
'A+(bra)'.  Fitch said the rating outlook is stable.


CENTRAIS ELECTRICAS: S&P Ups B- Corporate Credit Rating to B
------------------------------------------------------------
Standard & Poor's Ratings Services has raised its corporate
credit ratings by one notch in the global scale on three
Brazilian electric power distribution companies:

   -- Centrais Eletricas Matogrossenses S.A. (to 'B' from 'B-'),

   -- Centrais Eletricas do Para S.A. (to 'B' from 'B-'), and

   -- Companhia de Energia Electrica do Estado do Tocantins (to
      'B+' from 'B').

S&P also upgraded Centrais Eletricas do Para SA and Centrais
Eletricas Matogrossenses SA's jointly owned US$38 million
outstanding unsecured senior notes units to 'B' from 'B-'.

The rating actions mirror significant improvements in the
companies' financial risk profile, marked by the development in
the companies' financial flexibility and liquidity position.

The three companies have concentrated efforts in liability
management, mainly focusing on extending debt maturities. The
companies have also benefited from capturing part of the
resources from the perpetual notes issued by the main
shareholder Rede Empresas de Energia S.A. (not rated).

The positive outlook for Centrais Eletricas Matogrossenses and
Companhia de Energia Electrica do Estado do Tocantins reflects
S&P's expectations that the companies' financial performances
will continue to evolve positively, even considering the second
cycle of the tariff revision process that was recently
established for the companies. The companies' current liquidity
cushion provides additional comfort and the belief that they
will present credit metrics according to their ratings. S&P may
upgrade the global scale corporate credit ratings for Companhia
de Energia Electrica do Estado do Tocantins and Centrais
Eletricas Matogrossenses by one notch, if the companies continue
to work on liability management in their quality and efficiency
indicators, thus resulting in improved financial profiles.

The stable outlook on Centrais Eletricas do Para reflects S&P's
expectation that the company can adequately manage its maturity
schedule, maintain its current credit fundamentals, and
gradually improve its cash flow protection measures. S&P could
revise the outlook to positive if financial metrics are higher
than the rating agency's expectations.

"We could downgrade all of the company ratings if a more
aggressive financial policy, resulting from an imprudent debt
increase from a more aggressive dividend distribution,
potentially pressures ratings," said S&P's credit analyst
Juliana Gallo.

Headquartered in Cuiaba, Brazil, Centrais Eletricas
Matogrossenses SA (aka Cemat) -- http://www.cemat.com.br-- is  
engaged in electricity distribution, transmission, generation
and trading activities. The company generates, stores and
distributes hydroelectric energy to the Mato Grosso State in
Brazil. It serves 141 cities and operates a concession of
903,358 square kilometers, with an estimated population of 2.8
million and 827,762 consumers. The company provides electric
power for residential, industrial, commercial, rural, public
power, public lighting, and public service consumers. Centrais
Eletricas Matogrossenses belongs to REDE Empresas de Energia
Electrica SA and its electricity sales represent 32% of the
group’s energy distribution market.


CIA. ENERGETICA: Net Profit Increases to BRL56.5MM in 1st Qtr.
--------------------------------------------------------------
Companhia Energetica de Sao Paulo's net profit increased to
BRL56.5 million in the first quarter of 2008, from
BRL28.2 million in the first quarter 2007.

Business News Americas relates that Companhia Energetica's net
revenue grew 20% to BRL589 million in the first quarter 2008,
compared to the first quarter 2007.  Its EBITDA decreased 7% to
BRL268 million.  Its power sales increased 21.1% to
BRL710 million and volume rose 6% to 8.31 terra-watt hours.

Companhia Energetica told BNamericas that its operating expenses
increased 37% to BRL442 million in the first quarter 2008, from
the first quarter 2007, due to the "high cost of purchasing
power in the spot market."

Companhia Energetica's net debt declined 5% to BRL6.32 billion
in the first quarter 2008, from the the end of 2007, BNamericas
states.

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

                           *     *     *

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


GENERAL MOTORS: May Use US$7 Bln Undrawn Loans Upon Biz Downturn
----------------------------------------------------------------
Although General Motors Corp. is confident of a liquidity
cushion that would sustain global automotive operations in 2008,
it intends to manage liquidity in a U.S. industry downturn by
accessing roughly US$7 billion of undrawn U.S. commited credit
facilities, according to a Securities and Exchange Commission
filing.  If current adverse economic conditions persist or
deteriorate further, GM would consider a wide range of possible
actions to reduce its funding needs and to obtain additional
liquidity.

As reported in the Troubled Company Reporter on May 9, 2008,
the work stoppage at supplier American Axle & Manufacturing
Holdings Inc. has negatively impacted GM's liquidity by
US$2.1 billion for the three months ended March 31, 2008.  
Approximately 30 of GM's plants in North America have been fully
or partially idled by the work stoppage.  GM, however, said the
work stoppage has not negatively impacted the company's ability
to meet customer demand due to the high levels of inventory at
its dealers.

GM North America's results were negatively impacted by
US$800 million as a result of the loss of approximately 100,000
production units in the three months ended March 31, 2008.  The
automaker anticipates that this lost production will not be
fully recovered after this work stoppage is resolved, due to the
current economic environment in the United States and to the
market shift away from the types of vehicles that have been most
strongly affected by the action at American Axle.

At March 31, 2008, GM's balance sheet showed total assets of
US$145,741,000,000 and total debts of US$186,784,000,000,
resulting in a stockholders' deficit of US$41,043,000,000.  
Deficit, at Dec. 31, 2007, and March 31, 2007, was
US$37,094,000,000 and US$4,558,000,000, respectively.

For three months ended March 31, 2008, GM reported a net loss of
US$3,251,000,000 on US$42,670,000,000 total net sales and
revenue, compared to a net income of US$62,000,000 on
US$43,387,000,000 total net sales and revenue for same period
last year.

According to the regulatory filing, the company has long-term
plans to cut U.S. hourly people costs by $5 billion in 2010 or
2011.  GM's mid-term outlook includes pricing for stronger
brands, materil cost reductions, improved GMAC LLC performance,
and further growth of emerging markets.

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries, including the United Kingdom, Germany,
France, Russia, Brazil and India.  In 2007, nearly 9.37 million
GM cars and trucks were sold globally under the following
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden,
HUMMER, Opel,Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's
OnStar subsidiary is the industry leader in vehicle safety,
security and information services.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 7, 2008, Standard & Poor's Ratings Services said its 'B'
long-term and 'B-3' short-term corporate credit ratings on
General Motors Corp. remain on CreditWatch with negative
implications, where they were placed March 17, 2008.  The update
follows the announcement by Residential Capital LLC (CC/Watch
Neg/C) that it is launching an exchange offer for unsecured
bonds, which S&P interpret to be a distressed debt exchange.
(Residential Capital is a unit of 49%-owned unit GMAC LLC
[B/Negative/C].


GOL LINHAS: VRG Inks Interline Agreement With Copa Airlines
-----------------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., the parent company of
Brazilian airlines GOL Transportes Aereos S.A. and VRG Linhas
Aereas S.A., reported an interline agreement between VRG Linhas
and Panama-based Copa Airlines.  Effective immediately, travel
agencies can issue e-tickets for VRG Linhas' domestic flights in
conjunction with Copa Airlines' international destinations.

The agreement will offer additional benefits for VRG Linhas
passengers in Belo Horizonte, Brasilia, Curitiba, Florianopolis,
Fortaleza, Porto Alegre, Recife or Salvador.  From these cities,
customers traveling to Central America, the Caribbean, the
United States, Colombia, Ecuador and Venezuela can now connect
to Copa flights with just one ticket.  Additionally, passengers
will have the added convenience of checking their luggage
through to their final destination.

Since September 2007, VRG Linhas has participated in
Multilateral Interline Traffic Agreement (MITA), an IATA network
of airlines from around the world.  All MITA members have the
option to enter interline agreements with other member airlines.

In addition to these new partnerships, VRG Linhas maintains
interline agreements with Brazil's GOL, France's Air France,
Germany's Hahn Air, Greece's Aegean, Holand's KLM, Hungary's
Malev, Israel's El Al, Italy's Air One, Japan Airlines (JAL),
Mexico's Mexicana, Air Moldova, Poland's LOT Polish Airlines,
TAP Portugal, South Korea's Korean Air, Spain's Iberia and Air
Comet, Qatar Airways, Taiwan's China Airlines, the Czech
Republic's CSA Czech Airlines, the Ukraine International
Airlines, the United Arab Emirates' Etihad Airways, the United
States' Delta Air Lines and Turkey's Turkish Airlines.

Passengers traveling under the Smiles frequent flier program can
only accumulate miles on flights operated by VRG Linhas.

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

                         *     *     *

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

As reported in the Troubled Company Reporter-Latin America on
May 2, 2008, the company had BRL3.5 million consolidated net
loss for the quarter.


TELEMIG CELULAR: Vivo Buys Firm's Preferred Shares for US$315MM
---------------------------------------------------------------
Telemig Celular and its parent, Telemig Celular Participacoes
S.A., has been acquired by Vivo Participacoes for BRL522 million
(US$315 million), Business News Americas reports, citing the
Brazilian stock exchange Bovespa.

As reported in the Troubled Company Reporter-Latin America
April 10, 2008, Vivo launched a voluntary public tender offer
for up to one-third of the companies' preferred shares on the
Bovespa stock exchange.

Last month, Vivo, a joint venture between Spain's Telefonica and
Portugal Telecom closed the purchase of Telemig Celular's
controlling stake, BNamericas relates.

Report shows that Telemig Celular has received BRL654.72 per
share while the parent firm has received BRL63.90 per share
during the public offering of the Telemig stock on May 12.

                           About Vivo

Officially launched in the first quarter of 2003, Vivo
Participacoes is the joint venture of the wireless operations
owned by Portugal Telecom and Telefonica Moviles in Brazil.
Operating under the brand name Vivo, it consolidates the
wireless operations of Telesp Celular (Sao Paulo state), Global
Telecom (Parana and Santa Catarina states), Tele Sudeste Celular
(Rio de Janeiro and Espirito Santo states), CRT Celular (Rio
Grande do Sul state), Tele Leste Celular (Bahia and Sergipe
states) and Tele Centro Oeste Celular (Acre, Rondonia, Mato
Grosso, Mato Grosso do Sul, Goias and Tocantins states, and the
Districto Federal).

                    About Telemig Celular
                      
Headquartered in Belo Horizonte, Brazil, Telemig Celular is the
leading provider of mobile communications services in the state
of Minas Gerais, Brazil.  As of November 2007, Telemig Celular
had 3.5 million customers, with a market share of 30% in its
concession area.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 19, 2008, Standard & Poor's Ratings Services disclosed that
its 'BB-' long-term corporate credit rating on Telemig Celular
S.A. and its 'B+' long-term corporate credit rating on Amazonia
Celular S.A. remain on CreditWatch with positive implications,
where they were placed on Aug. 6, 2007.


USINAS SIDERURGICAS: Says U.S. Economic Lag Won't Affect Brazil
---------------------------------------------------------------
Usinas Siderurgicas de Minas Gerais SA's Director of Sales to
External Markets Renato Vallerini told Business News Americas
that the economic slowdown in the U.S. won't affect the global
or Brazilian steel market.

According to BNamericas, Mr. Vallerini said during a
presentation at the Coaltrans 2008 conference in Rio de Janeiro
that risks in the U.S. economy wouldn't inhibit new investments
worldwide.  "The short to medium-term scenario looks very
favorable for investments in steel mills around the world,"
Mr. Vallerini added.

BNamericas notes that Mr. Vallerini praised China for giving the
industry a much needed increase in 2002.  Mr. Vallerini
commented, "China rescued the steel industry from stagnation six
years ago.  If it weren't for China and other Asian countries,
steel production in the rest of the world would have been
insignificant.  China should continue to drive growth in the
global industry."  China currently consumes 34% of the world's
steel production, Mr. Vallerini added.

Global steel output should continue to increase, BNamericas
says, citing Mr. Vallerini.  Yearly growth rates will gradually
declined in the coming years.  "Production should go up 6% in
2008, 5.5% in 2009, 5% in 2010 and also 5% in 2011," Mr.
Vallerini said.

Mr. Vallerini commented to BNamericas, "Iron ore ... should
reach US$100 per ton in 2008 compared to US$80 per ton in 2007
and US$70 per ton in 2006."

Shipping prices rose 71% to US$84 per ton in May 2008, from
US$49 per ton in January 2008, BNamericas notes.

Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas de
Minas Gerais SA -- http://www.usiminas.com.br-- is among the     
world's 20 largest steel manufacturing complexes, with a
production capacity of approximately 10 million tons of steel.  
Usiminas System companies produces galvanized and non-coated
flat steel products for the automotive, small and large diameter
pipe, civil construction, hydro-electronic, rerolling,
agriculture, and road machinery industries.  Brazil consumes 80%
of its products and the company's largest export markets are the
US and Latin America.  The company also sells in China and
Japan.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 5, 2008, Moody's Investors Service assigned a Ba1 local
currency rating and an Aa1.br rating on its Brazilian national
scale to the BRL500 million non-guaranteed subordinated
debentures due 2013 to be issued by Usinas Siderurgicas de Minas
Gerais S.A. (aka Usiminas).  Net proceeds from the debentures
issuance will be used to partially fund the company's capex
program.  Moody's said the rating outlook is stable.



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

ANN FUNDING: Will Hold Final Shareholders Meeting on May 16
-----------------------------------------------------------
Ann Funding Four Co. Ltd. will hold its final shareholders
meeting on May 16, 2008, at 12:00 p.m. at the registered office
of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Ann Funding's shareholder agreed 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
              Walker House, 87 Mary Street
              George Town, Grand Cayman,
              Cayman Islands


ARSAGO QUANT: Deadline for Proofs of Claim Filing Is May 16
-----------------------------------------------------------
Arsago Quant Strategies Fund Ltd.'s creditors have until
May 16, 2008, to prove their claims to Richard L. Finlay, 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.

Arsago Quant's shareholder decided on April 2, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Richard L. Finlay
               Attn: Krysten Lumsden
               c/o Conyers Dill & Pearman,
               P.O. Box 2681, Cricket Square,
               Hutchins Drive, George Town,
               Grand Cayman, Cayman Islands,
               Telephone: (345) 945 3901
               Fax: (345) 945 3902


ARSAGO QUANT: Will Hold Final Shareholders Meeting on May 16
------------------------------------------------------------
Arsago Quant Strategies Fund Ltd. will hold its final
shareholders meeting on May 16, 2008, at 9:00 a.m. at the
registered office of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Arsago Quant's shareholder agreed on April 2, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

               Richard L. Finlay
               Attn: Krysten Lumsden
               c/o Conyers Dill & Pearman,
               P.O. Box 2681, Cricket Square,
               Hutchins Drive, George Town,
               Grand Cayman, Cayman Islands,
               Telephone: (345) 945 3901
               Fax: (345) 945 3902


ARSAGO GLOBAL: Proofs of Claim Filing Deadline Is Until May 16
--------------------------------------------------------------
Arsago Global Hedge Fund Ltd.'s creditors have until
May 16, 2008, to prove their claims to Richard L. Finlay, 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.

Arsago Global's shareholder decided on April 2, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Richard L. Finlay
               Attn: Krysten Lumsden
               c/o Conyers Dill & Pearman,
               P.O. Box 2681, Cricket Square,
               Hutchins Drive, George Town,
               Grand Cayman, Cayman Islands,
               Telephone: (345) 945 3901
               Fax: (345) 945 3902


ARSAGO GLOBAL: To Hold Final Shareholders Meeting on May 16
-----------------------------------------------------------
Arsago Global Hedge Fund Ltd. will hold its final shareholders
meeting on May 16, 2008, at 9:00 a.m. at the registered office
of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Arsago Quant's shareholder agreed on April 2, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

               Richard L. Finlay
               Attn: Krysten Lumsden
               c/o Conyers Dill & Pearman,
               P.O. Box 2681, Cricket Square,
               Hutchins Drive, George Town,
               Grand Cayman, Cayman Islands,
               Telephone: (345) 945 3901
               Fax: (345) 945 3902


CONSOLIDATED FINANCIAL: Final Shareholders Meeting Is on May 16
---------------------------------------------------------------
Consolidated Financial Holdings Ltd. will hold its final
shareholders meeting on May 16, 2008, at 11:30 a.m. at the
registered office of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Consolidated Financial's shareholder agreed on April 3, 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,
              Cayman Islands


EASTERN PROMISE: To Hold Final Shareholders Meeting on May 16
-------------------------------------------------------------
Eastern Promise Ltd. will hold its final shareholders meeting on
May 16, 2008, at UMS, 22 rue de Villereuse, 1207 Geneva,
Switzerland.

These matters will be taken up during the meeting:

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

Eastern Promise's shareholder agreed on March 17, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:
              Alain Andrey
              c/o Maples and Calder
              P.O. Box 309GT Ugland House,
              South Church Street, George Town,
              Grand Cayman, Cayman Islands


GLOBAL ALPHA: Will Hold Final Shareholders Meeting on May 16
------------------------------------------------------------
Global Alpha Alliance Ltd. will hold its final shareholders
meeting on May 16, 2008, at 11:00 a.m. at the registered office
of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Global Alpha's shareholder agreed 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:

              John Cullinane and Derrie Boggess
              c/o Walkers SPV Limited
              Walker House, 87 Mary Street
              George Town, Grand Cayman,
              Cayman Islands


HONG KONG PROPERTY: To Hold Final Shareholders Meeting on May 16
----------------------------------------------------------------
Hong Kong Property Co. Ltd. will hold its final shareholders
meeting on May 16, 2008, at 3:00 p.m. at the registered office
of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Hong Kong Property's shareholder agreed on April 4, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Rainier Hok Chung Lam  and John James Toohey
              Attn: Jodi Jones
              P.O. Box 258, Grand Cayman,
              Cayman Islands
              Telephone: (345) 914 8694
              Fax: (345) 949 4590


MUTSUKI GLOBAL: Will Hold Final Shareholders Meeting on May 16
--------------------------------------------------------------
Mutsuki Global Investment Ltd. will hold its final shareholders
meeting on May 16, 2008, at 9:00 a.m. at the registered office
of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Mutsuki Global's shareholder agreed on April 1, 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,
              Cayman Islands


MACQUARIE INTERNATIONAL: Final Shareholders Meeting is on May 16
----------------------------------------------------------------
Macquarie International Small Cap Roads Co. will hold its final
shareholders meeting on May 16, 2008, at Level 10, 125 West 55th
Street, New York, New York 10019 USA.

These matters will be taken up during the meeting:

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

Macquarie International's shareholder agreed on March 27, 2008,
to place the company into voluntary liquidation under The
Companies Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               Christine Rivera
               Level 10, 125 West 55th Street
               New York, New York 10019 USA


MERLIN BIOMED: Will Hold Final Shareholders Meeting on May 16
-------------------------------------------------------------
Merlin Biomed International Ltd. will hold its final
shareholders meeting on May 16, 2008, at 10:00 a.m. at the
offices of Ogier, Attorneys, Queensgate House, South Church
Street, 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 of the company
                  to retain the records of the company for a
                  period of six years from the dissolution
                  of the company, after which they may be
                  destroyed.   

Merlin Biomed's shareholders agreed 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:

              OGIER
              Attn: Michael Lubin
              Queensgate House, South Church Street
              Grand Cayman, Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 945 8604


MERLIN BIOMED OFFSHORE: Final Shareholders Meeting Is on May 16
---------------------------------------------------------------
Merlin Biomed Offshore LongTerm Appreciation Fund Ltd. will hold
its final shareholders meeting on May 16, 2008, at 10:00 a.m. at
the offices of Ogier, Attorneys, Queensgate House, South Church
Street, 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 of the company
                  to retain the records of the company for a
                  period of six years from the dissolution
                  of the company, after which they may be
                  destroyed.   

Merlin Biomed's shareholders agreed 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:

              OGIER
              Attn: Michael Lubin
              Queensgate House, South Church Street
              Grand Cayman, Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 945 8604


MERLIN BIOMED ROUND: Final Shareholders Meeting Is on May 16
------------------------------------------------------------
Merlin Biomed Round Table Fund (Cayman) Ltd. will hold its final
shareholders meeting on May 16, 2008, at 10:00 a.m. at the
offices of Ogier, Attorneys, Queensgate House, South Church
Street, 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 of the company
                  to retain the records of the company for a
                  period of six years from the dissolution
                  of the company, after which they may be
                  destroyed.   

Merlin Biomed's shareholders agreed 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:

              OGIER
              Attn: Michael Lubin
              Queensgate House, South Church Street
              Grand Cayman, Cayman Islands
              Telephone: (345) 949 9876
              Fax: (345) 945 8604


REX FUNDING: Proofs of Claim Filing Deadline Is Until May 16
------------------------------------------------------------
Rex Funding Ltd.'s creditors have until May 16, 2008, to prove
their claims to Walkers SPV Limited, 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.

Rex Funding's shareholders decided on April 16, 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
              c/o Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands
              Telephone: (345) 914-6314


SAGAMINO GLOBAL: Sets Final Shareholders Meeting for May 16
-----------------------------------------------------------
Sagamino Global Investment Ltd. will hold its final shareholders
meeting on May 16, 2008, at 9:30 a.m. at the registered office
of the company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Sagamino Global's shareholder agreed on April 1, 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,
              Cayman Islands


WESKAT LTD: Will Hold Final Shareholders Meeting on May 16
-----------------------------------------------------------
Weskat Ltd. will hold its final shareholders meeting on
May 16, 2008, at 10:00 a.m. at the registered office of the
company.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and

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

Weskat Ltd.'s shareholders agreed on April 2, 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,
              Cayman Islands



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

CODELCO: Supreme Court Ruling May Give Rise to Another Strike
-------------------------------------------------------------
Workers threaten another strike after the Supreme Court ruled in
favor of Corporacion Nacional del Cobre, a.k.a. Codelco,
declaring that the company won't have to hire outsourced workers
to full-time status.

As reported by the Troubled Company Reporter-Latin America
yesterday, the Supreme Court of Chile ruled that Codelco need
not hire 5,000 subcontracted employees.  Chile's labor office
previously ordered Codelco to place 5,000 subcontracted workers   
on it payroll, which list of workers the regulator came up in a
report.  Codelco questioned the regulator's order until the
issue was brought to the Supreme Court.

The Supreme Court on Monday found the labor regulator's order  
illegal and arbitrary, Reuters reports.  Codelco said it
endorses the court's ruling but would continue to incorporate
some of the subcontractors, the news agency adds.

Codelco's workers have been on strike since April 16 to demand
bonuses and benefits.  The prolonged work stoppage brought
closure of some of Codelco's mines, resulting in the company
incurring almost US$100 million on supply services as of April
29, and contributed to the rising of copper prices.  Protests,
however, stopped after the government proposed, and Codelco
agreed, that subcontract employees get an advance on a
CLP500,000 bonus that was due to be paid by year-end, with the
CLP300,000 to be advanced by suppliers.  The company also
reportedly promised to absorb many of the subcontract workers
into full-time ranks.

Union leaders warned another strike has not been ruled out with
Codelco still not acting on the its pledges, Reuters says adding
that the Supreme Court decision further complicated the
situation.

Corporacion Nacional del Cobre -- Codelco -- explores, develops,
mines and processes copper in Chile.  The principal product of
the company is Grade A copper cathodes.  The company, which is
owned by Chilean government, exports most of its production to
companies in Europe and Asia.


LOUISIANA-PACIFIC: Masisa Sells 75% of Brazilian Plant To Unit
--------------------------------------------------------------
Masisa S.A. and Louisiana-Pacific South America S.A., a Chilean
related company of Louisiana-Pacific Corporation, signed the
sale of 75% of the oriented strand board (OSB) plant located in
the industrial complex of Ponta Grossa, Brazil, owned by
Masisa's Brazilian subsidiary, Masisa do Brasil Ltda. to
Louisiana-Pacific South America SA.

According to Masisa Chief Executive Officer Enrique Cibie, the
decision to sell the OSB plant, which has a production capacity
of 350,000 cubic meters per annum, is based in "our intention to
focus on our core business of producing and marketing furniture
and interior architecture wood boards."

The price agreed on for all fixed assets of the OSB plant is
US$74,000,000, which is around the book value of these assets,
and this sale should not, therefore, have any significant effect
on Masisa's accounting result.  This price excludes the working
capital.  Of the 75% of OSB Brasil that Masisa is selling to
Louisiana-Pacific South America SA, Masisa received on this date  
the amount of US$44,400,000, which is 80% of the amount
Louisiana-Pacific South America agreed to pay.  Louisiana-
Pacific South America shall pay Masisa the remaining 20% once
the latter physically hands over the OSB plant to OSB Brasil and
certain conditions laid down in the share purchase and sale
contract are met, which is estimated will occur in late
July 2008.  Until such time, Masisa will operate the OSB mill
pursuant to an equipment leasing contract.

The proceeds Masisa obtains from this deal will mainly be
allocated to reducing debt and/or financing Masisa's
investments.

This transaction confirms Masisa's commitment of focusing on the
development of its core business in Brazil, after approving, in
September of 2007, the construction of a medium density
particleboard (MDP) plant in Rio Grande do Sul.  This plant is
scheduled to start up in 2Q 2009 and entails an approximate
investment of US$119 million and an annual production capacity
of 750,000 cubic meters of MDP and an annual melaminating
capacity of 300,000 cubic meters.

                         About Masisa

Masisa SA is a leading furniture and interior architecture board
production and marketing company in Latin America.  It owns
forest assets in most of the region, thereby guaranteeing the
raw material for its board business.  Masisa has 13 production
plants in Chile, Argentina, Brazil, Venezuela and Mexico, all of
which will have the ISO 14,001 and OHSAS 18,001 certification.  
Masisa is currently building an MDP plant in Montenegro, Brazil
that will have an annual production capacity of 750,000 cubic
meters of MDP and an annual melaminating capacity of 300,000
cubic meters.  This plant will be the company's largest plant in
Latin America, mainly for supply to the Brazilian market.

Masisa is a publicly traded corporation and its shares are
traded on the Santiago Stock Exchange.  The company had total
sales of approximately US$966 million in 2007.

                     About Louisiana-Pacific

Headquartered in Nashville, Tennessee, Louisiana-Pacific
Corporation is a leading manufacturer and distributor of wood
based building materials, and is North America's largest
producer of oriented strandboard.  The company has approximately
24% and 15% market share for OSB and structural panels
respectively.

                         *      *      *

As reported in the Troubled Company Reporter-Latin America on
Feb. 29, 2008, Moody's Investors Service downgraded Louisiana-
Pacific Corporation's senior unsecured debt rating to Ba2 from
Baa3, concluding a review for possible downgrade initiated on
Feb. 13, 2008.  At the same time, Moody's assigned a Ba2
corporate family rating and SGL-2 liquidity rating to LP.  The
downgrade reflects LP's deteriorating financial performance,
weakened credit protection metrics, and reduced liquidity
position with the expectation that market conditions will remain
challenging over the next 12 to 18 months.  Moody's rating
outlook is negative.

             Management Expresses Going Concern Doubt

As reported in the Troubled Company Reporter April 1, 2008, the
management of Ivanhoe Energy, Inc., stated in its annual report
for the year ended Dec. 31, 2007, filed with the Securities and
Exchange Commission, that the company incurred a net loss of
about US$39,200,000 for the year ended Dec. 31, 2007, and as at
Dec. 31, 2007, had an accumulated deficit of US$159,990,000 and
negative working capital of about US$3,500,000.

The company stated it currently anticipates incurring
substantial expenditures to further its capital investment
programs and the company's cash flow from operating activities
will not be sufficient to both satisfy its current obligations
and meet the requirements of these capital investment programs.  
Recovery of capitalized costs related to potential projects is
dependent upon finalizing definitive agreements for, and
successful completion of, the various projects.

The outcome of these matters cannot be predicted with certainty
at this time and therefore the company said it may not be able
to continue as a going concern.

The company posted a net loss of US$39,207,000 on revenues of
US$33,517,000 for the year ended Dec. 31, 2007, as compared with
a net loss of US$25,492,000 on revenues of US$48,100,000 in the
prior year.



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

BRIGHTPOINT INC: Okays Proposals During Shareholders' Meeting
-------------------------------------------------------------
Brightpoint Inc. has disclosed the results of its 2008 Annual
Meeting of Shareholders on May 13.  The company's shareholders
approved all of proposals set forth in its Proxy Statement dated
March 31, 2008.  The proposals approved were:

  1) the election of Thorleif Krarup, Marisa E. Pratt and
     Richard W. Roedel as  Class II directors, each to hold
     office until Brightpoint's Annual Meeting of Shareholders
     to be held in 2011 and until the director's successor has
     been duly elected and qualified;

  2) the amendment of Brightpoint's 2004 Long-Term Incentive
     Plan to increase the number of shares available for
     issuance thereunder by 2,173,953 shares; and

  3) the ratification of the appointment of Ernst & Young LLP as
     Brightpoint's independent registered public accounting firm
     for the fiscal year ending Dec. 31, 2008.

Headquartered in Plainfield, Indiana, Brightpoint, Inc. --
http://www.brightpoint.com/-- distributes wireless devices and
accessories, as well as provision of customized logistic
services to the wireless industry.  The company primarily
operates in Australia, Colombia, Finland, Germany, India, New
Zealand, Norway, the Philippines, the Slovak Republic, Sweden,
United Arab Emirates and the United States.  The company's
customers include mobile operators, mobile virtual network
operators, resellers, retailers and wireless equipment
manufacturers.  Brightpoint was incorporated in 1989 under the
name Wholesale Cellular USA, Inc. and changed its name to
Brightpoint Inc. in 1995.

                         *     *     *

On April 12, 2006, Standard & Poor's placed Brightpoint's long-
term local and foreign issuer credit ratings at BB- with a
stable outlook.


CHIQUITA BRANDS: Paid Terrorists to Save Workers, CEO Says
----------------------------------------------------------
Bizjournals.com reports that Chiquita Brands International
Inc.'s Chief Executive Officer Fernando Aguirre said in the CBS
news show "60 Minutes" that the firm made payments to Colombian
terrorist groups to save the lives of its workers,
Bizjournals.com reports.

Bizjournals.com relates that Mr. Aguirre explained that Chiquita
Brands had no choice but to make the payments to the terrorists
that controlled the areas where it had banana operations.  
Chiquita Brands stopped the payments and sold its Colombian unit
when Mr. Aguirre became the firm's chief executive officer.  

According to Bizjournals.com, Chiquita Brands cooperated in an
investigation by U.S. Justice Department and agreed to pay a
US$25 million fine for its actions.  The Colombian government's
probe on the payments is still ongoing.  The government
threatened to extradite Chiquita Brands officials.

Cincinnati, Ohio-based Chiquita Brands International, Inc.
(NYSE: CQB) -- http://www.chiquita.com/-- markets and     
distributes fresh food products including bananas and nutritious
blends of green salads.  The company markets its products under
the Chiquita(R) and Fresh Express(R) premium brands and other
related trademarks.  Chiquita employs approximately 25,000
people operating in more than 70 countries worldwide, including
Panama.

                          *    *    *

In November 2006, Moody's Investors Service downgraded its
ratings for Chiquita Brands LLC., as well as for its parent
Chiquita Brands International Inc.  Moody's said the outlook on
all ratings is stable.

Standard & Poor's Ratings Services also lowered its ratings on
Cincinnati, Ohio-based Chiquita Brands International Inc.,
including its corporate credit rating, from 'B+' to 'B'.
S&P said the ratings remain on CreditWatch with negative
implications where they were placed on Sept. 26, 2007.


ECOPETROL SA: Expects to Finish ADR Listing on NYSE in 4th Qtr.
---------------------------------------------------------------
Ecopetrol SA's spokesperson, confirming statements made by the
company's President Javier Gutierrez at an energy conference in
California, told Business News Americas that the firm has plans
for an American Depository Receipt listing on the New York Stock
Exchange and expects to complete the process in the fourth
quarter of 2008.

The unnamed spokesperson made it clear that the plan is not a
new offering; the same shares previously trading in Colombia
will be used on the NYSE.

According to BNamericas, Ecopetrol has sold 10.1% of the company
in a domestic  initial public offering in 2007, which it raised
US$2.8 billion.  The company has received approval by the
Colombian government to sell up to 20% of the company, but a
decision to sell the remainder will depend on the company's
investment needs.

To achieve a production goal of 1 million barrels per day, the
company is planning to invest US$60 billion through 2015, the
report adds.

Ecopetrol SA 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 currency issuer default rating at 'BB+'.



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

SIRVA INC: Emerges from Chapter 11 Protection in New York
---------------------------------------------------------
Marc Kieselstein, P.C., at Kirkland and Ellis LLP, in Chicago,
Illinois, notifies the U.S. Bankruptcy Court for the Southern
District of New York that SIRVA, Inc., and its debtor-
subsidiaries' First Amended Prepackaged Joint Plan of
Reorganization became effective on May 12, 2008.  

Each of the conditions precedent to consummation of the Plan
have been satisfied or waived, in accordance with the Plan, Mr.
Kieselstein says.

On May 9, 2008, by Eryk J. Spytek, senior vice-president,
general counsel and secretary of SIRVA, Inc., disclosed in a
regulatory filing with the Securities and Exchange Commission
that SIRVA will emerge from bankruptcy as a private company
controlled by the holders of Allowed Prepetition Facility Claims
and the holders of DIP Facility Claims, who become New Credit
Agreement Lenders via distribution of the New Common Stock.

The DIP Facility will convert into the New Credit Facility, and
up to 25% of the New Common Stock, subject to dilution for the
Management Incentive Plan, will be made available as a fee to
the DIP Lenders upon conversion, said Mr. Spytek.  The remaining
portion of the New Common Stock will be distributed on a pro
rata basis to the holders of Prepetition Facility Claims.

Moreover, the Reorganized Debtors will be authorized to assume
all obligations in respect of the loans and all other monetary
obligations under the DIP Credit Agreement.  Each loan will be
deemed to have been continued as a loan under the New Credit
Agreement, and each DIP Lender will be deemed to be a New Credit
Agreement Lender.  The DIP Credit Agreement and related
documents will be deemed to have been superseded and replaced by
the New Credit Agreement, and the commitments under the DIP
Credit Agreement will be deemed to have been terminated.

                      Company's Statement

SIRVA, Inc. disclosed that its Plan of Reorganization became
effective, ending its Chapter 11 case and marking the Company's
emergence from bankruptcy.

SIRVA's Plan of Reorganization is the result of an agreement
the Company reached in February with its lenders, who
overwhelmingly supported its Plan of Reorganization.  SIRVA's
exit financing consists of a US$215,000,000 senior secured
credit facility, which will be used to fund ongoing operations
and borrowings.  Effective immediately, SIRVA will become a
private company, and its stock will no longer be publicly
traded.

                         About SIRVA Inc.

Headquartered in Westmont, Illinois, SIRVA Inc. (Pink Sheets :
SIRV.PK) -- http://www.sirva.com/-- is a provider of relocation
solutions to a well-established and diverse customer base.  The
company handles all aspects of relocation, including home
purchase and home sale services, household goods moving,
mortgage services and home closing and settlement services.
SIRVA conducts more than 300,000 relocations per year,
transferring corporate and government employees along with
individual consumers.  SIRVA's brands include Allied, Allied
International, Allied Pickfords, Allied Special Products, DJK
Residential, Global, northAmerican, northAmerican International,
Pickfords, SIRVA Mortgage, SIRVA Relocation and SIRVA
Settlement.  The company has operations in Costa Rica.

The company and 61 of its affiliates filed separate petitions
for Chapter 11 protection on Feb. 5, 2008 (Bankr. S.D.N.Y. Case
No. 08-10433).  Marc Kieselstein, Esq. at Kirkland & Ellis,
L.L.P. is representing the Debtor.  When the Debtors filed for
bankruptcy, it reported total assets of US$924,457,299 and total
debts of US$1,232,566,813 for the quarter ended Sept. 30, 2007.  
The Court confirmed the Debtor's First Amended Prepackaged Plan
on May 7, 2008.

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


SIRVA INC: Will No Longer Proceed with Public Offering Plan
-----------------------------------------------------------
In a regulatory filing with the Securities and Exchange
Commission dated May 12, 2008, Eryk J. Spytek, senior vice-
president, general counsel and secretary of SIRVA, Inc.,
disclosed that the company terminated its registration under
Section 12(g) of the Securities Exchange Act of 1934.

                Registration Statement Withdrawn

In a separate filing, Mr. Spytek disclosed that SIRVA seeks the
withdrawal of its Registration Statement initially filed with
the SEC on November 30, 2007.  

Mr. Spytek states that SIRVA no longer intends to proceed with a
registered public offering of its securities, and it believes
the withdrawal to be consistent with the public interest and the
protection of investors.  SIRVA confirms that the Registration
Statement has not been declared effective, and no securities
have previously been sold in connection with the proposed
offering.

Mr. Spytek also disclosed that SIRVA removes all shares that
remain unissued pursuant to the Registration Statement dated
October 5, 2007.  The October 5 Registration Statement effected
the registration of 7,400,000 shares of SIRVA's common stock,
par value US$0.01 per share, to be issued under the SIRVA, Inc.
Amended and Restated Omnibus Stock Incentive Plan.

Additionally, SIRVA removes all shares that remain unissued
pursuant to the Registration Statement dated November 25, 2003.  
The October 5 Registration Statement effected the registration
of:

   (a) 7,600,000 shares of SIRVA's common stock, par value
       US$0.01 per share, to be issued under the SIRVA, Inc.
       Omnibus Stock Incentive Plan, and

   (b) 4,528,372 shares, to be issued under the SIRVA, Inc.
       Stock Incentive Plan.  

Mr. Spytek disclosed that 7,276,422 of the 7,600,000 shares
under the Omnibus Plan, and 3,800,922 of the 4,528,372 shares
under the Option Plan, remain unissued.

Headquartered in Westmont, Illinois, SIRVA Inc. (Pink Sheets :
SIRV.PK) -- http://www.sirva.com/-- is a provider of relocation
solutions to a well-established and diverse customer base.  The
company handles all aspects of relocation, including home
purchase and home sale services, household goods moving,
mortgage services and home closing and settlement services.
SIRVA conducts more than 300,000 relocations per year,
transferring corporate and government employees along with
individual consumers.  SIRVA's brands include Allied, Allied
International, Allied Pickfords, Allied Special Products, DJK
Residential, Global, northAmerican, northAmerican International,
Pickfords, SIRVA Mortgage, SIRVA Relocation and SIRVA
Settlement.  The company has operations in Costa Rica.

The company and 61 of its affiliates filed separate petitions
for Chapter 11 protection on Feb. 5, 2008 (Bankr. S.D.N.Y. Case
No. 08-10433).  Marc Kieselstein, Esq. at Kirkland & Ellis,
L.L.P. is representing the Debtor.  When the Debtors filed for
bankruptcy, it reported total assets of US$924,457,299 and total
debts of US$1,232,566,813 for the quarter ended Sept. 30, 2007.  
The Court confirmed the Debtor's First Amended Prepackaged Plan
on May 7, 2008.

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


SIRVA INC: 360networks Panel May Get $1.5MM in Preference Action
----------------------------------------------------------------
Sirva Inc., its debtor-affiliates, the Official Committee of
Unsecured Creditors in their Chapter 11 cases, and the Official
Committee of Unsecured Creditors of 360networks (USA) Inc., ask
the U.S. Bankruptcy Court for the Southern District of New York
to approve a stipulation fully resolving the preference action
pending before Judge Allan L. Gropper in the U.S. Bankruptcy
Court.

The parties have engaged in settlement discussions and
negotiations, and have agreed to fix and liquidate the amount of
360networks Committee's claim, to avoid the uncertainty and
expense of further litigation.

Pursuant to the Stipulation, the parties agree that:

(1) 360networks Committee will have an allowed, non-
contingent, liquidated, unsecured claim for US$1,500,000
against the Debtors;

(2) 360networks Committee will not be required to file a proof
of claim with respect to the Allowed Claim;

(3) 360networks Committee will waive any right to assert an
administrative expense claim against the Debtors for
"substantial contribution" or compensation for
professional services; and

(4) provided that the Debtors' First Amended Prepackaged Joint
Plan of Reorganization is confirmed:

-- the Allowed Claim will be treated as a Class 5-A Claim,

-- 360networks Committee will not oppose the confirmation
of the Plan,

-- upon the effective date of the Plan, the Debtors will
pay US$375,000 to 360networks Committee, in full and
final satisfaction of the Allowed Claim, and

-- within 10 days of receipt of the Payment Amount,
360networks Committee will seek the dismissal of the
Preference Action, with prejudice.

Headquartered in Westmont, Illinois, SIRVA Inc. (Pink Sheets :
SIRV.PK) -- http://www.sirva.com/-- is a provider of relocation
solutions to a well-established and diverse customer base. The
company handles all aspects of relocation, including home
purchase and home sale services, household goods moving,
mortgage services and home closing and settlement services.
SIRVA conducts more than 300,000 relocations per year,
transferring corporate and government employees along with
individual consumers. SIRVA's brands include Allied, Allied
International, Allied Pickfords, Allied Special Products, DJK
Residential, Global, northAmerican, northAmerican International,
Pickfords, SIRVA Mortgage, SIRVA Relocation and SIRVA
Settlement. The company has operations in Costa Rica.

The company and 61 of its affiliates filed separate petitions
for Chapter 11 protection on Feb. 5, 2008 (Bankr. S.D.N.Y. Case
No. 08-10433). Marc Kieselstein, Esq. at Kirkland & Ellis,
L.L.P. is representing the Debtor. When the Debtors filed for
bankruptcy, it reported total assets of US$924,457,299 and total
debts of US$1,232,566,813 for the quarter ended Sept. 30, 2007.
The Court confirmed the Debtor's First Amended Prepackaged Plan
on May 7, 2008.

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


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

PRC LLC: Committee Can Employ Halperin Battaglia as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in PRC LLC and its
debtor-affiliates' Chapter 11 cases obtained authority from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Halperin Battaglia Raicht, LLP, as its special conflicts
counsel nunc pro tunc to March 26, 2008.

According to Andrew B. Eckstein, Esq., at Blank Rome LLP, in New
York, the Committee has selected HBR because of its experience
and expertise in the field of creditors' and debtors' rights and
business reorganizations under the Bankruptcy Code.  HBR has
been involved in numerous Chapter 11 cases throughout the United
States, and has acted as conflicts counsel to committees in
other significant Chapter 11 cases.

The Committee sought to retain HBR to address matters as to
which its primary counsel, Blank Rome, may have conflicts.  As
of April 9, 2008, Blank Rome has identified potential conflicts
related to Royal Bank of Scotland, the Debtors' prepetition
lenders, and the Verizon companies.  HBR agreed to represent the
interest of the Committee, except with respect to The CIT Group,
which it has in the past and may in the future represent in
matters not related to the Debtors and the Committee.

The services of HBR's professionals will be paid according to
the firm's standard hourly rates:

         Professional               Hourly Rate
         ------------               -----------
         Attorneys                US$175 - US$435
         Clerks                       US$125
         Paraprofessionals         US$75 - US$100

HBR's actual and necessary expenses related to the contemplated
services will also be reimbursed.

Alan D. Halperin, a member of Halperin Battaglia Raicht, in New
York, assured the Court that his firm does not represent nor
hold interest adverse to the Committee, the Debtors, their
creditors or any party-in-interest in matters for which the firm
will be retained.  He maintained that HBR is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code.

                         About PRC LLC

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

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

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

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

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

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

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



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


PETROECUADOR: To Build Refinery in Petroleos de Venezuela JV
------------------------------------------------------------
Petroecuador will form a joint venture with Petroleos de
Venezuela SA for the construction of a refinery and
petrochemical facility at Ecuador this month, Business News
Americas reports.

According to Petroecuador, the plant will be called Refineria
del Pacifico Compania de Economia Mixta with Petroecuador owning
the 51% stake and Petroleos de Venezuela holding the 49%.

BNamericas relates that the construction of the refinery, which
will be built along the El Aromo area in Manabi on Ecuador's
pacific coast, will cost US$5 billion.  The plant will take
about three to four years to build and is expected to to produce
some 300,000 barrels of oil per day, the news agency adds.

HighBeam Research relates that as part of the agreement,
Petroecuador will provide Petroleos de Venezuela with crude oil
in exchange for its refined products.  

International Herald Tribune reports that Ecuadorean President
Rafael Correa said in 2007 that if Venezuela and Ecuador will
build a petrochemical plant on the same location in addition to
the refinery, the expense would likely increase to
US$10 billion.
   
                   About Petroleos de Venezuela

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

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.

                        About Petroecuador

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

                           *     *     *

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



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

CASH PLUS: Keven Bandoian Presents Firm's Status Report
-------------------------------------------------------
Radio Jamaica reports that Cash Plus Limited's Co-Interim
Receiver Manager Kevin Bandoian has submitted to Judge Marva
McIntosh of the Supreme Court of Jamaica a status report on the
firm.

As reported in the Troubled Company Reporter-Latin America on
May 14, 2008, Mr. Bandoian was given the mandate of determining
the status of the assets and liabilities of Cash Plus and its
affiliates, which status will determine if pay outs can be made
to lenders and creditors.

Radio Jamaica relates that Cash Plus and its receiver will
return to the court on Thursday for further directions.

The status report was in line with information from the police
that says Cash Plus doesn't have any money in its accounts, RJR
News states, citing sources.  

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 COMMERCIAL: In Danger of Prosecution Because of Olint
--------------------------------------------------------------
The National Commercial Bank Jamaica Ltd.'s lead attorney
Michael Hylton said that the bank is in danger of prosecution
under the Money Laundering Act, Terrorism Prevention Act, and
regulatory action by the Bank of Jamaica, because of doing
business with Olint Limited, Radio Jamaica reports.

By maintaining a banking relationship with Olint, National
Commercial could be accused of unsafe and unsound banking
practices, Radio Jamaica says, citing Mr. Hylton.  

According to Radio Jamaica, lawyers representing the National
Commercial defended its action against Olint.  They argued that
Olint's accounts put the National Commercial's operation at
risk.

Mr. Hylton told Radio Jamaica that a financial institution
overseas has told the National Commercial that it wouldn't
process any transaction involving Olint.  The International
Monetary Fund also expressed concerns about schemes like Olint,
Mr. Hylton added.

As reported in the Troubled Company Reporter-Latin America on
May 14, 2008, Olint's lead attorney Gordon Robinson questioned
the National Commercial's haste to close the firm's accounts.  
Mr. Gordon claimed that the tough stance taken by National
Commercial "borders on contempt of court."  However, Mr. Gordon
argued that there is no evidence that the Bank of Jamaica or any
overseas institution threatened to sever ties with the National
Commercial if it doesn't close Olint's accounts.  Mr. Gordon
said that the National Commercial hadn't charged Olint of being
involved in any suspicious transactions.

There is nothing under the Banking Act to stop the National
Commercial from closing the accounts of its client, Radio
Jamaica says, citing Mr. Hylton.   A fiduciary relationship
between the National Commercial and its client doesn't bind them
forever and that the bank has a right to terminate the
relationship if the customer is acting outside the law, Mr.
Hylton added.

Radio Jamaica relates that Mr. Hylton said before the Appeal
Court that Olint refused to submit its audited financial
statements, even though the firm was given several opportunities
to submit them.  This is a strict requirement of the Bank of
Jamaica, Mr. Hylton added.

Olint has reduced its banking activity with the National
Commercial, with the firm's balance decreasing to US$2.6 million
from US$2.6 million, Radio Jamaica notes, citing Mr. Hylton.  
The closure of its accounts would have minimal effect, Mr.
Hylton said.

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

                        *     *     *

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

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


SUGAR COMPANY: Unions Want to Hold Meeting for Divestment Update
----------------------------------------------------------------
Radio Jamaica reports that trade unions have written to
Agriculture Minister Christopher Tufton asking for a meeting to
get an update on the sale of the factories of the Sugar Company
of Jamaica.  

The unions told Radio Jamaica that they want to know how the
sale will affect employees.  According to National Workers Union
President Vincent Morrison, he has asked for a comprehensive
report on the impending sale.  He said he wants to discuss the
divestment of the sugar sector.

Radio Jamaica relates that the divestment of the factories will
be completed in a matter of weeks.  The government will choose a
buyer for the five factories by the middle of the year.

"The government has indicated that by June of this year, they
will be able to complete the divestment of the government's
holding in the industries, that is the SCJ [Sugar Company]
factories and we believe that they unions should be updated as
to the progress made in respect to the divestment," Mr. Morrison
told Radio Jamaica.

The Sugar Company of Jamaica Limited aka SCJ was formed in
November 1993 by a consortium made up of J. Wray & Nephew
Limited, Manufacturers Investments Limited and Booker Tate
Limited.  The three companies each held 17% equity in SCJ, with
the remaining 49% being held by the government of Jamaica.  In
1998, the government became the sole shareholder of SCJ by
acquiring the interests of the members of the consortium. Its
stated goal was to maximise efficiency, productivity and
profitability of the three sugar factories, within three years.
The principal activities of the company are the cultivation of
cane and the manufacture and sale of sugar and molasses.

The Sugar Company of Jamaica Limited registered a net loss of
almost US$1.1 billion for the financial year ended Sept. 30,
2005, 80% higher than the US$600 million reported in the
previous financial year.  Sugar Company blamed its financial
deterioration to the reduction in sugar cane production.
According to published reports, the Jamaican government has
taken responsibility for the payment of the firm's debts.  Radio
Jamaica has said that to date, the five sugar factories have
incurred J$3 billion in debts.  The government is now selling
the factories.



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

BLUE WATER: Files Chapter 11 Plan, Mulls Sale of Business
---------------------------------------------------------
Blue Water Automotive Systems, Inc., BWAS Holdings, Inc., Blue
Water Plastics Mexico, Ltd., BWAS Mexico, LLC, and Blue Water
Automotive Systems Properties, LLC, filed with the United States
Bankruptcy Court Eastern District of Michigan on May 9, 2008, a
Joint Plan of Liquidation, which contemplates the going concern
sale of the business to pay off claims from the proceeds of the
sale.

The Debtors have yet to file their liquidation analysis.  The
Debtors, however, have compared their prospects as an ongoing
business enterprise with the estimated recoveries to creditors
in a liquidation scenario and concluded that the recovery for
holders of allowed claims would be maximized in a sale and
liquidation.  To avoid the dissipation of value that would come
through the threatened resourcing of product by some customers,
the Debtors negotiated non-resourcing agreements with
participating customers General Motors Corp., Chrysler LLC and
certain affiliates, and Ford Motor Company.

The proceeds of the sale will be distributed to Citizens Bank,
the lender of the US$35,000,000 DIP Loan; holders of allowed
secured claims to the extent of the collateral value; allowed
priority claims; and holders of other allowed claims in order of
priority.  Holders of equity interests in the Debtors will
receive no recovery, but holders of equity interest in BWAS
Mexico and Blue Water Plastics Mexico may receive distributions
if the two entities are included in the sale.

The Liquidation Plan will be effective when:

   1. The Court approves the sale of the Business;

   2. The Court enters an order confirming the Plan; and

   3. The purchaser closes on the sale.

A full-text copy of the Disclosure Statement is available for
free at http://bankrupt.com/misc/bw_disclosurestat.pdf

A full-text copy of the Plan of Liquidation is available for
free at http://bankrupt.com/misc/bw_planofliquidation.pdf

           Participating Customers Set June 30 Deadline

In the disclosure statement explaining the terms of the
Liquidation Plan, the Debtors disclosed that the Participating
Customers have agreed not to resource, provided that Blue Water
meets these milestones in pursuit of a sale of substantially all
its assets to a qualified buyer:

     April 15, 2008   Debtors must obtain a letter of intent for
                      a Sale.

     May 28, 2008     Debtors must obtain a definitive asset
                      purchase agreement and file motion to
                      approve the Sale.

     June 20, 2008    Debtors must obtain an order approving the
                      Sale.

     June 30, 2008    Sale closing.

The Debtors note that if the Participating Customers re-source
their production, their estates will suffer a substantial
decrease in value, because the value of the production contracts
will not be captured in the Sale.

BWASI has engaged Miller Buckfire & Co., LLC, in connection with
the sale process.  Miller Buckfire has assisted the Debtors in,
among other things, identifying potential bidders and soliciting
bids and managing the bidders' due diligence process.

Miller Buckfire is expected to assist the Debtors in negotiating
and finalizing the terms of an APA.  The final APA will be filed
and served for approval of the Court if and when consummated.  
The Debtors intend to work toward execution of an APA with at
least one of the interested parties on or about May 28, 2008.

"Numerous expressions of interest/preliminary letters of intent
were received and reviewed by the Debtors, and a number of
parties are in the process of conducting due diligence towards a
potential purchase," the Debtors said in the Disclosure
Statement.

The Debtors anticipate filing a motion to prohibit any credit
bidding by CIT Equipment Financing and CIT Capital USA, who have
liens on only the Debtors' fixed assets.  The Debtors believe
that permitting CIT Equipment Financing and CIT Capital USA to
credit bid could reduce the value of the Sale by chilling
bidding among parties interested in purchasing all of the
Debtors' assets.

The Debtors also have a non-Debtor Mexican affiliate, Blue Water
Automotive Systems Mexico, S. de R.L. de C.V., which is not a
party to the Chapter 11 cases but which is expected to be part
of the Sale.

           Blue Water Sees Value in Mexico Facilities

The Debtors design, manufacture and supply injection molded
thermoplastic components and assemblies for top automotive
original equipment manufacturers, including the Detroit Three --
Ford, General Motors, Chrysler, which represented 50% of their
business in 2007.

The company's strongest OEM relationship is with Ford, for whom
it is currently launching three major programs with two
additional programs in the development stage.

The company continues to expand existing relationships with
Mercedes-Benz, Valeo, Denso, Volkswagen and other "new domestic"
OEMs and Tier 1 suppliers to diversify revenues and capitalize
on the growth of these customers in the North American market.  

Over the past 15 years, the automotive components suppliers have
consolidated and globalized as OEMs have reduced their supplier
base.  In response to this trend, Blue Water's growth strategy
has focused on leveraging relationships with OEMs to further
penetrate its existing customer base and winning business from
"new domestic" OEMs and Tier 1 suppliers.

Blue Water cites its low cost manufacturing facility in Mexico
City an important piece of its growth plan.  The facility has
available capacity and room for expansion to significantly grow
its existing production capabilities.

BWASI believes it is well positioned to win business in areas
where its design and engineering expertise and advanced
manufacturing equipment and process provide value to OEMs.

                    Means of Implementing Plan

On the effective date of the Plan, any proceeds generated by the
Sale, after satisfaction of all allowed secured claims and
administrative claims, will be transferred to a Creditors'
Trustee.  The Creditors Trustee will be appointed by the
Bankruptcy Court prior to the Effective Date.

The Creditors Trustee will, as representative of the Debtors'
estate, retain and may enforce the rights to commence causes of
action include avoidance actions.  The Creditors Trustee will
also be responsible for:

   (i) preparation and filing of tax returns, on behalf of the
       Debtors, the Estates, and the Creditors' Trust, including
       the right to request a determination of tax liability as
       set forth in Section 505 of the Bankruptcy Code;

  (ii) requesting and receiving of W-9 federal tax forms for any
       party who is entitled to receive distribution on account
       of a claim or equity interest;

(iii) final administration of employee benefits if any, and
       effecting the final administration and termination of all
       Compensation and Benefit Plans;

  (iv) payment of post-confirmation fees due to the Office of
       the United States Trustee;

   (v) filing of status reports with the Court or other parties-
       in-interest on a quarterly basis including a summary of
       any disbursements or receipts;

  (vi) any duty of care, loyalty or other duty imposed or
       imputed by law;

(vii) responding to inquiries of creditors; and

(viii) collecting and liquidating assets not included in the
       Sale.

The Creditor's Trustee may retain attorneys, accountants,
advisors, expert witnesses, and other professionals as he/she
will consider advisable without necessity of approval of the
Bankruptcy Court.  Persons who served as professionals to the
Official Committee of Unsecured Creditors or the Debtors prior
to the Effective Date may serve the Creditors' Trustee and
professionals retained by him or her will be paid by him or her
in the ordinary course from amounts held in the Creditors'
Trust.

The Creditors Committee will be dissolved on the Effective Date.  
The Debtors, other than, possibly, Blue Water Plastics Mexico
and BWAS Mexico will also be deemed dissolved.

                  About Blue Water Automotive

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

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

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Judy O'Neill, Esq., and Frank DiCastri, Esq., at
Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel.  
Administar Services Group LLC acts as the Debtors' claims,
noticing, and balloting agent.  Blue Water's bankruptcy petition
lists assets and liabilities each in the range of US$100 million
to US$500 million.

The Debtors filed their Liquidation Plan on May 9, 2008.  The
Court will convene a hearing May 23 to consider approval of the
Disclosure Statement explaining the Plan, for voting purposes.  
The Court will hold a hearing June 18, 2008, to consider
confirmation of the Plan.  (Blue Water Automotive Bankruptcy
News, Issue No. 14, Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


BLUE WATER: Classification and Treatment of Claims Under Plan
-------------------------------------------------------------
The significant debt obligations of Blue Water Automotive
Systems, Inc., and its four debtor-affiliates as of their
bankruptcy filing date are:

  A. Creditors Holding Secured Claims:

     CIT Capital USA, Inc.                       US$14,981,372

     CIT Group/Business Credit                   US$17,560,464

     CIT Group/Equipment Financing Inc.          US$14,460,230

     KPS Special Situations Fund II L.P.          US$5,000,000
     KPS Special Situations Fund II(a) L.P.

     Microsoft Financing                            US$216,049
                                                   -----------
         Total                                   US$52,218,115

  B. Creditors Holding Specific Equipment
     Secured Claims (Lease Payments)                US$452,757

  C. Creditors Holding Unsecured Priority Claims    US$770,441

  D. Creditors Holding Non-Priority Unsecured
     Claims (Trade Claims)                       US$33,572,242

The Debtors' debt to CIT Group/Business Credit has been paid off
in connection with an order approving a US$35,000,000 of DIP
financing from Citizens Bank.

The US$770,441 listed for unsecured priority claims include some
filed claims the Debtors expect to be reclassified as non-
priority claims.  The US$33,572,242 listed for trade claims may
be increased by certain filed claims.

On May 9, 2008, the Debtors filed with the United States
Bankruptcy Court Eastern District of Michigan a chapter 11 plan
of liquidation, which contemplates the sale of the Debtors'
business by June 30, 2008.

The Debtors estimate that as of the effective date of the
Liquidation Plan, these administrative expense claims will be
outstanding:

                                                  Total Amount
                                                  ------------
     Section 503(b)(9) Claims                     US$3,053,674
     Accrued Professional Compensation            US$1,137,900
     Other Administrative Expense Claims          US$1,600,000

In February 2008, the Participating Customers made advances to
Blue Water Automotive Systems, Inc., totaling US$3,884,981,
which are deemed to constitute secured advances:

     Participating Customer                       Total Amount
     ----------------------                       ------------
     Ford Motor Company                           US$3,884,981
     General Motors Corp.                            1,011,000
     Chrysler                                          708,000

Ford paid on an accelerated basis US$2,889,288 of engineering,
design and testing payment, also in connection with the Court's
order approving cash collateral.

BWASI has also borrowed funds from Citizens Bunk under a Court-
approved US$35,000,000 DIP Facility.  Certain of the advances
were supported by a guaranty of Ford.  The borrowing is secured
on a superpriority basis by a first lien on substantially all of
the Debtors' postpetition assets, excluding tooling, avoidance
actions and the Debtors' claims against Sama Automotive, and a
second lien of the Debtors' prepetition assets, except for
certain excluded collateral.

The Debtors propose to treat interests and allowed claims in
this manner:

Class Description    Status     Treatment
----- ------------   ------     ---------
N/A  Administrative 100%       Each Holder of an allowed
      Clams          Recovery   administrative claims will
                                be paid in full in cash.

N/A  DIP Facility   100%       The claims will be paid in full
      Claims & Cash  Recovery   in accordance with the Final
      Collateral                DIP Order.
      Lien Claims

N/A  Priority Tax   100%       Holders of priority tax claims
      Claims         Recovery   will receive either (a)
                                installment payments in cash of
                                a total value, as of the
                                Effective Date, equal to the
                                allowed amount of the claim,
                                plus interest, commencing on
                                the Effective Date, if the
                                obligation is assumed by
                                purchaser of the Debtors'
                                assets; or (b) cash on the
                                Effective Date of a total value
                                equal to the allowed amount of
                                the claim.

N/A  Other          100%       Holders of Other Priority claims
      Priority       Recovery   will receive (a) installment
      Claims                    payments, to the extent deferred
                                cash payments are permitted
                                pursuant to Section
                                1129(a)(9)(B) of the Bankruptcy
                                Code, or (b) full payment in
                                cash of the allowed claims.
  1   Secured        May Be     As of the Effective Date, the
      Claims of      Impaired   holder of the claim will
      CIT Capital               receive, at the election of
      Against                   Properties (after consulting
      Proper                    with the Purchaser), either:
                                (i) Provided that CIT Capital
                                does not credit bid at the Sale,
                                Cash in an amount equal to the
                                Collateral Value; (ii) the
                                retention of the holder's lien
                                on its collateral and deferred
                                equal monthly payments, the
                                present value of which monthly
                                payments will equal the
                                Collateral Value, commencing on
                                the first Business Day of the
                                month following the Effective
                                Date and continuing for 10 years
                                from the Effective Date, based
                                on a 20-year amortization of
                                the allowed amount, with the
                                deferred payments calculated at
                                the lowest market rate of
                                interest, and further provided
                                that the unpaid allowed amount
                                of the allowed secured claim
                                may be prepaid at any time
                                without penalty, or (iii)
                                transfer of title to all or a
                                portion of the collateral
                                securing the allowed claim to
                                the holder thereof, subject to
                                any preexisting leasehold
                                rights as may be readjusted to
                                account for any property (a)
                                sold by Properties and for
                                which the liens of CIT Capital
                                were transferred to the
                                proceeds of the sale or (b) not
                                utilized by the Debtors or
                                Purchaser after the transfer of
                                such property back to the
                                holder of the Allowed Claim.

  2   Real Estate    100%       Claims holders will be paid the
      Tax Claims     Recovery;  full amount of the claim,
      Against        Impaired   without interest.
      Properties

  3   Specific       May Be     Each holder of an allowed claim
      Equipment      Impaired   in Class 3 is deemed to be in a
      Secured                   separate subclass.  Claim
      Claims                    holders will receive, except to
                                the extent the holder agrees to
                                a different treatment, at the
                                election of the Debtors (after
                                consultation with the
                                Purchaser), either: (i) upon the
                                sale of the collateral securing
                                such Allowed Secured Claim, cash
                                in an amount equal to the  
                                Collateral Value; or (ii) the
                                transfer of title to the
                                collateral securing the claim to
                                the holder thereof.

  4   Other          May Be     Each claim holder is deemed to  
      Secured        Impaired   be placed in a separate subclass
      Claims                    Each holder will receive,
                                either: (i) upon the sale of the
                                collateral securing the allowed
                                claim, cash in an amount equal
                                to the Collateral Value; or (ii)
                                the retention of the holder's
                                lien on its collateral and
                                deferred monthly payments, the
                                present value of which monthly
                                payments will equal the
                                Collateral Value commencing on
                                the first Business Day of the
                                month following the Effective
                                Date and continuing for 5 years
                                from the Effective Date, with
                                the deferred payments calculated
                                at the lowest market rate of
                                interest, and further provided
                                that the unpaid Allowed Amount
                                of the allowed secured claim may
                                be prepaid at any time without
                                penalty, or, to the extent
                                the collateral is real property,
                                the retention of the holder's
                                lien on its collateral and
                                deferred equal monthly payments,
                                the present value of which
                                monthly payments will equal the
                                Collateral Value, commencing on
                                the first Business Day of the
                                month following the Effective
                                Date and continuing for 10 years
                                from the Effective Date, based
                                on a 20-year amortization of the
                                Allowed Amount, with the
                                deferred payments calculated at
                                the lowest market rate of
                                interest, and further provided
                                that the unpaid Allowed Amount
                                of the Allowed Secured Claim may
                                be prepaid at any time without
                                penalty; or (iii) transfer of
                                the title to the collateral
                                securing the Allowed Secured
                                Claim to the holder thereof; or
                                (iv) other treatment as will
                                provide the holder with the
                                indubitable equivalent of the
                                holder's Allowed Secured Claim.

  5   General        Impaired   Each holder will receive its pro
      Unsecured                 rata share of the subtrust
      Claims                    under Creditors' Trust
                                established for allowed claims
                                Payments will be made by the
                                Creditors' Trustee as soon as
                                practicable after the Effective
                                Date as cash becomes available
                                for substantial distributions,
                                in accordance with the
                                Creditors' Trust.

   6   Unsecured     Impaired   Each holder of an allowed claims
       Deficiency               that prior to the Petition Date
       Claims                   was secured by liens on property
                                of a Debtor but which are no
                                longer secured, whether in whole
                                or in part, because the
                                collateral value is less than
                                the total amount of the Allowed
                                claim, will receive its pro rata
                                share of the subtrust under the
                                Creditors' Trust established
                                for  allowed claims.

  7   Unsecured      Up to 10%  Each holder will receive 10% of
      Construction   Recovery;  the Allowed Amount of the Claim,
      Claims         Impaired   provided, however, that in no
      Against                   event will the total amount
      Properties                payable to the holders of
                                payable to the holders of the
                                claims in Class 7 exceed
                                US$100,000 and if 10% to the
                                holders would result in an
                                aggregate total of payments in
                                excess of US$100,000, then each
                                holder will receive its pro
                                rata share of US$100,000.

  8   Convenience    Up to 50%  Holders of allowed unsecured
                     Recovery;  Claims of (a) US$2,000 or less,
                     Impaired   or (b) an amount greater than
                                US$2,000, provided that a
                                holder may elect to reduce the
                                allowed amount of the claim to
                                US$2,000 by election on its
                                ballot, will receive 50% of the
                                Allowed Amount of the claim,
                                provided, however, that in no
                                event will the total amount
                                payable to the holders of
                                Allowed Claims in Class 8
                                exceed US$400,000 and if
                                payment of 50% to the holders
                                would result in an aggregate of
                                payments in excess of
                                US$400,000, then each holder of
                                an Allowed Claim in Class 8
                                will receive its Pro Rata Share
                                of US$400,000.

  9   Equity         0%         Holders will neither receive
      Interests      Recovery;  nor retain any property under
      (Other than    Impaired   the Plan.  
      Mexico Equity
      Interests)

  10  Mexico Equity  0 or 100%  In the event that the Mexico
      Interests      Recovery,  Equity Interests are sold in
                     depending  the Sale, the Holders of Mexico
                     on         Equity Interests will receive
                                the proceeds of the Mexico
                                Equity Interests to the extent
                                they exceed the Collateral
                                Value.  In the event the Mexico
                                Equity Interests are not sold
                                in the Sale, the Holders of
                                Mexico Equity Interests will
                                not receive anything on account
                                of the interests.  

Holders of claims in Classes 5, 6, 7, and 8 are impaired and
thus entitled to vote on the Plan.  To the extent claim holders
in classes 1, 2, 3 and 4 are impaired, they may be entitled to
vote on the Plan.  Holders of Equity Interests in Class 9 are
conclusively deemed to reject the Plan.  Holders of Mexico
Equity Interests will, depending upon the election by the
Purchaser either be conclusively deemed to reject the Plan or
are unimpaired in the event the Mexico Equity Interests are sold
in the Sale.

                  About Blue Water Automotive

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

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

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Judy O'Neill, Esq., and Frank DiCastri, Esq., at
Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel.  
Administar Services Group LLC acts as the Debtors' claims,
noticing, and balloting agent.  Blue Water's bankruptcy petition
lists assets and liabilities each in the range of US$100 million
to US$500 million.

The Debtors filed their Liquidation Plan on May 9, 2008.  The
Court will convene a hearing May 23 to consider approval of the
Disclosure Statement explaining the Plan, for voting purposes.  
The Court will hold a hearing June 18, 2008, to consider
confirmation of the Plan.  (Blue Water Automotive Bankruptcy
News, Issue No. 14, Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


BLUE WATER: Court Sets Plan Confirmation Hearing on June 18
-----------------------------------------------------------
The United States Bankruptcy Court Eastern District of Michigan
will convene a hearing June 18, 2008, to consider confirmation
of the Joint Plan of Liquidation of Blue Water Automotive
Systems, Inc., BWAS Holdings, Inc., Blue Water Plastics Mexico,
Ltd., BWAS Mexico, LLC, and Blue Water Automotive Systems
Properties, LLC.

The Debtors filed their Liquidation Plan on May 9, 2008.

The Court outlined a Plan Confirmation Schedule that will allow
the Debtors to consummate and close a sale of substantially all
of their assets by June 30.

The Court also set this Plan Confirmation Schedule:

   May 21, 2008  -- Deadline to file objections to final
                    approval of the Disclosure Statement

   May 23, 3008  -- Hearing on the final approval of the
                    Disclosure Statement

   June 10, 2008 -- Deadline to return ballots on the Plan, as
                    well as objections to confirmation of the
                    Plan

                  About Blue Water Automotive

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

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

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Judy O'Neill, Esq., and Frank DiCastri, Esq., at
Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel.  
Administar Services Group LLC acts as the Debtors' claims,
noticing, and balloting agent.  Blue Water's bankruptcy petition
lists assets and liabilities each in the range of US$100 million
to US$500 million.

The Debtors filed their Liquidation Plan on May 9, 2008.  The
Court will convene a hearing May 23 to consider approval of the
Disclosure Statement explaining the Plan, for voting purposes.  
The Court will hold a hearing June 18, 2008, to consider
confirmation of the Plan.  (Blue Water Automotive Bankruptcy
News, Issue No. 14, Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


BLUE WATER: Clarifies Objections to Proposed Incentive Payments
---------------------------------------------------------------
Representing Blue Water Automotive Systems, Inc., and its four
debtor-affiliates, Nicole Y. Lamb-Hale, Esq., at Foley &
Lardner, LLP, in Detroit, Michigan, contends that the Official
Committee of Unsecured Creditors' response to the Debtors'
request to pay incentives to critical employees does not raise
issues with respect to the substance and structure of the
incentive payments.  She notes that the Committee seeks only to
prevent preferential payment of the Incentive Payments over
other administrative expense claims.

The Incentive Payments, if any, will be paid only upon
consummation of a sale of the Debtors' assets, Ms. Lamb-Hale
says.  Pursuant to the Accommodation Agreements with the Major
Customers, a sale must close no later than June 30, 2008.  A
sale is subsequent to the hearing to consider confirmation of
the Debtors' Joint Plan of Reorganization scheduled on June 18,
2008.  Therefore, because all administrative expenses must be
satisfied upon plan confirmation, which will occur prior to a
sale of the Debtors' assets, the Incentive Payments will not
receive preferential treatment, thus alleviating the concerns of
the Committee, Ms. Lamb-Hale concludes.

In support of their request, the Debtors submitted to the Court
a chart containing supplemental information regarding the
Critical Employees, including (a) the name of the Critical
Employee; (b) present position and responsibilities of the
Employee; (c) the Critical Employee' work experience, with an
explanation of how his experience qualifies or impacts the
employee in the present position; and (d) the length of service
with the Debtors.  The chart is available for free at:

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

Moreover, the Debtors submitted an affidavit of Michael Lord,
their president and chief executive officer, attesting that the
Critical Employees are not insiders; and that the incentive
payments are not retention payments as they will only be paid
upon the Critical Employees (i) perform their duties in a manner
that maximizes the value of the Debtors' estates as determined
by the management team of the Debtors, and (b) are in the employ
of the Debtors' estates as on the successful consummation of a
sale of the Debtors' assets.  The Lord Affidavit also attests to
the fact that none of the Employees are equity holders,
creditors, debtors or guarantors of the Debtors.

In a separate filing, the International Brotherhood of Teamsters
Local Union No. 339, representing 450 people at the Debtors'
Port Huron and Haas Drive Plants, withdrew its objection to the
Motion.  The Teamsters did not cite any reason for its
withdrawal.

As previously reported by the Troubled Company Reporter-Latin
America on April 22, the Debtors proposed to make incentive
payments totaling US$497,812 to a limited number of critical,
non-insider employees.  The Critical Employees are mid-level
employees who are critical to the day-to-day operations of the
Debtors.  The Debtors argued that the Incentive Payments are
necessary to appropriately compensate the Critical Employees,
given the enormous additional burdens placed on them by these
bankruptcy proceedings, and to ensure that the Employees remain
motivated to perform the important tasks necessary to maintain
the value of the Debtors' businesses.

                  About Blue Water Automotive

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

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

Blue Water Automotive and four affiliates filed for chapter 11
bankruptcy protection Feb. 12, 2008, before the United States
Bankruptcy Court Eastern District of Michigan (Detroit) (Case
No. 08-43196).  Judy O'Neill, Esq., and Frank DiCastri, Esq., at
Foley & Lardner, LLP, serves as the Debtors' bankruptcy counsel.  
Administar Services Group LLC acts as the Debtors' claims,
noticing, and balloting agent.  Blue Water's bankruptcy petition
lists assets and liabilities each in the range of US$100 million
to US$500 million.

The Debtors filed their Liquidation Plan on May 9, 2008.  The
Court will convene a hearing May 23 to consider approval of the
Disclosure Statement explaining the Plan, for voting purposes.  
The Court will hold a hearing June 18, 2008, to consider
confirmation of the Plan.  (Blue Water Automotive Bankruptcy
News, Issue No. 14, Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


CABLEMAS SA: COFECO Approves Televisa Long-Term Notes Conversion
----------------------------------------------------------------
Cablemas S.A. de C.V. said that the Mexican antitrust
commission, COFECO, has authorized Televisa the conversion of
the long-term convertible notes into 49% of the voting equity of
Cablemas.

Cablemas Chief Executive Officer, M. Alvarez Figueroa,
commented, "We are pleased with COFECO's decision to authorize
Televisa to purchase 49% of Cablemas.  This decision allows the
Company to strengthen its capital structure while increasing its
penetration of the incipient Triple Play market in Mexico for
the benefit of current and future clients."

Headquartered in Mexico City, Cablemas SA de CV --
http://www.cablemas.com-- is the second largest Cable TV  
service providers in Mexico servicing over 797,018 cable tv
subscribers and 220,446 high-speed Internet subscribers as well
as 41,062 IP telephony lines with 2,204,603 homes passed.  
Cablemas is the concessionaire with the broadest coverage in
Mexico, operating in 46 cities throughout the country's oil,
maquiladora and tourist regions as of Dec. 31, 2007.

                         *      *      *

As reported in the Troubled Company Reporter-Latin America on
March 6, 2008, Moody's Investors Service has placed Cablemas,
S.A. de C.V.'s B1 corporate family rating under review for
possible upgrade pending regulatory approval for Televisa (rated
Baa1 stable) to acquire a 49% equity stake of Cablemas.

As reported in the Troubled Company Reporter-Latin America on
Aug. 6, 2007, Standard & Poor's Ratings Services affirmed its
'BB-' long-term corporate credit rating and its 'mxA-' long-term
National Scale rating on Cablemas S.A. de C.V.  At the same
time, S&P affirmed its 'BB-' rating on Cablemas' US$175 million
senior notes due 2015, with a stable outlook.

As reported in the Troubled Company Reporter-Latin America on
Feb. 15, 2007, Fitch Ratings has affirmed these ratings for
Cablemas with a Stable Rating Outlook:

   -- Foreign Currency Issuer Default Rating 'BB-';
   -- Local Currency Issuer Default Rating 'BB-';
   -- US$175 million senior notes due 2015 'BB-'; and
   -- National scale 'A(mex)'.


CLEAR CHANNEL: Buyer & Banks Settle Funding Dispute, Report Says
----------------------------------------------------------------
CC Media Holdings, Inc., and a consortium of financial backers
that have pledged to finance CC Media's proposed acquisition of
Clear Channel Communications, Inc., have resolved their
financing dispute yesterday, according to a report from the CNBC
Website.

The report, citing unnamed sources, recounts that pursuant to
the revised terms of the deal, Clear Channel will be bought for
US$36 per share; however, shareholders will have to vote again
before closing the deal, which is expected in another three
months.  The pact also provides for a new election for the stub-
equity portion of the deal.

Clear Channel confirmed in a press statement, that a court
proceeding pending in San Antonio, Texas, initiated by it and CC
Media against the banks was postponed to allow the parties to
continue settlement discussions.

As reported in the Troubled Company Reporter on May 9, 2008,
Justice Helen Freedman of the New York Supreme Court allowed the
litigation of the breach of contract claim of CC Media against
the bank consortium to continue.  Justice Freedman, however,
rejected CC Media's claims of fraud and civil conspiracy against
them.

CC Media, a corporation formed by private-equity funds Thomas H.
Lee Partners LP and Bain Capital LLC to buy Clear Channel, sued
various banks to compel them to fulfill their promise to finance
the Clear Channel acquisition.

On May 5, 2008, the banks, namely Citigroup Inc., Morgan
Stanley, Credit Suisse Group , Royal Bank of Scotland Group PLC,
Deutsche Bank AG and Wachovia Corp., sought authority from a
Texas Court to dismiss a lawsuit alleging their interference in
the buyout deal's completion, Kevin Kingsbury of The Wall Street
Journal relates.  The banks have insisted that the lawsuit is
immature since the deadline for the closure of the deal is on
June 12, and the deal may still be completed.

                     Shareholder Seeks Damages

The New York Post reported that Pentwater Capital Management LP,
a
hedge fund owning more than US$100 million worth of shares in
Clear Channel, sought damages from the banks for interfering in
the buyout transaction and for initiating rumors.  In addition,
shareholder Highfields Capital Management is also likely to seek
the same claims, the Post predicted.

                        About Clear Channel

Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand.  As of Dec. 31, 2007, it owned 717 core radio
stations, 288 non-core radio stations which are being marketed
for sale and a leading national radio network operating in the
United States.

                            *     *     *

In March 2008, Standard & Poor's Ratings Services said its
ratings on Clear Channel Communications Inc., including the 'B+'
corporate credit rating, remain on CreditWatch with negative
implications.

Fitch Ratings stated that in line with previous guidance, Clear
Channel Communications' 'BB-' Issuer Default Rating and Senior
Unsecured Ratings would remain in place if the going-private
transaction is not completed.

Moody's stated that assuming the transaction is completed as
currently contemplated, Clear Channel will likely be assigned a
Corporate Family Rating of B2 and the rating on the existing
senior notes is likely to be notched down to Caa1 based on their
expected subordination to the new senior secured debt facilities
and the new senior notes.


FRONTIER AIRLINES: Allowed to Hire Epiq Bankr. as Claims Agent
--------------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York approved, on a final basis, an
application by Frontier Airlines Holdings Inc. and its
subsidiaries to retain Epiq Bankruptcy Solutions as their notice
and claims agent, pursuant to Section 156 of the Bankruptcy
Code, Rule 5075-1(a) of the Local Rules of the Bankruptcy Court
for the Southern District of New York and the Claims Agent
Protocol.

As the Debtors' Notice Agent and Claims Agent, Epiq is expected
to:

   (1) prepare and serve required notices in the Debtors'  
       Chapter 11 cases:

       -- Notice of the commencement of the Chapter 11 cases
          and the initial meeting of creditors under Section
          341(a) of the Bankruptcy Code;

       -- Notice of the claims bar date;

       -- Notice of objections to claims;

       -- Notice of any hearings on a disclosure statement and
          confirmation of a plan of reorganization; and

       -- Other miscellaneous notices to any entities, as the
          Debtors or the Court may deem necessary or
          appropriate.

   (2) file with the Clerk's Office a certificate of service  
       after the service of each particular notice, and an
       alphabetical list of persons on whom the notice was
       served and the date and manner of service.

   (3) maintain copies of all proofs of claim and proofs of
       interest filed.

   (4) maintain official claims registers with all necessary
       information relevant to the claim.

   (5) implement necessary security measures to ensure the
       completeness and integrity of the claims register.

   (6) maintain an up-to-date mailing list for all filers of   
       proofs claim or interest, which list will be available
       upon request of a party-in-interest or the Clerk s
       Office.

   (7) provide access to the public for examination of copies of
       the proofs of claim or interest without charge during
       regular business hours.

   (8) record all transfers of claims and provide notice of the
       transfers pursuant to Rule 3001(e) of the Federal Rules
       of Bankruptcy Procedure.

   (9) comply with applicable federal, state, municipal and
       local statutes, ordinances, rules, regulations, orders,
       and other requirements.

  (10) provide temporary employees to process claims, as
       necessary.

  (11) promptly comply with further conditions and requirements
       as the Court may at any time prescribe.

In addition, the Debtors sought to employ Epiq to assist it
with, among other things, certain data processing and
ministerial administrative functions, including: (a) preparing
its schedules, statement of financial affairs and master
creditor list, and any amendments; (b) if necessary, reconciling
and resolving claims; and (c) acting as solicitation and
disbursing agent in connection with the Chapter 11 plan process.

Epiq will be paid on a monthly basis for its (i) Case Management
Services, (ii) Claims Management Services, (iii) Printing,
Mailing and Noticing Services, (iv) Document Management/Imaging,
(v) Confidential Document Management, and (vi) Voting Tabulation
and Reports.

For its Case Management Services, the firm's hourly rates are:

   Clerk                     US$40 to US$60                 
   Case Manager            US$125 to US$175               
   Programming Consultant  US$140 to US$190               
   Case Manager(level2)    US$185 to US$220              
   Sr. Case Manager        US$225 to US$275              
   Sr. Consultant           To be discussed         

The level of Senior Consultant activity will vary by engagement.  
The usual average rate for a Senior Consultant is US$295 per
hour.  Any other additional professional services not
specifically covered in the engagement will be charged at hourly
rates including any outsourced data input services performed
under the firm's supervision and control.  Outside vendors will
be paid a premium for weekend and overtime work.

The Debtor also agreed to pay Epiq a US$25,000 retainer to be
applied against the firm's final invoice for their services
provided.

Ron Jacobs, president of Epiq's bankruptcy services division,
assured the Court that Epiq is a "disinterested person" as that
term is defined in Section 1107(b) and as modified by Section
1107(b) of the Bankruptcy Code.  Epiq neither holds nor
represents any interest adverse to the Debtors and their
estates, Mr. Jacobs said.

                   About Frontier Airlines Inc.

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


FRONTIER AIRLINES: Can Hire Faegre & Benson as Special Counsel
--------------------------------------------------------------
Frontier Airlines Holdings Inc. and its subsidiaries obtained  
authority from the U.S. Bankruptcy Court for the Southern
District of New York to employ Faegre & Benson LLP as special
counsel, effective as of the Debtors' bankruptcy filing date,
with respect to various corporate, securities, andlitigation
matters and any claims or disputes of the Debtors made by or
against First Data Corporation.

Edward M. Christie, III, the Debtors' senior vice president for
finance, said, Faegre & Benson is well-qualified to represent
the Debtors in an efficient and effective manner as special
counsel with respect to credit processor issues, corporate
securities and litigation matters, and any claims or disputes of
the Debtors made by or against First Data Corp.

Mr. Christie said that the Debtors are separately seeking the
Court's authorization to employ as their counsel in the Chapter
11 cases (i) Davis Polk & Waldwell as general restructuring
counsel and (ii) Togut, Segal & Segal LLP as general conflicts
counsel.

According to Mr. Christie, DPW is unable to represent the Debtor
in any litigation involving First Data Corp. due to conflict of
interest.

Faegre & Benson is expected to work closely with the Debtors,
DPW, Togut, and each of the Debtors' other retained
professionals to clearly delineate each professional's duties to
prevent unnecessary duplication of work.

Faegre & Benson will be paid based on its customary hourly rates
and reimbursed for actual, reasonable and necessary out-of-
pocket expenses.

The firm's hourly rates are:

     Partners                     US$375 to US$695
     Associates/Special Counsel   US$175 to US$420
     Paralegals and Clerks        US$140 to US$285

The attorneys and paralegals who will primarily work on the
Debtors' case, and their billing rates are:

     Professional         Position      Rate
     ------------         --------      ----

     Douglas R. Wright      Partner    US$550
     Michael R. Stewart     Partner    US$625
     Dennis M. Ryan         Partner    US$565
     Jerome A. Miranowski   Partner    US$565
     Jeffrey Sherman        Partner    US$500
     Michael Krauss         Partner    US$375
     Heather Carson Perkins Partner    US$410
     Jason Day              Associate  US$385
     Brandee L. Caswell     Associate  US$380
     Theresa H. Dykoschak   Associate  US$265
     Kristy M. Koeltzow     Paralegal  US$255
     Kristin L. Dunlop      Paralegal  US$255
     Debrah L. Wegler       Paralegal  US$230

Within the one-year period prior to bankruptcy filing, Faegre &
Benson received from the Debtors US$440,000 for services
rendered and related expenses.  There are no outstanding amounts
owed to the firm on account of services or expenses incurred
prepetition.  In addition, prior to the Petition Date, Faegre &
Benson received US$300,000 in retainer payments for services to
be rendered and for expenses incurred in connection with the
Debtors Chapter 11 cases.

Mr. Ryan assured the Court that Faergre & Benson is not
connected with the Debtors, their creditors, other parties-in-
interest or the U.S. Trustee or any person employed by the
Office of the U.S. Trustee, and does not hold any interest
adverse to the Debtors or their estates with respect to the
matters upon which it is to be engaged.

                   About Frontier Airlines Inc.

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


HIGH ARCTIC: Gets May 30 Extension to Meet Loan Covenants
---------------------------------------------------------
High Arctic Energy Services Inc. signed a further amendment to
its credit facilities, extending to May 30, 2008, the time by
which the Corporation must reduce its debt to meet its financial
covenant requirements under its senior credit facilities.

On April 11, High Arctic obtained a May 11 extension of its
deadline.  Previous extensions were granted on February 8 and on
March 11.

In April, the Corporation appointed a Restructuring Committee
with a mandate that includes negotiating with the lenders.  The
Committee has been engaged in constructive discussions with the
Corporation's lenders for some time and, while further
extensions are not certain, it believes that a longer extension
may be forthcoming to allow the Corporation a reasonable time to
reduce its debt.  The terms and conditions or length of any
extension are not known at this time but would likely require
the Corporation to raise proceeds through the sale of assets or
a new equity issue in a reasonable time frame.  The amount and
timing of any debt repayment are part of the negotiations.  A
number of assets have been identified that could be sold to both
raise proceeds to repay debt and to rationalize the business
operations with minimal impact on earnings going forward.

High Arctic believes the May 30 extension will be adequate to
finalize the terms of a longer extension.

High Arctic -- (TSX: HWO) -- through its subsidiaries, provides
specialized oilfield equipment and services, including drilling,
completion and workover operations.  Based in Red Deer, Alberta,
High Arctic has domestic operations primarily in Alberta,
British Columbia and the Northwest Territories in Canada.  
International operations are currently active in Mexico, the
Middle East, Northern Africa and Asia.



=================
N I C A R A G U A
=================

INFINITY ENERGY: Has Until May 31 to Cure Loan Pact Defaults
------------------------------------------------------------
Infinity Energy Resources Inc. entered into a Second Forbearance
Agreement in relation to the company's several existing
defaults.   The agreement also provides that Amegy Bank N.A.
will waive and  forebear from exercising any remedies through
May 31, 2008.  

On March 27, 2008, Infinity Energy entered the agreement with
Infinity-Texas, Infinity-Wyoming and Amegy Bank N.A.  

Under the term of the agreement, the borrowing base under the
loan agreement was reduced to US$3.8 million, with a resulting
borrowing base deficiency of US$7.1 million.  The deficiency is
required to be cured by May 31, 2008, through the sale of
assets, refinancing of the loan or some other means of raising
capital.

The agreement gives Amegy the right to require Infinity to
proceed with the sale and marketing of the oil and gas
properties and leasehold interests held by Infinity-Texas.  The
company may seek an extension to repay the borrowing base
deficiency if it will be unable to sell assets or obtain
alternative sources of funding to repay the deficiency by May
31, 2008.

There can be no assurance that such an extension can be obtained
at all or on satisfactory terms.

                        Financial Results

The company reported a net loss of US$1,252,000 for the quarter
ended March 31, 2008, versus a net loss of US$3,780,000 in the
quarter ended March 31, 2007.

Approximately US$2.5 million in net cash was used in operating
activities during the three months ended March 31, 2008,
compared with US$4.3 million in net cash used in operating
activities in the year-earlier quarter.  Net cash provided by
investing activities, including proceeds from the sale of
certain producing properties in the Rocky Mountain region,
totaled US$16.7 million in the first quarter of 2008, versus
US$5.4 million of cash used in investing activities in the first
quarter of 2007.

At March 31, 2008, the company's balance sheet showed total
assets of US$25.8 million, total liabilities of US$19.2 million
and total stockholders' equity of US$6.6 million.

                      About Infinity Energy

Headquartered in Denver, Infinity Energy Resources Inc.
(NasdaqGM: IFNY) -- http://www.infinity-res.com/-- is an  
independent energy company engaged in the exploration,
development production of natural gas and oil and the
acquisition of natural gas and oil properties in Texas and the
Rocky Mountain region of the United States.  The company also
has a 1.4 million-acre oil and gas concession offshore Nicaragua
in the Caribbean Sea.



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

CHIQUITA BRANDS: To Sell Atlanta AG to UNIVEG for US$85 Million
---------------------------------------------------------------
Chiquita Brands International, Inc. has signed a definitive
agreement to sell its wholly-owned German distribution business,
Atlanta AG, for net proceeds of at least US$85 million at
current exchange rates to UNIVEG Fruit and Vegetables BV.  The
parties also entered a long-term strategic agreement in which
Atlanta will continue to serve as Chiquita's preferred supplier
of banana ripening and distribution services in Germany and
Austria.

"We are pleased to conclude yet another important step in the
execution of our profitable growth strategy," said Chiquita
Brands chairperson and chief executive officer, Fernando
Aguirre.  "This transaction will enable us to increase our focus
on providing branded, healthy, fresh foods to consumers
worldwide, while ensuring that we continue to provide reliable,
high-quality ripening and distribution of Chiquita bananas in
the German and Austrian markets."

"The acquisition of this leading German fruit and vegetables
trading company proves UNIVEG's continued commitment to
delivering added value to our customers.  Moreover, we can
optimize our infrastructure and benefit from the customer
service capabilities and quality assurance system of Atlanta AG
in Germany and Austria," said UNIVEG CEO, Hein Deprez.

The transaction is subject to review by European competition
authorities, and is expected to be completed near the end of the
second quarter.  The sale transaction will result in a gain to
Chiquita, and net proceeds are expected to be used primarily for
debt reduction.

With US$1.2 billion in revenues from non-Chiquita products in
2007, Atlanta's operating results have not been significant to
Chiquita's overall operating income in recent periods.  In
October of 2007, the company announced that it was seeking
strategic alternatives for Atlanta, which operates 17
distribution centers in Germany and Austria that ripen and
distribute bananas and other produce, most of which carry third-
party labels.  The company will begin presenting Atlanta as a
discontinued operation in its financial statements beginning in
the second quarter of 2008.

Cincinnati, Ohio-based Chiquita Brands International, Inc.
(NYSE: CQB) -- http://www.chiquita.com/-- markets and    
distributes fresh food products including bananas and nutritious
blends of green salads.  The company markets its products under
the Chiquita(R) and Fresh Express(R) premium brands and other
related trademarks.  Chiquita employs approximately 25,000
people operating in more than 70 countries worldwide, including
Panama.

                          *    *    *

In November 2006, Moody's Investors Service downgraded its
ratings for Chiquita Brands LLC., as well as for its parent
Chiquita Brands International Inc.  Moody's said the outlook on
all ratings is stable.

Standard & Poor's Ratings Services also lowered its ratings on
Cincinnati, Ohio-based Chiquita Brands International Inc.,
including its corporate credit rating, from 'B+' to 'B'.  S&P
said the ratings remain on CreditWatch with negative
implications where they were placed on Sept. 26.



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

* PARAGUAY: Moody's B3 Currency Rtngs Constrained By Low Economy
----------------------------------------------------------------
In its annual report on Paraguay, Moody's Investors Service says
the country's B3 foreign and local currency ratings are
constrained by Paraguay's low levels of economic development,
its vulnerabilities to external shocks, and the narrow foreign-
currency earnings base.

Paraguay is also at an historic crossroads as six decades of
presidential rule by the Colorado Party came to an end in April
with the victory of a coalition led by President-elect Fernando
Lugo, a now-inactive Catholic bishop who will take office in
August.

"Although he campaigned on a populist platform, raising concerns
about policy changes if elected, Mr. Lugo's initial declarations
have been inclusive and conciliatory and he still lacks a
majority in Congress, limiting his ability to achieve reforms,"
said Moody's Vice President and author of the report, Gabriel
Torres.  "If he keeps the moderate fiscal and inflationary
policies currently in place, it will be a significant plus for
the rating, comparable to the reduced political risk that
resulted from the moderate stance of President Lula in his first
term as president of Brazil."

Paraguay's highly dollarized economy and very large share of
government foreign currency debt represent an external
vulnerability if there is a sudden and steep devaluation of the
currency, according to the Moody's report.  The relative
importance of dollar deposits and lending in the financial
system is falling but the shares of both remain above 40%.

"The government is even more exposed to exchange rate risk since
87% of its debt was denominated in foreign currencies at the end
of 2007 and, unlike deposits, shows no signs of falling," said
Mr. Torres.  "The ratings are also constrained by the country's
low levels of economic development, a weak institutional
framework, and widespread perceptions of corruption."

Despite above-trend growth since 2003, GDP per capita was still
below US$2,000 last year.

The improvement was the result of stronger economic growth,
fiscal surpluses, and an appreciating currency.  Central
government debt fell from 288% of revenues in 2003 to 114% last
year and is forecast to fall further this year and next.

"The government's ratings also benefit from the ongoing boom in
agricultural prices that helped raise GDP growth and improve the
external accounts.  Last year, almost two-thirds of the 6.4%
growth of the economy was due to the agricultural sector and
foreign reserves increased to US$2.4 billion compared to US$0.5
billion in 2002," Mr. Torres noted.

Mr. Torres said since 2003, GDP growth has averaged 4.3%
compared to -0.4% during the previous five years.  Paraguay's
largely commodity-based exports are also vulnerable to changes
in international prices and weather conditions.

Moody's report, "Paraguay: 2008 Credit Analysis," is a yearly
update to the markets and is not a rating action.



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

COLEGIO CORAZON: Case Summary & Nine Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Colegio Corazon De Maria, Inc.
        P.O. Box 1776
        Juncos, PR 00777

Bankruptcy Case No.: 08-02792

Type of Business: The Debtor is a Catholic school for students
                  in pre-kinder to grade 12.  The Debtor
                  previously filed for chapter 11 protection
                  on May 6, 2004 (Bankr. D. P.R. Case No.
                  04-04845) and on Oct. 15, 2004 (Bankr.
                  D. P.R. Case No. 04-10644).  
                  See http://www3.planalfa.es/corazondemaria/

Chapter 11 Petition Date: May 1, 2008

Court: District of Puerto Rico (Old San Juan)

Debtor's Counsel: Carmen D. Conde Torres, Esq.
                  C. Conde & Associates
                  254 San Jose Street, 5th Floor
                  San Juan, PR 00901-1523
                  Tel: (787) 729-2900
                  Fax: (787) 729-2203

Total Assets: US$3,429,178

Total Debts:  US$3,767,710

Debtor's Nine Largest Unsecured Creditors:

   Entity                                      Claim Amount
   ------                                      ------------
Internal Revenue Service                         US$332,839
Mercantil Plaza Building
2 Ponce de Leon Avenue, Room 914
San Juan, PR 00918

Diosesis de Caguas                                US$57,000
Superintendencia Escuelas Catolicas
Apartado 8699
Caguas, PR 00725

Monge Robertin & Co., CPA, CSP                    US$41,189
Acosta 97
Esquina Celso Barbosa
Caguas, PR 00725

Lysette Morales Vidal                             US$21,000

Dreyfous                                          US$17,530

Corporacion del Fondo del Seguro del Estado       US$17,074

Axesa Servicios de Informacion                     US$3,099

Las Piedras Construction Corp.                       US$986

Jose A. Dominguez Babora, et al.                       US$1



DORAL FINANCIAL: Incurs US$2.3 Million in Quarter Ended March 31
----------------------------------------------------------------
Doral Financial Corporation has reported results for the period
ended March 31, 2008.  The company reported an improvement in
operating results of 94% compared to the first quarter 2007, as
it reported a net loss of US$2.3 million (before the payment of
preferred stock dividends), compared to US$37.3 million for the
comparable 2007 period.

"We are starting to witness the results of the execution of our
business plan, shown by the significant improvement in our
fundamentals experienced in the first quarter.  We are
attracting thousands of new customers, cross-selling to our
existing customer base, increasing our core deposits and
mortgage production, all while decreasing costs, becoming more
efficient, and creating a culture of compliance," said Glen R.
Wakeman, President and CEO of Doral Financial Corporation.

Doral Financial’s major improvement in the financial performance
for the first quarter 2008, compared to the first quarter 2007,
was principally driven by a large reduction in non-interest
expense, higher non-interest income and improvement in net
interest income.

                       Financial Highlights

Net loss attributable to common shareholders for the first
quarter of 2008 amounted to US$10.6 million, compared to a net
loss of US$45.6 million for the first quarter of 2007.

Net interest income for the first quarter of 2008 was
US$39.0 million, compared to US$38.2 million for the same period
in 2007.  The increase in net interest income for 2008, compared
to 2007, was related to the reduction in the Company’s leverage,
as a result of a US$610.0 million equity investment by Doral
Holdings, a 90% equity investor, on July 19, 2007.  This
transaction allowed the Company to repay its US$625.0 million
senior notes due July 20, 2007.

For the first quarter of 2008, the provision for loan and lease
losses was US$4.8 million, compared to US$6.0 million for the
same period in 2007.  The decrease in the provision for loan
losses was principally related to the improvement in performance
of the construction loan portfolio, benefiting from Puerto
Rico’s government new home purchase incentive programs and the
company’s initiatives to assist home builders in sales and
marketing.  The decrease during the quarter followed a period of
substantial increases in the allowance for loan and lease losses
over the preceding 24 months.  The reduction in the provision
for construction loan portfolio was partially offset by an
increase in the provision for the commercial and mortgage loan
portfolios.

Total assets as of March 31, 2008 were US$10.5 billion, an
increase of 13% compared to US$9.3 billion as of Dec. 31, 2007.  
The increase in total assets during 2008 was due primarily to an
increase in the company’s securities portfolio due to the
purchase of approximately of US$1.6 billion of available for
sale investment securities during the first quarter of 2008.  
Compared to total assets as of March 31, 2007 of
US$11.5 billion, total assets as of March 31, 2008, showed a
decrease of US$1.0 billion or 10% due primarily to the sale of
US$2 billion in long-dated investment securities associated with
the company’s efforts to reduce interest rate risk.

Total liabilities as of March 31, 2008 were US$9.2 billion, an
increase of US$1.2 billion or 16% compared to Dec. 31, 2007,
driven by an increase of borrowings used to finance investment
securities purchased during the first quarter of 2008.  Compared
to total liabilities as of March 31, 2007 of US$10.7 billion,
total liabilities as of March 31, 2008, showed a decrease of 14%
or US$1.5 billion as a result of the repayment of the
US$625 million in senior notes due on July 20, 2007 and a
reduction in borrowings associated with the investment
securities sold in 2007.

                          Capital Ratios

The company’s banking subsidiaries continue to be well
capitalized for bank regulatory purposes as of March 31, 2008.  
On Feb. 15, 2008, the company’s Board of Directors approved an
US$80 million capital contribution to Doral Bank PR to ensure
that Doral Bank PR has more than adequate financial strength
given the current economic environment in Puerto Rico.

Based in New York City, Doral Financial Corp. (NYSE: DRL)
-- http://www.doralfinancial.com/-- is a diversified financial
services company engaged in mortgage banking, banking,
investment banking activities, institutional securities and
insurance agency operations.  Its activities are principally
conducted in Puerto Rico and in the New York City metropolitan
area.  Doral is the parent company of Doral Bank, a Puerto Rico
based commercial bank; Doral Securities, a Puerto Rico based
investment banking and institutional brokerage firm; Doral
Insurance Agency Inc. and Doral Bank FSB, a federal savings bank
based in New York City.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 3, 2008, Standard & Poor's Ratings Services raised its
long-term counterparty credit rating on Doral Financial Corp. to
'B+' from 'B' and removed it from CreditWatch Positive, where it
had been placed July 20, 2007.  S&P said the outlook is stable.





HOME INTERIORS: Taps Hunton & Williams as Lead Counsel
------------------------------------------------------
Home Interiors & Gifts, Inc., and its debtor-affiliates selected
Hunton & Williams LLP as their bankruptcy counsel.  The Debtors
are banking on the firm's extensive experience and knowledge of
the areas of bankruptcy and general corporate law.

As bankruptcy counsel, the Debtors need Hunton & Williams to
advise them with respect to their powers and duties, assist them
in negotiating with creditors and other interested parties in
the cases, and take necessary actions to protect and preserve
the Debtors' estates, including advising them on a potential
sale of their assets.

Andrew E. Jillson, Esq., Michael P. Massad, Jr., Esq., Lynnette
R. Warman, Esq., Larry Chek, Esq., Steven T. Holmes, Esq.,
Cameron W. Kinvig, Esq., and Jesse Moore, Esq., at Hunton will
primarily represent the Debtors.

The Debtors propose to pay the firm at these hourly rates:

     Partners               US$470 -- US$850
     Counsel                US$400
     Associates             US$220 -- US$450
     Paraprofessionals       US$90 -- US$160

Mr. Jillson attests that his firm is a "disinterested person",
within the meaning of Section 101(14) of the Bankruptcy Code and
as required by Section 327(a).

The Debtors ask the U.S. Bankruptcy Court for the Northern
District of Texas to seek permission to employ Hunton & Williams
as its bankruptcy counsel.

The Debtors' lead counsel can be reached at:

     HUNTON & WILLIAMS LLP
     1445 Ross Avenue, Suite 3700
     Dallas, Texas 75202
     Tel: (214) 979-3000
     Fax: (214) 880-0011

                      About Home Interiors

Headquartered in Carrollton, Texas, Home Interiors & Gifts, Inc.
-- http://www.homeinteriors.com/-- manufactures, imports and   
distributes indoor and outdoor home decorative accessories.  The
company and six of its affiliates filed for Chapter 11
protection on April 29, 2008 (Bankr. N.D. Tex. Lead Case No.08-
31961).

Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq., Lynnette R.
Warman, Esq., and Michael P. Massad, Jr., Esq., at Hunton &
Williams, LLP, represent the Debtors in their restructuring
efforts.  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.  The U.S. Trustee for
Region 6 has not appointed any creditors to serve on an Official
Committee of Unsecured Creditors to date.  When the Debtors file
for protection against their creditors, they listed assets and
debts between US$100 million and US$500 million.


HOME INTERIORS: Wants to Hire Rochelle Hutcheson as Counsel
-----------------------------------------------------------
Home Interiors & Gifts, Inc., and its debtor-subsidiaries
received interim authority from the U.S. Bankruptcy Court for
the Northern District of Texas to employ Rochelle Hutcheson &
McCullough, LLP, as their special counsel.

Rochelle Hutcheson will prosecute certain matters in which the
Debtors' lead counsel, Hunton & Williams LLP, is precluded from
representation because of potential conflicts of interest.

Rochelle Hutcheson was retained by the Debtors as of the
March 3, 2008.  The Firm does not have or represent any interest
adverse to the Debtors or their estates on the matters for which
it is being retained as special counsel, Scott M. DeWolf, a
member of the Firm, ascertains.

The Firm will be paid its current standard hourly rates:

     Partners               US$350 -- US$550
     Counsel                US$450
     Associates             US$220 -- US$295
     Paraprofessionals      US$140

Mr. DeWolf says his Firm received a US$30,000 retainer from the
Debtors.  As of the bankruptcy filing date, the Firm has been
paid US$59,000 for services rendered prepetition.

The Firm holds no prepetition claims against the Debtors'
estates, Mr. DeWolf says.

                      About Home Interiors

Headquartered in Carrollton, Texas, Home Interiors & Gifts, Inc.
-- http://www.homeinteriors.com/-- manufactures, imports and   
distributes indoor and outdoor home decorative accessories.  The
company and six of its affiliates filed for Chapter 11
protection on April 29, 2008 (Bankr. N.D. Tex. Lead Case No.08-
31961).

Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq., Lynnette R.
Warman, Esq., and Michael P. Massad, Jr., Esq., at Hunton &
Williams, LLP, represent the Debtors in their restructuring
efforts.  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.  The U.S. Trustee for
Region 6 has not appointed any creditors to serve on an Official
Committee of Unsecured Creditors to date.  When the Debtors file
for protection against their creditors, they listed assets and
debts between US$100 million and US$500 million.


HOME INTERIORS: Wants to Hire Boulder as Biz Consultant & CRO
-------------------------------------------------------------
Home Interiors & Gifts, Inc., and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Boulder International LLC, as
Business Consultant and Chief Restructuring Officer effective as
of the Debtors' bankruptcy filing.

Boulder professionals have advised on a wide variety of
engagements including restructurings, turnarounds, acquisitions,
the sale of assets and divisions and subsidiaries, plant
closings, takeovers, start-ups and global expansions, including
establishing manufacturing in China, India and other countries
around the world.

The Debtors initially retained Boulder as of February 19, 2008.  
Boulder assisted the Debtors as their business consultant in
connection with identifying and executing, on various
restructuring strategies, developing a business plan and guiding
the Debtors through significant restructuring efforts.  The
Debtors note that Richard A. Lindenmuth, manager of Boulder, has
developed a great deal of institutional knowledge regarding the
Debtors' operations, assets, capital structure, and related
matters and has worked closely with the Debtors' management team
and their other advisors.

The Debtors tell the Court that Boulder's employment at this
point in the chapter 11 cases is necessary and appropriate to
the timely preparation and confirmation of a plan of
reorganization.

Boulder may perform some or all of these services:

   -- Serve as Credit Restructuring Officer for Debtors; and

   -- Work with the Debtors' Board of Directors to preserve the
      value of Debtors' business.

Boulder will be paid US$50,000 per month and reimbursed of
reasonable expenses.

Upon execution of their employment agreement, the Debtors paid
Boulder US$25,000 for services rendered between the date the
agreement was signed, and the end of May.

Pursuant to the prepetition engagement, the Debtors paid Boulder
an aggregate amount of US$272,801 in fees and reimbursement of
expenses.  As of the Petition Date, Boulder has incurred and
been paid for US$175,000 in prepetition fees associated with
assisting Debtors with their financial restructuring, attempting
to sell Debtors' assets, and helping Debtors prepare for their
bankruptcy filings.  Boulder also has incurred and been paid
US$97,801 in expenses associated with its prepetition
representation of the Debtors and their restructuring efforts.

Mr. Lindenmuth attests that Boulder and its professionals are
disinterested persons, within the meaning of Section 101(14) of
the Bankruptcy Code and as required by Section 327(a).  
Moreover, Mr. Lindenmuth says, Boulder does not hold or
represent an interest adverse to the estate and does not have
any connection with the Debtors, their creditors, or any other
party-in-interest in the chapter 11 cases.

Boulder International can be reached at:

     Boulder International LLC
     10105 Old Warden Road
     Raleigh, North Carolina 27615
     Attn: Richard Lindenmuth, Esq.
     Tel: (919) 870-1832
     Fax: (919) 847-1783

                      About Home Interiors

Headquartered in Carrollton, Texas, Home Interiors & Gifts, Inc.
-- http://www.homeinteriors.com/-- manufactures, imports and   
distributes indoor and outdoor home decorative accessories.  The
company and six of its affiliates filed for Chapter 11
protection on April 29, 2008 (Bankr. N.D. Tex. Lead Case No.08-
31961).

Andrew E. Jillson, Esq., Cameron W. Kinvig, Esq., Lynnette R.
Warman, Esq., and Michael P. Massad, Jr., Esq., at Hunton &
Williams, LLP, represent the Debtors in their restructuring
efforts.  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.  The U.S. Trustee for
Region 6 has not appointed any creditors to serve on an Official
Committee of Unsecured Creditors to date.  When the Debtors file
for protection against their creditors, they listed assets and
debts between US$100 million and US$500 million.


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

PETROLEOS DE VENEZUELA: Signs 5 Energy Deals With Galp Entergia
---------------------------------------------------------------
Petroleos de Venezuela SA and Galp Entergia, SGPS, S.A., signed
on Tuesday five cooperation agreements related to energy
projects.

According to a press release, the agreements follow a memorandum
of understanding signed last October by the two companies.  As
reported by the Troubled Company Reporter-Latin America on
Oct. 5, 2007, Petroleos de Venezuela and Portuguese Galp Energia
signed the MOU to study the development of joint projects in the
energy sector.  The memorandum also covers the establishment of
forms of cooperation between the two firms, including the
possibility to develop exploration, production, and
oil and gas procurement operations.

The five energy agreements are:

a. An Agreement for Acquisition of Crude Oil

   The parties agreed on the acquisition by Galp Energia of an
   annual volume of crude oil between two and four million
   barrels of oil, at market prices, potentially renewed by
   annual periods.

b. Two Pacts for the Development of Gas Liquefaction Projects

   The two agreements foresee the establishment of two
   companies, one for each project, where Galp Energia will hold
   a position of 15% in each of them.  Each project includes the
   development of a pipeline from the respective gas producing
   fields (Plataforma Deltana and Mariscal Sucre), which will
   transport the natural gas to the liquefaction trains.  These
   facilities will be installed at Gran Mariscal de Ayacucho
   Industrial Complex, in Guiria, state of Sucre.  Each train
   will have a total processing capacity of 6.5 billion cubic
   meters of natural gas per year that after liquefaction will
   be sold in the international market.

   These agreements also establish that Galp Energia will    
   acquire a total volume of two billion cubic meters per year
   of LNG produced by those companies.  Final investment
   decision will be taken before the end of 2009, being the
   first volumes of LNG expected before 2014.

c. Joint Study of Block Boyaca 6 Agreement

   This agreement establishes the cooperation between the two
   companies for the joint evaluation of the project for
   development, production, upgrading and commercialization in
   the international market of the oil coming from Block Boyaca
   6, at Orinoco Belt in Venezuela.

   After the completion of the certification process under way    
   of Block Boyaca 6 reserves and the conclusion of the studies,
   planned for 2009, the necessary process of approval will
   follow in order to establish a company for the execution and    
   operation of the project.

d. MOU for Development of Wind Farms

   The MOU defines the cooperation of Galp Energia in the study,
   project and installation of four wind farms with a total
   capacity of 72 Megawatts, at Guajira, Chacopata and Nueva
   Esparta states.  Galp Energia will also provide training and
   technical assistance to the future operators of the wind
   farms, and will secure the transfer of the technology
   associated to the project.

According to Galp Energia, the five agreements emphasize its
willingness to identify and develop partnerships with PdVSA and
economical relations with Venezuela.

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

                       *     *     *

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

Also in March 2007, Fitch Ratings gave a BB- rating to PdVSA's
Senior Unsecured debt.  

On Feb. 7, 2007, Moody's Investors Service affirmed the
company's B1 global local currency rating.


PETROLEOS DE VENEZUELA: Forms Joint Venture With Petroecuador
-------------------------------------------------------------
Petroleos de Venezuela SA will form a joint venture with
Petroecuador for the construction of a refinery and
petrochemical facility at Ecuador this month, Business News
Americas reports.

According to Petroecuador, the plant will be called Refineria
del Pacifico Compania de Economia Mixta with Petroecuador owning
the 51% stake and Petroleos de Venezuela holding the 49%.

BNamericas relates that the construction of the refinery, which
will be built along the El Aromo area in Manabi on Ecuador's
pacific coast, will cost US$5 billion.  The plant will take
about three to four years to build and is expected to to produce
some 300,000 barrels of oil per day, the news agency adds.

HighBeam Research relates that as part of the agreement,
Petroecuador will provide Petroleos de Venezuela with crude oil
in exchange for its refined products.  

International Herald Tribune reports that Ecuadorean President
Rafael Correa said in 2007 that if Venezuela and Ecuador will
build a petrochemical plant on the same location in addition to
the refinery, the expense would likely increase to
US$10 billion.

                       About Petroecuador

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

                  About Petroleos de Venezuela

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

PDVSA is one of the top exporters of oil to the US with proven
reserves of 77.2 billion barrels of oil -- the most outside the
Middle East -- and about 150 trillion cu. ft. of natural gas.  
PDVSA's exploration and production take place in Venezuela, but
the company also has refining and marketing operations in the
Caribbean, Europe, and the US.

                          *     *     *

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


PETROLEOS DE VENEZUELA: JV With CNPC to Boost Output in 3 Mos.
--------------------------------------------------------------
Petroleos de Venezuela SA told Reuters that Petrolera Sivensa,
its joint venture with China National Petroleum Corp., will
increase production to 110,000 barrels per day from 65,000
barrels per day in three months.

Reuters relates that Petrolera Sinovensa was formed to provide
China with a supply of the patented boiler fuel Orimulsion,
which sold at prices similar to coal.  Venezuela later
discontinued Orimulsion, as lighter crude was much more
profitable.

Eulogio Del Pino, a board member and head of joint ventures at
Petroleos de Venezuela, commented to the press, "Right now we
are producing 65,000 barrels (per day) at Petrolera Sinovensa
and we are going to increase it to 110,000 within three months."

The joint venture is mixing the heavy Orinoco oil with lighter
Mesa crude to create a blend known as Merey, Reuters states,
citing Mr. Del Pino.

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

                      *     *     *

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

Also in March 2007, Fitch Ratings gave a BB- rating to PdVSA's
Senior Unsecured debt.

On Feb. 7, 2007, Moody's Investors Service affirmed the
company's B1 global local currency rating.


                            ***********


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
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Information contained herein is obtained from sources believed
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members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
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