TCRLA_Public/080521.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

            Wednesday, May 21, 2008, Vol. 9, No. 100

                            Headlines


A R G E N T I N A

ALITALIA SPA: Italy May Ask Air France to Take Part in Sale
BANCO FINANSUR: Moody's Assigns B1 Local Currency Deposit Rating
BANCO SANTANDER: Launches Series XLII Garbarino Securitization
CONSTRUCCIONES ELECTRICAS: Court Concludes Reorganization
FIDEICOMISO FINANCIERO: Moody's Rates Debt Securities at Ba2/Ba3

HOMAJ SRL: Proofs of Claim Verification Deadline Is May 26
LA CASONA: Trustee to File Individual Reports on Aug. 12
MIT MECANIZADOS: Trustee Verifies Proofs of Claim Until July 1
TALLERES LLAVE: Proofs of Claim Verification Is Until Aug. 4
TOTAL TRADING: Proofs of Claim Verification Deadline Is June 23

TYSON FOODS: Dynamic Fuels Gets SBC Approval to Fund Facility


B A H A M A S

PRIDE INT'L: Stockholders Okay Re-Election of Board Members


B R A Z I L

ABITIBIBOWATER INC: Posts US$248 Mil. Net Loss in First Quarter
BANCO BMG: Moody's Puts Ba1 Rating on US$200 Million Sr. Notes
BANCO DO BRASIL: Will Launch Offices in Seoul & Dubai
BANCO ITAU: Central Bank Okays Capital Increase
BANCO NACIONAL: Inks US$5.1 Million Service Agreement With IBM

BRASKEM SA: Amends November 2007 Investment Pact With Petrobras
BRASKEM SA: Will Evaluate Feasibility of Petrochemical Project
CAMARGO CORREA: Consortium Wins Auction for Jirau Project
COMPANHIA PARANAENSE: Reports BRL255.5MM Net Income in 1Q 2008
DELPHI CORP: WTC Balks at US$750 Mil. Intercompany Loan Transfer

FLEXTRONICS INT'L: Completes Friwo Mobile Power Acquisition
FLEXTRONICS INT'L: Posts US$7.8 Bln Net Sales in Fourth Quarter
MAGNESITA REFRETARIOS: S&P Assigns Long-Term Credit Rating at BB
PROPEX INC: Court Extends Plan-Filing Deadline Until August 21
REALOGY CORP: S&P Sees Positive Results, Likely to Hold Rating


C A Y M A N  I S L A N D S

AL JERNAAS: Proofs of Claim Filing Is Until May 26
AL JERNAAS: Sets Final Shareholders Meeting for May 26
ALCHEMY HOLDING: Proofs of Claim Filing Deadline Is May 26
CZ320-97A LIMITED: Proofs of Claim Filing Deadline Is May 27
CZ320-97B LIMITED: Proofs of Claim Filing Deadline Is May 27


C H I L E

AES CORPORATION: To Sustain Stake in Chilean Unit


C O L O M B I A

ECOPETROL SA: Will Boost Refining Capacity to 65,000 Barrels/Day


D O M I N I C A N   R E P U B L I C

BANCO INTERCONTINENTAL: Fraud Case to be Heard in Supreme Court


G U A T E M A L A

BRITISH AIRWAYS: Earns GBP694 Million in Year Ended March 31


J A M A I C A

CASH PLUS: Has Less Than J$3 Million Left
* JAMAICA: S&P Maintains 'B' Sovereign Credit Ratings


M E X I C O

CABLEMAS SA: Moody's Lifts US$175MM Global Notes' Rating to Ba3
FRONTIER AIRLINES: "Golden Parachute Deal" Irks Teamsters
FRONTIER AIRLINES: Seeks OK on Director & Officer Severance Plan
GRUPO CASA: Acquires Pharmacy Chain in Brazil for BRL185 Mil.
KANSAS CITY: Moody's Lifts Corporate Family Rating to B1 From B2

KANSAS CITY (MEXICO): Moody's Ups Corporate Family Rating to B1
SATELITES MEXICANOS: Names Patricio Northland as CEO
X-RITE INC: Names Dave Rawden as Interim Chief Financial Officer
* MEXICO: S&P Says Top 15 Banks Face 2008 Increasing Competition


P U E R T O  R I C O

HOME INTERIORS: U.S. Trustee Selects 7-Member Creditor's Panel


V E N E Z U E L A

HARVEST NATURAL: Taps G. M. Morgan as VP of Business Development
PETROLEOS DE VENEZUELA: To Expand Swap Pact With Petroecuador


* S&P Eyes Political Risks on Global Oil and Gas Producers
* Fitch: Latin America Annual Wireless Growth Rate Down to 22%


                         - - - - -


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

ALITALIA SPA: Italy May Ask Air France to Take Part in Sale
-----------------------------------------------------------
The Italian government may invite Air France-KLM S.A. to be part
of its plans to rescue Alitalia S.p.A., Thomson Financial News
reports citing Il Sole 24 Ore.

Fabio Verna, financial consultant to prime ministerial adviser
Bruno Ermolli, told Il Sole 24 Ore that it is possible that the
government may resume negotiations over Alitalia.

According to Mr. Verna, Il Sole 24 Ore relates, Air France's
withdrawal from the sale talks does not mean that the French
carrier is not interested in resuming talks on different
conditions and different financial consideration.

Mr. Verna, however, noted that a local consortium has to be
formed first before a foreign partner could come in.

Prime Minister Silvio Berlusconi tasked Mr. Ermolli to find a
local buyer for the government's 49.9% stake in Alitalia.  
Italian businessmen led by Mr. Ermolli, AirOne S.p.A.,
banks led by Intesa Sanpaolo S.p.A. may form a consortium to bid
for Alitalia.  AirOne will own 40% of the bidding vehicle, the
banks will control 40% and Mr. Bruno's group will hold 20%.

As reported in the TCR-Europe on May 13, 2008, Mr. Ermolli has
requested access to Alitalia's updated data and information.

                         About Alitalia

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

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


BANCO FINANSUR: Moody's Assigns B1 Local Currency Deposit Rating
----------------------------------------------------------------
Moody's Investors Service has assigned a bank financial strength
rating of E+ to Banco Finansur SA.  At the same time, Moody's
assigned long- and short-term global local-currency deposit
ratings to the bank of B1 and Not Prime, as well as long- and
short-term foreign-currency deposit ratings of Caa1 and Not
Prime.  Moody's also assigned a Aa3.ar local-currency deposit
rating and a Ba1.ar foreign currency deposit rating in the
Argentine national scale.

The outlooks on the BFSR and on the global local currency
deposit ratings are stable.  In addition, the long-term foreign
currency deposit rating has a positive outlook in line with
Moody's outlook on Argentina's foreign currency deposit ceiling.

Moody's said the E+ BFSR reflects Banco Finansur' small
franchise and modest market shares in its targeted business
segments of factoring to small and medium-sized companies and
consumer lending.  The bank's business lines support the
generation of recurring earnings, but its limited capitalization
may constrain the bank's ability to expand its franchise.  
Moody's also noted that the bank faces significant competition
from peers, which may affect its ability to build quality loans
and revenues.  In this regard, asset quality indicators have
deteriorated over the past three years.  The rating also
reflects limitations to the bank's corporate governance, which
derive from its family ownership and a lack of board
independence.

Moody's B1 global local-currency deposit rating incorporates
Banco Finansur's Baseline Credit Assessment of B2, as well as
Moody's assessment that there would be a moderate probability of
systemic support extended in case of stress because of the
bank's relatively modest market share in terms of deposits.  
Such an assessment results in a one-notch lift of the local
currency rating to B1.

These ratings were assigned to Banco Finansur S.A.

  -- Bank Financial Strength Rating: E+, with stable outlook.

  -- Long- and short-term global local-currency deposit ratings:
     B1 and Not Prime, with stable outlook.

  -- Long- and short-term foreign currency deposit ratings: Caa1
     and Not -Prime with a positive outlook.

  -- Long-Term National Scale Local-Currency Deposit Rating:
     Aa3.ar

  -- Long-Term National Scale Foreign Currency Deposit Rating:
     Ba1.ar

headquartered in Buenos Aires, Argentina, Banco Finansur SA had
assets of ARS472 million and deposits for ARS329 million, as of
March 2008.


BANCO SANTANDER: Launches Series XLII Garbarino Securitization
--------------------------------------------------------------
Business News Americas reports that Banco Santander Rio S.A. has
launched its series XLII Garbarino financial securitization for
up to ARS110 million.

BNamericas relates that the securitization was backed by
consumer loans originated by household goods retailer Garbarino
and technology shop Compumundo.  According to Banco Santander,
the subscription period will end on May 22, 2008.  The
securitization will be issued in these tranches:

   -- the A, floating rate series for up to ARS99.0 million due
      February 2009;

   -- a B, floating rate series for up to ARS4.17 million due
      March 2009; and

   -- participation certificates for up to ARS7.29 million
      maturing November 2010.

According to BNamericas, the A and B securities have Argentina's
"Badlar interest rate plus 2.5% and 4.5% respectively."  The
Badlar rate is the average interest rate banks pay for deposits
above ARS1 million, and closed on May 15, 2008, at 14.0625%.

Banco Santander's Fixed Income and Derivatives Area Analyst
Ignacio Ormachea told BNamericas that the interest rate on the A
floating rate debt securities won't be lower than 12.5% or
higher than 23%.  The interest rate on B class securities will
be between 14.5% and 26%, Mr. Ormachea added.

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.


CONSTRUCCIONES ELECTRICAS: Court Concludes Reorganization
---------------------------------------------------------
Construcciones Electricas S.A. (C.E.S.A.) concluded its
reorganization process, according to data released by Infobae on
its Web site.

The closure came after the National Commercial Court of First
Instance in San Miguel de Tucuman, Tucuman, homologated the debt
plan signed between the company and its creditors.


FIDEICOMISO FINANCIERO: Moody's Rates Debt Securities at Ba2/Ba3
----------------------------------------------------------------
Moody's Latin America has assigned a rating of Aaa.ar (Argentine
National Scale) and of Ba2 (Global Scale, Local Currency) to the
Class A Fixed Rate Debt Securities of Fideicomiso Financiero
Banco de Cordoba -- Clase 02 issued by Deutsche Bank S.A. acting
solely in its capacity as issuer and trustee.

Moody's also assigned a rating of Aa1.ar (Argentine National
Scale) and of Ba3 (Global Scale, Local Currency) to the Class B
Floating Rate Debt Securities.  The certificates were rated
Ca.ar (Argentine National Scale) and Ca (Global Scale, Local
Currency)

All Debt Securities and the Certificates were issued by Deutsche
Bank S.A. acting solely in its capacity as issuer and trustee.
This issuance is not an obligation of Deutsche Bank S.A. and
therefore the rating assigned does not reflect the credit
quality of Deutsche Bank S.A.

The assigned ratings are based on these factors:

  -- The credit quality of the securitized personal loans;

  -- Initial credit enhancement of 55% for the Class A, and of
     15% for the Class B, provided through subordination;

  -- The sound origination and servicing standards of Banco de
     la Provincia de Cordoba S.A.;

  -- The ability of Deutsche Bank S.A. to act as trustee in this
     transaction;

  -- The legal structure of the transaction.

                       The Securitized Pool

The rated securities are payable from the cash flow coming from
the assets of the trust, which is an amortizing pool of about
12,630 eligible loans denominated in Argentine pesos, bearing
fixed interest rates, originated by Banco de la Provincia de
Cordoba S.A., in an aggregate amount of ARS34,886,584.

As of cut off date, about 57.35% of the pool was constituted by
personal loans granted to employees of the Government of the
Province of Cordoba, and 4.95% to pensioners and retirees of the
Province of Cordoba.  Both have the benefit of automatic
deduction of the installment directly from the borrower's
paycheck.  The remaining 37.71% were loans granted without the
benefit of automatic deduction.

                            Structure

Deutsche Bank S.A. (Argentina) S.A. (issuer and trustee) issued
two classes of Debt Securities (Class A and Class B) and one
class of certificates, all denominated in Argentine pesos.

The Class A will bear a fixed interest rate of 12.50%.  The
Class B Debt Securities will bear a BADLAR interest rate plus
350 basis points. The Class B Debt Securities' interest rate
cannot be higher than 24% p.a. or lower than 14% p.a.

Overall credit enhancement is comprised of a total of 55%
subordination for Class A Debt Securities and 15% for Class B
Debt Securities; various reserve funds; and excess spread.

The Class A Debt Securities are expected to be paid off in 5
months.  The payment of principal and interest on Class B Debt
Securities is subordinated to the full repayment of Class A.  
The Certificates are entitled to receive any remaining cash flow
after Fixed Rate and Floating Rate Debt Securities are paid in
full.

                    Originator and Servicer

Banco de la Provincia de Cordoba is the originator and servicer
in this transaction.

Banco de Cordoba is a financial institution created in 1873, and
it is one of the oldest financial institutions in Argentina.  
The bank is located in the Province of Cordoba, Argentina and it
is the financial agent for Cordoba's Government.  The bank is
owned by the Province of Cordoba (99% of the shares) and by
Corporacion Inmobiliaria Cordoba (1% of the shares).  Banco de
Cordoba was incorporated on May 14, 2004, as a part of the
government plan to improve the bank's administration.

Rating Action

Originator: Banco de la Provincia de Cordoba S.A.

  -- ARS15,698,963 in Series A Debt Securities of "Fideicomiso
     Financiero Banco de Cordoba -- Clase 02", rated Aaa.ar
     (Nacional Scale Rating) and Ba2 (Global Scale, Local
     Currency)

  -- ARS13,954,633 in Series B Debt Securities of "Fideicomiso
     Financiero Banco de Cordoba -- Clase 02", rated Aa1.ar
     (Nacional Scale Rating) and Ba3 (Global Scale, Local
     Currency)

  -- ARS5,232,988 in Certificates of "Fideicomiso Financiero
     Banco de Cordoba -- Clase 02", rated Ca.ar (Argentine
     National Scale) and Ca (Global Scale, Local Currency)

Banco de Cordoba has a broad coverage within the Province of
Cordoba with more than 148 branches.  It also has branches in
the City of Buenos Aires, Rosario and Santa Fe.


HOMAJ SRL: Proofs of Claim Verification Deadline Is May 26
----------------------------------------------------------
The court-appointed trustee for Homaj S.R.L.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
May 26, 2008.

The trustee will present the validated claims in court as
individual reports on July 8, 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 Homaj 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 Homaj's accounting
and banking records will be submitted in court on Sept. 3, 2008.

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


LA CASONA: Trustee to File Individual Reports on Aug. 12
--------------------------------------------------------
Gustavo Fiszman, the court-appointed trustee for La Casona de
Maria S.R.L.'s bankruptcy proceeding, will present the validated
claims as individual reports in the National Commercial Court of
First Instance in Buenos Aires on Aug. 12, 2008.

Mr. Fiszman will be verifying creditors' proofs of claim until
June 13, 2008.  Mr. Fiszman will submit a general report
containing an audit of La Casona's accounting and banking
records on Sept. 24, 2008.

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

The debtor can be reached at:

           La Casona de Maria SRL
           Jeronimo Salguero 3066
           Buenos Aires, Argentina

The trustee can be reached at:

           Gustavo Fiszman
           Emilio Mitre 435
           Buenos Aires, Argentina


MIT MECANIZADOS: Trustee Verifies Proofs of Claim Until July 1
--------------------------------------------------------------
The court-appointed trustee for MIT Mecanizados Industriales
Tauros S.A.'s reorganization proceeding will be verifying
creditors' proofs of claim until July 1, 2008.

The trustee will present the validated claims in court as  
individual reports on Aug. 29, 2008.  The National Commercial
Court of First Instance in Mendoza will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by MIT Mecanizados 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 MIT Mecanizados'
accounting and banking records will be submitted in court on
Oct. 10, 2008.

Creditors will vote to ratify the completed settlement plan  
during the assembly on April 23, 2009.

The debtor can be reached at:

                 MIT Mecanizados Industriales Tauros S.A.
                 Brandsen S/N-Perdriel, Lujan De Cuyo
                 Mendoza, Argentina


TALLERES LLAVE: Proofs of Claim Verification Is Until Aug. 4
------------------------------------------------------------
Hector Grun, the court-appointed trustee for Talleres Llave SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until Aug. 4, 2008.

Mr. Grun will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance No. 20 in Buenos Aires, with the assistance of Clerk
No. 40, 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 Talleres Llave 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 Talleres Llave's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

                 Talleres Llave SA
                 Coronel Niceto Vega 5598
                 Buenos Aires, Argentina

The trustee can be reached at:

                 Hector Grun
                 San Martin 551
                 Buenos Aires, Argentina


TOTAL TRADING: Proofs of Claim Verification Deadline Is June 23
---------------------------------------------------------------
The court-appointed trustee for Total Trading S.A.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
June 23, 2008.

The trustee will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance in Buenos Aires will determine if the verified claims
are admissible, taking into account the trustee's opinion, and
the objections and challenges that will be raised by Total
Trading 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 Total Trading'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 Total Trading's
assets under court supervision and will take part in their
disposal to the extent established by law.


TYSON FOODS: Dynamic Fuels Gets SBC Approval to Fund Facility
-------------------------------------------------------------
Dynamic Fuels LLC has secured preliminary approval from the
Louisiana State Bond Commission (SBC) of its application to
issue tax exempt Gulf Opportunity Zone (GO Zone) Bonds to fund
the building of the company's first renewable synthetic fuels
facility in Geismar, Louisiana.  Dynamic is a 50:50 venture
between Syntroleum Corporation and Tyson Foods Inc. to convert
low grade, inedible fats and greases into renewable synthetic
diesel, jet and military fuel.

While the amount requested on the application was
US$135 million, rules recently adopted by the SBC may limit the
actual allocation for any single project to US$100 million.  
Dynamic Fuels and its underwriter, SunTrust, will submit terms
for the bond sale for final approval by the SBC at its June 19th
meeting.  The total estimated cost of the project is US$150
million.  Remaining funding needed to finance the project will
be provided by Tyson and Syntroleum.

The availability of the tax exempt Go Zone bonds is the result
of the Gulf Opportunity Zone Act of 2005, which is designed to
help rebuild economies devastated by hurricanes Katrina and
Rita.  The Dynamic Fuels venture is expected to generate
approximately 250 short-term construction jobs and 65 highly
skilled permanent jobs.

"We appreciate the Commission's decision to approve the bonds,
which will provide beneficial financing for this project," Jeff
Webster, senior vice president of Tyson's Renewable Products
Division.  "In addition to creating jobs, this value-added
venture will give animal agriculture an opportunity to
participate in the production of renewable fuels and is also an
environmentally sound way to contribute to America's energy
security."

"Approval of our application by the Bond Commission is a key
milestone in our efforts to build a new industry in this
country," said Jeff Bigger, senior vice president of business
development for Syntroleum.  "Timely action by the Bond
Commission permits us to maintain our project schedule and
targeted first production in early 2010."

Engineering and environmental work are in progress and equipment
requiring a long lead time has been ordered.  Construction is
expected to begin in the fall of 2008 with completion targeted
for the end of 2009.  Once in operation, the plant is expected
to produce about 75 million gallons of renewable synthetic
fuel annually.

The fuel produced by the venture will offer the same benefits of
synthetic fuels derived from coal or natural gas while providing
substantial performance and environmental advantages over
petroleum-based fuels.  These benefits include higher cetane
levels, which are a measure of combustion quality, and superior
thermal stability, making it effective for advanced military
applications.  In addition, replacing traditional petroleum fuel
with this fuel substantially reduces total greenhouse gas
emissions.

Various non-food grade animal fats produced or procured by Tyson
Foods, such as beef tallow, pork lard, chicken fat and greases,
are expected to be used as renewable feedstock for this venture.

                         About Syntroleum

Syntroleum Corporation owns the Syntroleum(r) Process for
converting synthesis gas derived from biomass, coal, natural gas
and other carbon-based feedstocks, and the Bio-Synfining
technology for converting animal fat and vegetable oil
feedstocks into synthetic liquid hydrocarbons.  The Company
plans to use its technology to develop and participate in
synthetic and renewable fuel projects utilizing the Company's
technology in a number of global locations.

                        About Tyson Foods

Based in Springdale, Arkansas, Tyson Foods, Inc. (NYSE:TSN) --
http://www.tysonfoods.com/-- is a processor and marketer of
chicken, beef, and pork.  The company makes a wide variety of
protein-based and prepared food products at its 123 processing
plants.  Tyson has approximately 114,000 Team Members employed
at more than 300 facilities and offices in 26 states and 80
countries.

Tyson's U.S. beef plants are located in Amarillo, Texas; Dakota
City, Nebraska; Denison, Iowa; Finney County, Kansas; Joslin,
Illinois, Lexington, Nebraska and Pasco, Washington.  The
company also has a beef complex in Canada, and is involved in a
vertically integrated beef operation in Argentina.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 8, 2008, Moody's Investors Service confirmed Tyson Foods,
Inc.'s corporate family rating and probability of default rating
at Ba1.  Moody's said the rating outlook remains negative.



=============
B A H A M A S
=============

PRIDE INT'L: Stockholders Okay Re-Election of Board Members
-----------------------------------------------------------
Pride International Inc.'s stockholders, at its annual meeting
held on May 19, approved the re-election of David A. Brown,
Kenneth M. Burke, Archie W. Dunham, David A. Hager, Francis S.
Kalman, Ralph D. McBride, Robert G. Phillips and Louis A.
Raspino to serve on the company's Board of Directors for a term
of one year.

In addition, stockholders approved the Amended and Restated 2004
Directors' Stock Incentive Plan and ratified the appointment of
KPMG LLP as the company's independent registered public
accounting firm for 2008.

Headquartered in Houston, Texas, Pride International Inc.
(NYSE: PDE) -- http://www.prideinternational.com/-- provides
onshore and offshore contract drilling and related services in
more than 25 countries, operating a diverse fleet of 64 rigs,
including two ultra-deepwater drillships, 12 semisubmersible
rigs, 28 jackups, 10 platform rigs, five managed deepwater rigs
and seven Eastern Hemisphere-based land rigs.  The company has
subsidiaries in France, Netherlands, Venezuela, Bahamas, Mexico,
Malaysia and Singapore, among others.

                        *     *     *

To date, Pride International carries Standard & Poor's Ratings
Service's BB+ corporate credit rating.  The company's unsecured
debt is also rated BB+ by S&P.  The outlook on the ratings is
stable.



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

ABITIBIBOWATER INC: Posts US$248 Mil. Net Loss in First Quarter
---------------------------------------------------------------
AbitibiBowater Inc. reported a net loss of US$248.0 million, on
sales of US$1.7 billion, for the first quarter ended March 31,
2008. These results compare with a net loss of US$35.0 million,
on sales of US$772.0 million, for the first quarter of 2007,
which consisted of only Bowater Incorporated results.

The company's 2008 first quarter results reflect the full
quarter results for Abitibi-Consolidated Inc. and Bowater
Incorporated as a combined company following their combination
on Oct. 29, 2007.

First quarter 2008 special items, net of tax, consisted of: a
US$44.0 million gain relating to foreign currency changes, a
US$16.0 million gain on asset sales, a US$17.00 million loss
related to asset closures and severance and a US$76.0 million
charge related to tax adjustments.  Excluding these special
items, the net loss for the quarter would have been US$215.0
million.

"Important progress was achieved during the first full quarter
of AbitibiBowater," stated president and chief executive officer
David J. Paterson.  "We set out with a disciplined approach and
a commitment to deliver sustainable long-term value.  Our EBITDA
improvement, this quarter over the fourth quarter of last year,
is an important step in positioning the company as the
industry's great turnaround story."

AbitibiBowater said that during the first quarter it
successfully completed a series of financing transactions,
totaling US$1.4 billion, designed to address near-term debt
maturities and general liquidity needs for its Abitibi-
Consolidated subsidiary.

                         Strategic Review

In November 2007, AbitibiBowater announced the results of a
Phase 1 comprehensive strategic review, which resulted in the
removal of approximately 1 million metric tons of unprofitable
newsprint and commercial printing paper capacity and 500 million
board feet of wood products from the marketplace.

The Phase 1 announcement also: increased the company's annual
synergy target to US$375.0 million from the US$250.0 million
target announced at the time of the company's merger; identified
US$500.0 million in asset sales through the sale of the
Snowflake (Arizona) newsprint mill as well as non-core assets;
suspended the dividend; and committed to a further review of all
aspects of the business in Eastern Canada in light of inherent
competitive disadvantages.  AbitibiBowater also that the
announced closures were completed early in the first quarter of
2008 and other commitments are on track to be met or exceeded.

"When the merger closed, we began a strategic review of all
aspects of the new company and committed to take decisive action
to be a stronger, more sustainable organization," said John W.
Weaver, executive chairman.  "We are making good progress and
are beginning to benefit from improving business conditions.  
AbitibiBowater remains focused on continued cost reductions,
improvement of our manufacturing platform and better positioning
the company in the global marketplace."

                          Phase 2 Update

Since November, the company has engaged in discussions with
governments, employees, communities and other stakeholders to
reduce operating costs, enhance the viability of several
operations and improve overall competitiveness.  The company
said that these actions, in addition to increased market prices
for company products, are improving financial results.  
AbitibiBowater expects improved quarter-over-quarter
profitability based on stronger business fundamentals, announced
price increases, operating efficiencies and synergies.  
Significant progress has been made; however, at this time, no
paper mill closures or idlings are being announced beyond the
continued indefinite idling of the Mackenzie (British Columbia)
and Donnacona (Quebec) paper mills.

The company said that cooperative efforts with stakeholders have
enhanced the competitiveness of various company facilities such
as the woodland and sawmill operations in the Lac-Saint-Jean
(Quebec) region.  Collaborative outreach will continue in all of
Eastern Canada in light of market conditions as well as high
labor, energy and fiber costs, further exacerbated by the strong
Canadian dollar.  AbitibiBowater will maintain a flexible
approach and may take further restructuring actions, if
required.

"We will continue our collaborative approach with various
stakeholders in an effort to find long-term, sustainable
solutions," stated Mr. Paterson.  "We are confident
AbitibiBowater is taking the right steps to manage our business
and set the stage for meaningful improvement in earnings,
efficiencies and overall growth."

Recognizing the challenges facing the North American newsprint
market, AbitibiBowater says it continues to realize success in
diversifying its sales to international markets, in the more
than 90 countries where its products are already sold.  The
company said it is committed to expanding sales in growing
markets.  To further the expansion of the global sales effort,
the company will work with North American governments and other
stakeholders to ensure needed infrastructure improvements at
ports supporting operations.

The company said it will raise the bar in continued cost
reduction efforts and look to increase profitability on some of
its paper machine assets by considering the conversion of
newsprint capacity to coated and other value-added papers over
the next several years. Such conversions would be expected to
generate higher returns.

Management said it expects to complete the first stage of this
review by the third quarter of 2008 and is considering the
possibility of manufacturing a light-weight coated product,
containing recycled content.  The company is confident in its
ability to successfully convert a newsprint machine to a high-
margin product, based in part on the Catawba (South Carolina)
mill success story.

AbitibiBowater also formally announced two new product
offerings, EcoLaser(TM) and Ecopaque(TM).  These uncoated
freesheet substitutes represent innovative solutions for the
printing industry, providing environmental benefits while also
reducing costs for end-users.  "We will continue to support
growth and diversification of our product mix while positioning
the company as the wise choice for environmentally sensitive
customers, offering sustainable solutions to them and their
clients," stated Mr. Weaver.

In addition to removing 500 million board feet of lumber
capacity through Phase I actions, the company said it has
further lowered its high-cost lumber capacity through
consolidations, idlings and various temporary shutdowns at
sawmills.  The cumulative effect of these measures has reduced
AbitibiBowater's lumber capacity to nearly 50% of pre-merger
levels, resulting in an avoided cost of US$45 per fbm.  
Furthermore, production costs at operating sawmills have been
reduced by 7% in the first quarter of 2008.

The company confirms that it expects to meet the asset sales
target of US$500.0 million by the end of 2008, having achieved
sales of approximately US$220.0 million to date.  AbitibiBowater
is targeting an additional US$250.0 million in asset sales by
the end of 2009.  The company has launched a process for the
sale of its Mokpo, South Korea paper mill, and is moving forward
with additional sales including forest lands, sawmills,
hydroelectric sites and other assets.

In addition, AbitibiBowater reiterates its synergy target of
US$375.0 million by the end of 2009.  At the end of the first
quarter, the company had achieved an annual run rate of
approximately US$180.0 million in captured synergies.

                 Liquidity and Capital Resources

As of March 31, 2008, the company's total liquidity was
comprised of liquidity from its Abitibi and Bowater
subsidiaries.  As disclosed in the company's audited
consolidated financial statements included in its Annual Report
on Form 10-K/A for the year ended Dec. 31, 2007, the company's
Abitibi subsidiary was experiencing a liquidity shortfall and
facing significant near-term liquidity challenges.

As a result of these liquidity issues, the company had concluded
at Dec. 31, 2007, that there was substantial doubt about
Abitibi's ability to continue as a going concern.  As of March
31, 2008, Abitibi had a total of US$346.0 million of long-term
debt maturing in 2008: US$196.0 million principal amount of its
6.95% Senior Notes due April 1, 2008, and US$150.0 million
principal amount of its 5.25% Senior Notes due June 20, 2008.  
Additionally, Abitibi had revolving bank credit facilities with
commitments totaling US$692.0 million maturing in the fourth
quarter of 2008.  These amounts were successfully refinanced on
April 1, 2008.

The company said that while its April 1 refinancing has
alleviated the substantial doubt about Abitibi's ability to
continue as a going concern, significant financial uncertainties
remain for Abitibi to overcome including, but not limited to,
Abitibi's ability to repay or to refinance the US$350.0 million
364-day term facility due on March 30, 2009, to service the
considerable debt resulting from the April 1 refinancings and to
overcome their expected ongoing net losses and negative cash
flows.

This senior secured term loan is guaranteed by Abitibi and
secured by substantially all of Abitibi's assets.  In order to
address the upcoming March 30, 2009 maturity, Abitibi and
AbitibiBowater will be pursuing refinancing alternatives to
renew or replace the existing 364-day senior secured term loan
or entering into a new bank credit agreement.  

The company has also announced an asset sales program of
approximately US$750.0 million for AbitibiBowater, and any sales
of Abitibi's assets would be expected to be used for debt
reduction.  Management said it continues to believe that the
liquidity constraints at Abitibi will not affect the financial
condition of Bowater or AbitibiBowater.

As of April 1, 2008, upon completion of the company's
refinancings, Abitibi had liquidity of US$185.0 million,
represented by cash on hand.  As of April 15, 2008, after the
sale of the company's Snowflake, Arizona newsprint facility and
the repayment of certain debt, the company's Abitibi subsidiary
had cash on hand of US$277.0 million.  

At March 31, 2008 and Dec. 31, 2007, AbitibiBowater Inc. and its
consolidated subsidiaries had US$4.7 billion of fixed rate long-
term debt and US$1.2 billion and US$1.0 billion, respectively,
of short and long-term variable rate debt.

                          Balance Sheet

At March 31, 2008, the company's consolidated balance sheet
showed US$10.3 billion in total assets, US$8.7 billion in total
liabilities, and US$1.6 billion in total stockholders' equity.

The company's consolidated balance sheet at March 31, 2008, also
showed strained liquidity with US$2.3 billion in total current
assets available to pay US$2.5 billion in total current
liabilities.

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2008, are available
for free at http://researcharchives.com/t/s?2c1b

                       About AbitibiBowater

Headquartered in Montreal, Canada, AbitibiBowater Inc. --
http://www.abitibibowater.com/ -- produces a wide range of  
newsprint, commercial printing papers, market pulp and wood
products.  AbitibiBowater owns or operates 27 pulp and paper
facilities and 34 wood products facilities located in the United
States, Canada, the United Kingdom and South Korea.  
AbitibiBowater is also among the world's largest recyclers of
newspapers and magazines.  AbitibiBowater's shares trade under
the stock symbol ABH on both the New York Stock Exchange and the
Toronto Stock Exchange.

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

                          *     *     *

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


BANCO BMG: Moody's Puts Ba1 Rating on US$200 Million Sr. Notes
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 long-term foreign
currency rating to Banco BMG S.A.'s US$200,000,000 three-year
senior unsecured notes due May 2011.  The outlook on the rating
is stable.  The notes were issued under the bank's US$1 million
Short Term Note Programme.

Moody's noted that Banco BMG's foreign currency debt ratings
remain unconstrained by Brazil's foreign currency country
ceiling for bonds and notes.

These rating was assigned to Banco BMG's US$200 million senior
notes due 2011:

  -- Ba1 long-term foreign currency debt rating, with a stable
     outlook.

Banco BMG had BRL7.4 billion (approximately US$4.2 billion) in
total assets and BRL2.1 billion in equity (US$1.2 billion) as of
March 2008.

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


BANCO DO BRASIL: Will Launch Offices in Seoul & Dubai
-----------------------------------------------------
Brazilian financial daily Valor Economico reports that Banco do
Brasil SA will launch representative offices in Seoul, South
Korea, and Dubai, United Arab Emirates, this week.

Valor Economico relates that Banco do Brasil has about 42
offices in 23 nations.  It has 11 units in Asia.

Business News Americas notes that Banco do Brasil said in
February it could expand retail operations to Europe and other
Latin American nations.  It also disclosed the start of a retail
business in the U.S.

Banco do Brasil SA is Brazil's federal bank and is the largest
in Latin America with some 20 million clients and more than
7,000 points of sale (3,200 branches) in Brazil, and 34 offices
and partnerships in 26 other countries.  In addition to its
traditional retail banking services, Banco do Brasil underwrites
and sells bonds, conducts asset trading, offers investors
portfolio management services, conducts financial securities
advising, and provides market analysis and research.

                           *     *     *

On Feb. 29, 2008, Moody's Investors Rating Service assigned a
Ba2 foreign currency deposit rating to Banco do Brasil.


BANCO ITAU: Central Bank Okays Capital Increase
-----------------------------------------------
The Brazilian central bank has authorized Banco Itau Holding
Financeira SA to increase its share capital to BRL17.0 billion
through the capitalization of reserves and a 25% share bonus.

Business News Americas relates that Banco Itau shareholders will
get one new share for each four existing shares.  Trading of new
shares will start on June 2, 2008.  Banco Itau said that in the
U.S., investors will get one American Depository Receipt for
every four.  In Argentina, one CEDEAR for every four, Banco Itau
added.

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

                         *     *     *

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


BANCO NACIONAL: Inks US$5.1 Million Service Agreement With IBM
--------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has signed
a two-year service contract with International Business Machines
Corporation for BRL8.4 million (US$5.1 million), Business News
Americas reports, citing IBM.

Under the deal, BNDES is given access to IBM's alternative data
processing center to assist in disaster recovery and security
services for the collection, delivery and custody of BNDES'
external security tape library, BNamericas adds.

According to a press release, BNDES's goal is to promote
Brazil's development by:

   -- boosting the Brazilian economy's competitiveness,

   -- prioritizing the reduction of both social and regional
      inequalities, and

   -- maintaining and creating employment opportunities.

"Brazil is a key growth market for IBM and we are uniquely
positioned to effectively integrate local and global
capabilities to help our Brazilian clients succeed," said
Gonzalo Escajadillo, general manager, Global Technology
Services, IBM Latin America, in a press release.

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.


BRASKEM SA: Amends November 2007 Investment Pact With Petrobras
---------------------------------------------------------------
To accelerate the integration of the petrochemical assets of
Petroleo Brasileiro S.A. and Petrobras Quimica S.A. into Braskem
S.A. pursuant to an investment agreement entered into last year,
the parties agreed to amend the pact, a filing with the U.S.
Securities and Exchange Commission discloses.

The agreement, signed by Braskem, Petroleo Brasileiro, Petrobras
Quimica, Odebrecht S.A., and Nordeste Quimica S.A. on Nov. 30,
2007, provided for integration of the petrochemical assets held
by Petroquisa or Petrobras into Braskem, as reflected in their
stakes in the capital stock of:

   -- Company Petroquimica do Sul,

   -- Ipiranga Petroquimica S.A.,

   -- Ipiranga Quimica S.A.,

   -- Petroquimica Paulinia S.A., and

   -- Petroquimica Triunfo S.A.

Under the amendment, the stakes or the integration of the assets
will be executed in two distinct phases, independent of each
other:

1. The first phase corresponding to the integration of the
   stakes held by Petrobras and Petroquisa in the capital stock
   of Copesul, IPQ, IQ, and PPSA into Braskem through the
   latter's wholly owned subsidiary, Grust Holdings S.A., will
   be executed on May 30 2008.

2. The second phase, in which Petrobras, through the
   intermediary of Petroquisa, will have the option of
   incorporating up to 100% of the shares representing the total
   capital and voting shares of Triunfo into Braskem, to be
   decided by the parties at a later date.  With the
   implementation of the Second Phase, Petrobras' stake, jointly
   with Petroquisa, will be up to 25% of the total capital of
   Braskem, based on the latter's shareholding breakdown as at
   November 30 2007, excluding treasury stock.

The incorporation of shares, through which the First Phase will
be implemented, will be submitted for the approval by the
general shareholders' meetings of Braskem and Grust on May 30.

With the completion of the Incorporation of Shares, Braskem will
become the holder of 100% of the voting shares and total capital
of IQ, IPQ and PPSA and 99.17% of the voting and total capital
of Copesul, and, conversely, Petroquisa will receive Braskem's
common shares and preferred class A shares, increasing its
shareholding stake to 30% of the voting capital and 23.08% of
the total capital of Braskem, excluding treasury stock.

According to the SEC disclosure, the Incorporation of Shares is
estimated to cost at around BRL4 million, including expenses
with publications, preparation of appraisal reports and
economic-financial appraisals, and the fees of auditors,
appraisers, consultants and Brazilian and foreign attorneys.

PricewaterhouseCooopers, in an appraisal report, said that the
amount of the assets, rights and obligations which form the
stockholders' equity of Grust Holdings at March 31, 2008, is
BRL720,709,227.  Accordingly, the auditor continued, considering
that the paid-up capital of Grust is divided into 695,697,538
common shares, we conclude that the equity value of each share
at March 31, 2008, is BRL1.0360.

Simultaneously to the Incorporation of Shares, Petrobras,
Petroquisa, Odebrecht and Norquisa will sign, with Braskem's
intervention, Braskem's new Shareholders' Agreement, which will
be based on the shareholders commitment to the highest standards
of corporate governance, with a greater participation of
Petrobras in the decision-making process and also on the
creation of value for all Braskem's shareholders.

The regulatory filing notes that the integration is part of the
strategy of Braskem and Petrobras to reorganize and consolidate
the petrochemical sector, initiated with the acquisition of the
Ipiranga Group.  Once the operation has been implemented,
Petrobras will have restructured its investment portfolio in
Brazilian petrochemicals, in line with the goals set forth in
its Strategic Plan, and at the same time becoming a key minority
partner in Braskem, through its wholly owned subsidiary, with a
greater participation in the decision-making process.

Braskem S.A. (BOVESPA: BRKM5; NYSE: BAK; LATIBEX: XBRK) --
http://www.braskem.com.br/-- is a thermoplastic resins
producer in Latin America, and is among the three largest
Brazilian-owned private industrial companies.  The company
operates 13 manufacturing plants located throughout Brazil, and
has an annual production capacity of 5.8 million tons of resins
and other petrochemical products.  The company reported
consolidated net revenues of about US$9 billion in the trailing
twelve months through Sept. 30, 2007.

                           *     *    *

As reported in the Troubled Company Reporter-Latin America on
Jan. 17, 2008, Fitch Ratings affirmed the 'BB+' foreign and
local currency issuer default ratings of Braskem S.A.  Fitch
also affirmed the 'BB+' ratings on the company's senior
unsecured notes 2008, 2014, and senior unsecured notes 2017.

TCR-LA reported on Dec. 10, 2007, that Standard & Poor's raised
Braskem's long-term corporate credit to 'BB+' from 'BB'.
On Nov. 28, 2007, Moody's Investors Service assigned the company
a corporate family rating of Ba1 on the agency's global scale.


BRASKEM SA: Will Evaluate Feasibility of Petrochemical Project
--------------------------------------------------------------
Brakem S.A. has signed an accord with Petroleo Brasileiro SA and
Petroperu to evaluate the technical and economic feasibility of
a petrochemicals project in Peru.

According to Petroperu, the complex to be constructed will have
capacity of at least 700,000 tons per year of polyethylene.  
Published reports say that the project could involve some
US$2.5 billion in investment.  Business News Americas relates
that the complex will include a methane plant that would cost up
to US$1 billion to build and an ethane plant that will cost at
least US$1.5 billion.  Petroperu said that the complex's output
will go primarily to Peru, Chile, Colombia, and Ecuador.

Brazil's President Luiz Inacio Lula da Silva commented to
Peruvian news daily La Republica, "Petrobras [Petroleo
Brasileiro] entered Peru in 2002 and today it's the second
largest oil company in the country and we'll work for it to
invest much more, and fast."

Braskem, Petroleo Brasileiro, and Petroperu will approach
Argentina's Pluspetrol, operator of the Camisea natural gas
consortium in Peru, to negotiate the supply of ethane, Peruvian
state news agency Andina says, citing Petroperu's President
Cesar Gutierrez.  Talks will be held on the price and location
of an ethane and methane separation facility.

Mr. Gutierrez commented to BNamericas, "To use ethane you have
to separate it, and you will have to invest in a separation
plant similar to Malvinas [located in Camisea]."

Braskem wouldn't hold up a separate petrochemical project that
Petroperu has with Petroleo Brasileiro to build a plant in
southern Peru, BNamericas notes, citing Mr. Gutierrez.  The
report says that Petroperu and Petroleo Brasileiro are seeking a
partner specialized in fertilizers so that project can produce
ammonium phosphate, ammonium nitrate, and sodium cyanide.  
According to Andina, the two firms are considering Brazilian
mining and metals group Companhia Vale do Rio Doce, though
alternatives continue to be sought.

Braskem S.A. (BOVESPA: BRKM5; NYSE: BAK; LATIBEX: XBRK) --
http://www.braskem.com.br/-- is a thermoplastic resins
producer in Latin America, and is among the three largest
Brazilian-owned private industrial companies.  The company
operates 13 manufacturing plants located throughout Brazil, and
has an annual production capacity of 5.8 million tons of resins
and other petrochemical products.  The company reported
consolidated net revenues of about US$9 billion in the trailing
twelve months through Sept. 30, 2007.

                           *     *    *

As reported in the Troubled Company Reporter-Latin America on
Jan. 17, 2008, Fitch Ratings affirmed the 'BB+' foreign and
local currency issuer default ratings of Braskem S.A.  Fitch
also affirmed the 'BB+' ratings on the company's senior
unsecured notes 2008, 2014, and senior unsecured notes 2017.

TCR-LA reported on Dec. 10, 2007, that Standard & Poor's raised
Braskem's long-term corporate credit to 'BB+' from 'BB'.
On Nov. 28, 2007, Moody's Investors Service assigned the company
a corporate family rating of Ba1 on the agency's global scale.


CAMARGO CORREA: Consortium Wins Auction for Jirau Project
---------------------------------------------------------
The Consorcio Energia Sustentavel do Brasil consortium, which
includes Camargo Correa SA, has won the auction for the
construction and operation of the 3.3-gigawatt Jirau hydro plant
on the Madeira river, Business News Americas reports.

As reported in the Troubled Company Reporter-Latin America on
May 15, 2008, Camargo Correa joined the consortium to bid for
Jirau.  Other firms comprising this group are Suez, Eletrosul,
and Chesf.  

According to Brazilian power regulator Aneel, Consorcio Energia
offered to sell power to the regulated market for BRL71.37 per
megawatt-hour, about 21.5% lesser than the auction's
BRL91 per megawatt-hour price cap.  

Federal energy planning firm Empresa de Pesquisa Energetica told
reporters that the winning bid was lower than expected.  
BNamericas relates that the winning bid for the 3.15-gigawatt
Santo Antonio plant on the Madeira river was BRL78.87 per
megawatt-hour.

Rio de Janeiro federal university energy economics professor
Nivalde Castro told BNamericas that the Jirau auction confirmed
the outlook for cheap energy from Brazil's big hydro plants.  
"The 21.5% discount seen at today's auction was much higher than
our expectation of 10%, which was a positive surprise to
everyone.  This reinforces Brazil's position as a very
competitive hub in terms of energy for industrial investors.  We
have to bear in mind that Suez, as an international energy
player, will be able to bring financial resources from the
international market at cheaper prices, also taking advantage of
Brazil's recent investment grade status," Mr. Castro added.

BNamericas notes that Consorcio Energia must sell 70% of the
power to the regulated market.  It must sell 30% of the power to
unregulated customers.  Suez launched an auction last week to
sell Jirau power to unregulated clients.

Brazilian independent power producers association Apine's
President Luiz Fernando Viana commented to BNamericas, "CESB's
[Consorcio Energia] initiative to approach the free market with
a pre-auction was very important for their winning bid.  The
fact that their group has lots of companies with proven
expertise, and the experience they gained in the 3.15-gigawatt
Santo Antonio auction last year allowed them to place a bid that
was aggressive and had adequate IRR for their needs."

According to Consorcio Energia's President Victor-Frank
Paranhos, the aggressive bid for Jirau was possible due to cost-
cutting initiatives and limited environmental impacts.  "Changes
to the plant's original project will allow us to save
BRL1 billion in plant construction," Mr. Paranhos commented to
BNamericas.

BNamericas says that the Jirau plant includes 44 turbines.  It
must be constructed by October 2016.  Construction works for the
plant will start as soon as the consortium is granted the
installation license.  Investment on the project will total
BRL8.7 billion.

Consorcio Energia will accelerate plant operations by nine
months to launch initial production by February 2012, Suez's
President Mauricio Bahr said.

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.


COMPANHIA PARANAENSE: Reports BRL255.5MM Net Income in 1Q 2008
--------------------------------------------------------------
Companhia Paranaense de Energia aka Copel released its first
quarter 2008 results.  All figures included in this report are
in Reais and were prepared in accordance with Brazilian GAAP.

Companhia Paranaense's consolidated financial statements
present, in addition to the figures of the wholly-owned
subsidiaries (Copel Geracao e Transmissao, Copel Distribuicao,
Copel Telecomunicacoes and Copel Participacoes), those of
Compagas, Elejor, UEG Araucaria and Centrais Eolicas do Parana
(companies in which Copel retains a majority stake).  From
January 2008, Domino Holdings started to be partially
consolidated (45%).

   -- Net operating revenues for the first quarter of 2008:
      BRL1,314.6 million, a 5.5% increase compared to the first
      quarter 2007.

   -- Operating income: BRL389.8 million.

   -- Net income: BRL255.5 million.

   -- EBITDA (earnings before interest, taxes, depreciation and
      amortization): BRL447.5 million.

   -- Return on net equity: 3.5%.

   -- Total power consumption billed by Companhia Paranaense to
      captive customers rose 6.4% over the first quarter last
      year.

   -- By the end of the first quarter 2008, the company's shares
      appreciated at these rates:

       CPLE3 (common/Bovespa) = 4.5%
       CPLE6 (preferred B/Bovespa) = 7.1%
       ELP (ADR/Nyse) = 8.2%
       XCOP (preferred B/Latibex) = 1.2%

Headquartered in Parana, Brazil, COPEL aka Companhia Paranaense
de Energia SA -- http://www.copel.com/ir-- (NYSE: ELP/LATIBEX:  
XCOP/BOVESPA: CPLE3, CPLE5, CPLE6) transmits and distributes
electricity to more than 3 million customers in the state of
Parana and has a generating capacity of nearly 4,600 megawatts,
primarily from hydroelectric plants.  The company also offers
telecommunications, natural gas, engineering, and water and
sanitation services.  The company restructured its utility
operations in 2001 into separate generation, transmission, and
distribution subsidiaries to prepare for full privatization,
which has been indefinitely postponed.  In response, Copel is
re-evaluating its corporate structure.  The government of Parana
controls about 59% of Copel.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Dec. 13, 2006, Moody's America Latina upgraded the corporate
family rating of Companhia Paranaense de Energia aka Copel to
Ba2 from Ba3 on its global scale.  Moody's also upgraded its
rating on the company's BRL500 million senior unsecured
guaranteed debentures due 2007 to Ba2 from Ba3 (Global Local
Currency) as well as its rating on the BRL400 million senior
secured Guaranteed debentures due 2009 to Ba1 from Ba2 (Global
Local Currency).  Moody's said the rating outlook is stable.  
This rating action concludes the review process initiated on
July 26, 2006, and still hold to date.


DELPHI CORP: WTC Balks at US$750 Mil. Intercompany Loan Transfer
----------------------------------------------------------------
Wilmington Trust Company objects to the request of Delphi Corp.
and its debtor-affiliates to authorize Delphi Automotive Systems
Holdings, Inc., to grant Delphi Automotive Systems, LLC,
additional intercompany loans of up to US$750 million and to
provide adequate protection to the Pension Benefit Guarantee
Corporation in connection the transfers.

WTC is the indenture trustee for the senior notes and debentures
in the aggregate principal amount of US$2 billion issued by the
Debtors.

WTC notes that, under the proposed transactions, DASHI -- a
solvent debtor entity, 87% of which is indirectly owned by
Delphi -- will make an additional loan of up to US$750,000,000
to DAS and would adequate protection to the PBGC in connection
therewith.

According to Edward M. Fox, Esq., at Kirkpatrick & Lockhart
Preston Gates Ellis LLP, in New York, WTC wants to take
discovery from the Debtors to determine why DASHI and the Delphi
believe the proposed transactions are in the best interest of
their creditors and equity holders.

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

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

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

(Delphi Bankruptcy News, Issue No. 129; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


FLEXTRONICS INT'L: Completes Friwo Mobile Power Acquisition
-----------------------------------------------------------
Flextronics International Ltd. has completed its acquisition of
the FRIWO Mobile Power business unit of CEAG AG, a global market
leader for power supplies and chargers for mobile telephones.  
FMP is now part of Flextronics' power supply division.

"The acquisition of the FRIWO Mobile Power Business unit
substantially expands our power supply capability and we expect
to be one of teh top power supply companies within the next 18
months," Bob Roohparva, president of Vista Point Technologies
disclosed.

"This acquisition broadens our relationships with mobile phone
OEMS, enhances our global reach and adds vertical integration
capabilities such as magnetic (transformer) manufacturing.  On
behalf of Flextronics, I would like to welcome the FMP team to
our organization," Mr. Roohparvar added.

The acquisition will add approximately 18,000 employees and
700,000 square feet of manufacturing capacity in China.

                     About Flextronics

Headquartered in Singapore, Flextronics International Ltd.
(NasdaqGS: FLEX; Singapore Reg. No. 199002645H) --
http://www.flextronics.com/-- is an Electronics Manufacturing   
Services provider focused on delivering design, engineering and
manufacturing services to automotive, computing, consumer
digital, industrial, infrastructure, medical and mobile OEMs.  
Flextronics helps customers design, build, ship, and service
electronics productsthrough a network of facilities in over 30
countries on four continents.  

As of the year ended March 31, 2007, the company's regulatory
filing with the U.S. SEC showed that it had subsidiaries in
Austria, Brazil, China, France, Hong Kong, Hungary, Malaysia,
Mexico and the United States, among others.  The company has yet
to submit its annual report for the year ended March 31, 2008.

                        *     *     *

Flextronics International Ltd. continues to carry Moody's
"Ba1" probability of default and long-term corporate family
ratings with a negative outlook.

The company also carries Standard & Poor's "BB+" long-term
local and foreign issuer credit ratings with a negative
outlook.


FLEXTRONICS INT'L: Posts US$7.8 Bln Net Sales in Fourth Quarter
----------------------------------------------------------------
Flextronics International Ltd.'s recorded net sales for the
fourth quarter ended March 31, 2008, increased 66% to US$7.8
billion, which represents an increase of US$3.1 billion over
US$4.7 billion net sales for quarter ended March 31, 2007.

Record adjusted operating profit for the fourth quarter ended
March 31, 2008, increased 86% over the same quarter in 2007 to
US$263 million, while adjusted operating margin improved 40
basis points to 3.4%.  

Record adjusted net income for the fourth quarter ended
March 31, 2008, increased 76% over the year ago quarter to
US$215 million, while adjusted EPS increased 30% to a record
US$0.26.

Net sales for the fiscal year ended March 31, 2008, increased
46% to a record US$27.6 billion, which represents an increase of
US$8.7 billion.  

Adjusted operating profit in fiscal year increased 56%, while
adjusted operating margin improved 20 basis points to 3.2%.  
Adjusted net income in fiscal year 2008 increased 56% to a
record US$745 million, while adjusted EPS increased 28% to a
record US$1.02.

Cash and cash equivalents amounted to US$1.7 billion at
March 31, 2008.  Operating cash flow generated US$1 billion,
while free cash flow amounted to US$715 million during the
fiscal year ended March 31, 2008.

"I am very proud of the hard work and contribution of our
employees across the globe in making fiscal 2008 a
transformational year for not only Flextronics, but perhaps the
entire EMS industry.  Our better than expected operating
performance is attributable in part to the successful
integration of the Solectron acquisition, which I believe is one
of the most successful large scale acquisitions ever completed
in any industry, as well as from operating a large diversified
company, which is not overly dependent on a particular
geographic region, market segment, customer or product," said
Mike McNamara, chief executive officer of Flextronics.

Mr. McNamara added, "The acqusition was a defining event for our
company, as it created the most diversified and premier global
supplier of advanced design and vertically integrated electronic
manufacturing services.  The scale, diversification and expanded
breadth of capabilities gained through the acquisition have
further enhanced our competitive position.  We have become the
leader in most EMS product market segments, and our increased
scale and capabilities should enable us to further extend our
reach and realize significant cost savings to increase
shareholder value through greater generation of cash flow and
earnings.  Our customers' solutions increasingly require cost
structures and capabilities that can only be achieved through
size, and our scale is clearly a significant competitive
advantage."

"In addition to increasing our vertical capabilities throughout
the year, we also diversified across more product categories by
expanding into the PC, notebook, disposable medical devices and
medical plastic markets.  We have also added over 1000 design
engineers across a variety of segments and have expanded our
ODM/CDM portfolio.  Through the revenue and scale that we have
added, along with the continued geographic expansion and
relentless drive to reduce operating expenses, we have increased
our competitive advantage by offering our customers lower cost
solutions with enhanced capabilities," Mr. McNamara concluded.

                            Guidance

According to the company, for the first quarter ending June 27,
2008, revenue is expected to be in the range of US$8 billion to
US$8.5 billion and adjusted EPS is expected to be in the range
of US$0.27-US$0.29 per share.

GAAP earnings per share are expected to be lower than the
guidance provided herein by around US$0.07 per diluted share for
quarterly intangible amortization and stock-based compensation
expense, and by around US$0.03 to US$0.04 per diluted share for
the remaining restructuring and other charges relating to the
Solectron acquisition.

                        About Flextronics

Headquartered in Singapore, Flextronics International Ltd.
(NasdaqGS: FLEX; Singapore Reg. No. 199002645H) --
http://www.flextronics.com/-- is an Electronics Manufacturing   
Services provider focused on delivering design, engineering and
manufacturing services to automotive, computing, consumer
digital, industrial, infrastructure, medical and mobile OEMs.  
Flextronics helps customers design, build, ship, and service
electronics productsthrough a network of facilities in over 30
countries on four continents.  

As of the year ended March 31, 2007, the company's regulatory
filing with the U.S. SEC showed that it had subsidiaries in
Austria, Brazil, China, France, Hong Kong, Hungary, Malaysia,
Mexico and the United States, among others.  The company has yet
to submit its annual report for the year ended March 31, 2008.

                        *     *     *

Flextronics International Ltd. continues to carry Moody's
"Ba1" probability of default and long-term corporate family
ratings with a negative outlook.

The company also carries Standard & Poor's "BB+" long-term
local and foreign issuer credit ratings with a negative
outlook.


MAGNESITA REFRETARIOS: S&P Assigns Long-Term Credit Rating at BB
----------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB' long-
term corporate credit rating to Brazil-based refractory producer
Magnesita Refratarios S.A.  At the same time, S&P assigned its
'brAA-' Brazil national scale rating to the company.  The  
outlook is stable.

"The rating on Magnesita reflects the exposure of the company's
sales to cyclical industries (namely steel and cement) and
reliance on few customers; sizable gross debt, coming from the
leveraged-buyout debt Magnesita recently assumed; and the
challenges for the company's new management to implement its
strategic plans," said S&P's credit analyst Victor Saulytis.  
These risks are partly offset by the company's leading business
and market position in the local market of refractory products;
privileged cost position and sound operating profile due to
vertical integration into key raw materials; and its broad
variety of products and value-added services, ranging from
elementary refractory products to tailor-made refractory
solutions.
     
Magnesita Refratarios' antecessor, Magnesita S.A., was acquired
by Brazilian private equity firms, GP Investments and Gavea in
August 2007.  In February 2008, the new controlling shareholders
concluded a corporate restructuring, which reduced the number of
subsidiaries and merged Magnesita S.A. into its former
controlling holding company (Rpar), resulting in the creation a
new company: Magnesita Refratarios S.A.  The restructuring was
in line with management's plans for Magnesita and had a two-fold
effect on the new company.  First, the company will be able to
improve cash flows by taking advantage of fiscal benefits from
goodwill amortization, booked previously at the holding company
level.  Magnesita also took over RPar's debt (BRL758 million,
around US$423 million as of December 2007), with a negative
effect on its leverage ratios.  As a result, the new company's
leverage measured by funds from operations-to-total debt and
total debt-to-EBITDA ratios weakened to 14.5% and 3.9,
respectively, in the 12 months ended March 31, 2008 (from 102.5%
and 0.67 in Dec. 31, 2007, before the restructuring).
     
Magnesita has a strong business profile.  The company benefits
from vertical integration into long-standing magnesite reserves,
its main raw material, as well as modern and efficient
production facilities, providing it with a competitive cost
structure.  Its market position is also strong in Brazil, since
no competitor has the same integration with raw materials, and
competition from imports tends to be mild.  S&P expects demand
for the company's products to be remain sound in the next couple
of years, in line with favorable trends in the steel and cement
industries, segments that are currently increasing capacity and
boosting long-term demand for refractories in the country.
     
The stable outlook reflects S&P's expectations that the
company's new management will continue improving the company's
operating performance and strengthening its financial stance.  
S&P expects Magnesita Refratarios to continue benefiting from
its strong market position, and additional capacity is likely to
support higher and more resilient cash generation as it starts
up.
     
A positive revision of the ratings would depend on the company's
ability to increase cash flows consistently, leading to stronger
leverage ratios as evidenced by a funds from operations-to-total
debt ratio higher than 40% and total debt-to-EBITDA ratio lower
than 2.0.  S&P expects dividends to be maintained at prudent
levels.  On the other hand, the ratings or outlook could be
revised negatively if the company adopts a more aggressive
financial strategy, resulting in increasing bank debt and
decreasing cash generation, and thus lower liquidity and weaker
credit measures.

Headquartered in Montes Claros, Brazil, Magnesita Refratarios
S.A. is Brazil's largest manufacturer of refractories used for
industrial high-temperature processes such as iron and steel,
cement, glass and others.   The company reported net sales of
BRL1.2 billion and EBITDA of BRL236 million (around US$663
million and  US$131 million, respectively) in the 12 months
ended March 30, 2008.


PROPEX INC: Court Extends Plan-Filing Deadline Until August 21
--------------------------------------------------------------
The Honorable John C. Cook of the U.S. Bankruptcy Court for the
Eastern District of Tennessee extends the time by which Propex
Inc. and its debtor-affiliates have:

   (a) the exclusive right to propose a plan of reorganization
       through Aug. 21, 2008; and

   (b) the exclusive right to solicit acceptances for that plan
       through Oct. 20, 2008.

The Debtors originally sought an extension of their Exclusive
Plan Filing Period through October 2008, and an extension of
their Exclusive Solicitation Period through December 2008.

The Debtors had told the Court that they have made considerable
progress in laying the foundational groundwork necessary for
their reorganization.  However, they need more time to formulate
a consensual plan of reorganization.

The Court will hold a hearing on Aug. 20, 2008, to consider a
request for further extension of the Exclusive Periods, if
requested by the Debtors.

Headquartered in Chattanooga, Tennessee, Propex Inc. --
http://www.propexinc.com/-- produces geosynthetic, concrete,
furnishing, and industrial fabrics and fiber.  It is produces
primary and secondary carpet backing.  Propex operates in North
America, Europe, and Brazil.

The company and its debtor-affiliates filed for Chapter 11
protection on Jan. 18, 2008 (Bankr. E.D. Tenn. Case No. 08-
10249).  The Debtors selected Edward L. Ripley, Esq., Henry J.
Kaim, Esq., and Mark W. Wege, Esq. at King & Spalding, in
Houston, Texas, to represent them.  As of Sept. 30, 2007, the
Debtors' balance sheet showed total assets of US$585,700,000 and
total debts of US$527,400,000.  

(Propex Bankruptcy News, Issue No. 11; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)  


REALOGY CORP: S&P Sees Positive Results, Likely to Hold Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services said that its rating and
outlook for Realogy Corp. (B/Negative/--) would not be
immediately affected by the expectation that the company's
senior secured credit facility leverage covenant cushion would
narrow further in the June 2008 quarter.  This is because S&P
believes that Realogy will produce positive cash flow generation
the second half of 2008 and significantly reduce its revolver
borrowings during the period, thereby likely avoiding violating
the covenant for the remainder of the year.
     
The most important current component of Realogy's liquidity
profile continues to be its US$750 million senior secured
revolver.  On May 12, 2008, borrowings under the revolver were
US$340 million, mostly due to its usage for payment of US$239
million in interest expense on the company's notes and its
senior secured credit facility. Senior secured leverage (as
measured by Realogy's bank facility) was 4.2x at March 2008, and
S&P estimate the measure is trending toward the low-5x area for
the June 2008 quarter, compared with the 5.6x covenant.  The
covenant steps down to 5.35x on Sept. 30, 2008.
     
Still, operating trends are troubling.  In the March 2008
quarter, the pace of declines in transaction sides was down 25%
in the company's franchise group, and prices were down 7%.  
Transaction sides were down 27% in the company's owned brokerage
business, and prices were down 1%.  However, Realogy has only
modest term loan amortization, no meaningful maturities until
2013, and has indicated that it intends to exercise its option
in October 2008 to elect to pay interest in kind (at a premium)
on its US$550 million senior unsecured PIK toggle notes due
2014.  

S&P's  negative outlook at the current 'B' rating reflects its
concern that in the event a recovery in the U.S. residential
real estate market is not achieved before early 2009, Realogy
may face EBITDA declines that exceed the low-teens percentage
area and experience a meaningfully reduced cushion in its senior
secured leverage covenant.  In the event the industry is not
solidly tracking toward recovery by the beginning of the
September 2008 quarter, the rating could be lowered.
     
In the event Realogy exercises its right to cure any potential
covenant related default through the contribution of equity by
its owner (Apollo Management L.P.) to the company in an amount
sufficient to cure the breach, this would be consistent with at
least a one-notch downgrade since it would speak to the
company's inability to independently support its capital
structure.  The cure is only available in three of any four
consecutive quarters.

Headquartered in Parsippany, New Jersey, Realogy Corporation
(NYSE: H)-- http://www.realogy.com/-- is a real estate
franchisor and a member of the S&P 500. The company has a
diversified business model that also includes real estate
brokerage, relocation, and title services. Realogy's world-
renowned brands and business units include CENTURY 21(R),
Coldwell Banker(R), Coldwell Banker Commercial(R), ERA(R),
Sotheby's International Realty(R), NRT Incorporated, Cartus, and
Title Resource Group. Realogy has more than 15,000 employees
worldwide. The company operates in Australia, Brazil and
France.



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

AL JERNAAS: Proofs of Claim Filing Is Until May 26
--------------------------------------------------
Al Jernaas Limited's creditors have until May 26, 2008, to
prove their claims to Connan Hill and Alex Johnston, 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.

Al Jernaas' shareholder decided 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:

               Connan Hill and Alex Johnston
               Attn: Isabel Mason
               P.O. Box 1109
               Grand Cayman KY1-1102
               Cayman Islands
               Telephone: 345 949-7755
               Fax: 345 949-7634


AL JERNAAS: Sets Final Shareholders Meeting for May 26
------------------------------------------------------
Al Jernaas Limited will hold its final shareholders meeting on
May 26, 2008, at HSBC Bank (Cayman) Limited, P.O. Box 1109,
Grand Cayman KY1-1102, Cayman Islands.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process; and
               2) authorizing the retention of the records of
                  the company, for a period of five years from
                  the dissolution of the company, after which
                  they may be destroyed.
     
Al Jernaas' shareholder decided 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:

               Connan Hill and Alex Johnston
               Attn: Isabel Mason
               P.O. Box 1109
               Grand Cayman KY1-1102
               Cayman Islands
               Telephone: 345 949-7755
               Fax: 345 949-7634


ALCHEMY HOLDING: Proofs of Claim Filing Deadline Is May 26
----------------------------------------------------------
Alchemy Holding Company's creditors have until May 26, 2008, to
prove their claims to German Alfredo Ferrarazzo, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

Alchemy Holding's shareholders agreed on April 1, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

               German Alfredo Ferrarazzo
               c/o Walkers, Walker House
               Attn: Laura Del Fuoco
               87 Mary Street, George Town
               Grand Cayman KY1-9001, Cayman Islands
               Direct Tel: 345 814 4568
               Direct Fax: 345 814 8268
               E-mail: laura.delfuoco@walkersglobal.com


CZ320-97A LIMITED: Proofs of Claim Filing Deadline Is May 27
------------------------------------------------------------
CZ320-97A Limited's creditors have until May 27, 2008, to prove
their claims to Connan Hill and Alex Johnston, 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.

CZ320-97A's shareholder decided on April 3, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               Connan Hill and Alex Johnston
               Attn: Isabel Mason
               P.O. Box 1109
               Grand Cayman KY1-1102
               Cayman Islands
               Telephone: 345 949-7755
               Fax: 345 949-7634


CZ320-97B LIMITED: Proofs of Claim Filing Deadline Is May 27
------------------------------------------------------------
CZ320-97B Limited's creditors have until May 27, 2008, to prove
their claims to Connan Hill and Alex Johnston, 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.

CZ320-97B's shareholder decided on April 3, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

               Connan Hill and Alex Johnston
               Attn: Isabel Mason
               P.O. Box 1109
               Grand Cayman KY1-1102
               Cayman Islands
               Telephone: 345 949-7755
               Fax: 345 949-7634



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

AES CORPORATION: To Sustain Stake in Chilean Unit
-------------------------------------------------
AES Corp. is subscribing its proportionate share in Chilean
generator AES Gener's common equity offering as the unit
increases its outstanding shares, Business News Americas
reports, citing the Chilean company.

BNamericas says that AES Gener is offering nearly 750 million
common shares for BRL180 per share.  The funds generated from
the offering (up to US$290 million) will go to expansion
projects, the news agency adds.

AES President and CEO Paul Hanrahan said in a statement that
"AES's participation in Gener's equity offering, through its
investment of approximately US$230 million, demonstrates its
full support for Gener's development plan in Chile," the report
states.

The offering's 30-day preemptive rights expires on June 17,
BNamericas notes.

                         About AES Gener

AES Gener is the second largest generation group in Chile with
2,559MW of installed capacity.  Inversiones Cachagua, a 100%
owned subsidiary of AES, has an 80.11% ownership in AES Gener.

                         About AES Corp.

AES Corp. (NYSE:AES) -- http://www.aes.com/-- is a global power
company, with 2007 revenues of US$13.6 billion.  The company has  
operations in 29 countries on five continents and has a
workforce of 28,000 people.  The company's 13 regulated
utilities amass annual sales of over 78,000 GWh and its 123
generation facilities have the capacity to generate more than
43,000 megawatts.  Its consolidated revenues totaled
US$13.6 billion during fiscal year 2007.

In Europe, the company has operations in Ukraine, Ireland,
Spain, Kazakhstan and Bulgaria, among others.  The company also
has subsidiaries in Europe that includes the Netherlands and
United Kingdom.  Aside from China, AES also has operations in
India and the Philippines.  Latin America operations include
Brazil, Argentina and Chile.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 19, 2008, Fitch Ratings assigned a 'BB/RR1' rating to AES
Corporation's US$600 million issuance of senior unsecured notes
maturing 2020.  AES' long-term Issuer Default Rating is rated
'B+'.  Fitch's rating is based on its expectation that
AES will use the proceeds to pay down higher-cost debt.  Fitch
said the rating outlook is stable.

TCR-LA reported on May 16, 2008, that Moody's Investors Service
assigned a B1 rating to AES Corporation's proposed issuance of
US$600 million senior unsecured notes due 2020.



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

ECOPETROL SA: Will Boost Refining Capacity to 65,000 Barrels/Day
----------------------------------------------------------------
Ecopetrol SA's President Javier Gutierrez said in a presentation
that the firm will increase its refining capacity to 650,000
barrels per day by 2015 from the current 290,000 barrels per
day, Business News Americas reports.

BNamericas relates that Ecopetrol will invest US$495 million in
refining in 2008.

The 250,000 barrels per day capacity at Ecopetrol's
Barrancabermeja plant represents 75.7% of Colombia's total
capacity.  Ecopetrol also holds a 49% stake in the 80,000
barrels per day Cartagena plant on the Caribbean coast,
BNamericas notes.

Ecopetrol wants a 30% market share of Colombia's ethanol output
by 2015, or some 200,000-300,000 tons per year, BNamericas says.  
According to Mr. Gutierrez, the firm wants a 70% market share in
the production of biodiesel, or up to 800,000 tons per year.  
Ecopetrol must invest some US$600 million in the period to
achieve the goal.

Ecopetrol's first project will start running in December in
Barrancabermeja.  It will produce 2,000 barrels per day of
biodiesel.  Ecopetrol's subsidiary Ecodiesel Colombia will own
the 100,000 tons per year palm oil-based plant, BNamericas
states.

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+'.



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

BANCO INTERCONTINENTAL: Fraud Case to be Heard in Supreme Court
---------------------------------------------------------------
Dominican Today reports that the National District Appellate
Court of the Dominican Republic will hand the US$2.5 billion
Banco Intercontinental fraud case to the Supreme Court of
Jamaica.

As reported in the Troubled Company Reporter-Latin America on
April 23, 2008, Judges Ignacio Camacho, Nancy Joaquin, and Wendy
Martinez of the Appellate Court's 3rd Penal Chamber upheld the
10-year prison sentence against former Banco Intercontinental
officials Ramon Baez Figueroa, Marcos Baez Cocco and Luis
Alvarez Renta, in the bank's fraud case.

Dominican Today notes that the Appellate Court overturned the
National District 1st Collegiate Court's acquittal of Vivian
Lubrano de Castillo.  It condemned Ms. de Castillo to five years
in prison.  The court found Messrs. Figueroa, Cocco, and Renta
guilty of breaching the Monetary and Financial Law, of money
laundering, and breach of trust.  

Dominican Today relates that the deadline to file an appeal
expired on May 19, 2008, for those convicted in the fraud case.  
The first to file before the Appellate Court were Ms. de
Castillo, the plaintiffs, the Banks Superintendent, and the
Central Bank.

Mr. Renta's defense lawyer had his client's appeal ready.  Tony
Delgado, lawyer of Mr. Cocco was set to file it last Monday,
Newspaper El Dia states.

Located in the Dominican Republic, Banco Intercontinental a.k.a.
Baninter collapsed in 2003 as a result of a massive fraud and a
resulting deficit of US$2.2 billion.  As a consequence, all of
its branches were closed.  The bank's current and savings
accounts holders were transferred to the bank's new owner --
Scotiabank.  The bankruptcy of Baninter was considered the
largest in world history, in relation to the Dominican
Republic's Gross Domestic Product.  The resulting deficit was
equal to 12% to 15% of the country's national GDP.  It costs
Dominican taxpayers DOP55 billion and resulted to the country's
worst economic crisis.



=================
G U A T E M A L A
=================

BRITISH AIRWAYS: Earns GBP694 Million in Year Ended March 31
------------------------------------------------------------
British Airways Plc posted GBP694 million in net profit on
GBP8.75 billion in net revenues for the financial year ended
March 31, 2008, compared with GBP304 million in net profit on
GBP8.49 billion in net revenues for the financial year ended
March 31, 2007.

The company's cash balance at the end of March 2008 was over
GBP1.8 billion, down GBP491 million on at end of March 2007.  
This reduction was primarily due to one-off payments into the
New Airways Pension Scheme (NAPS) totaling GBP610 million and to
the U.S. Department of Justice for anti-competitive activity.

As of March 31, 2008, British Airways had GBP11.12 billion in
total assets, GBP7.89 billion in total liabilities, resulting in
GBP3.23 billion in total shareholders' liabilities.  

As of March 31, 2008, the company had GBP3.148 billion in total
current assets and receivables and GBP3.244 billion in total
current liabilities.

"This is an outstanding financial result for the company despite
rising fuel prices and significant economic slowdown in the last
six months," British Airways' chief executive Willie Walsh,
said.  "We have achieved our goal of a ten% operating margin
which I am delighted has triggered the reward scheme for our
staff.   For our shareholders too, it signals the welcome return
of a dividend -- the first since 2001.

"Despite the difficulties of the opening of Terminal 5 in the
first few days, it is now working well and some two million
passengers have gone through it and many have enjoyed the
experience," Mr. Walsh added.  "Phase 2 of the move of our long-
haul services into the terminal begins on June 5 and will
include our blue riband New York services and flights to seven
other destinations."

                         Trading Outlook

Revenue for the full year is expected to increase by around 4%.  
This is in line with the lower end of the guidance given at
Investor Day.  Increased fuel surcharges broadly offset both
further weakness in non-premium long-haul travel and the impact
of the delayed move to Terminal 5.  Non-fuel costs are expected
to be some 3-3.5% or around GBP200 million up on 2007.

As a result of further hedging, our Investor Day fuel cost
guidance of an GBP18 million profit impact for every US$1 change
in the crude oil price has reduced to GBP16 million.  Based on a
cost of US$85 per barrel of crude oil, the company expected a
total GBP450 million increase.  

Based on the current market price for oil of US$120 per barrel
our total fuel costs would rise by around GBP1 billion this
financial year.  The company's hedging cover has increased with
some 72% cover for the first half of the year and just under 60%
for the second half.  The company also has around 30% cover for
2009/10.

The first quarter will be particularly difficult.  Crude prices
have risen from US$58 per barrel in the first quarter last year
to some US$115 this year.  The delayed transition to Terminal 5
affects both costs and revenue, and will feature in the quarter
and full year as the company deals with the challenges of the
move into the terminal.

The full year will also be challenging, against an uncertain
economic outlook.  As a result, the company has reduced capital
expenditure and is reviewing its capacity, costs and network in
the context of the economic pressures and high fuel prices.  The
company has a strong balance sheet and cash flows that will
enable it to take advantage of opportunities to strengthen its
business.

                      About British Airways

Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services.  The British Airways group consists of British Airways
plc and a number of subsidiary companies including in particular

British Airways Holidays Ltd. and British Airways Travel Shops
Ltd.  BA has offices in India and Guatemala.

                        *     *     *

As of Jan. 2, 2008, British Airways Plc carries a senior
unsecured debt rating of Ba1 from Moody's Investors' Service
with a stable outlook.



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

CASH PLUS: Has Less Than J$3 Million Left
-----------------------------------------
Radio Jamaica reports that Cash Plus Limited has less than
J$3 million in cash and other liquid assets left as of March
2008.

According to Radio Jamaica, the Co-Interim Receiver/Managers for
Cash Plus confirmed on Monday that the firm doesn't have enough
money to pay lenders and that it won't have any cash any time
soon.

As reported in the Troubled Company Reporter-Latin America on
May 15, 2008, Cash Plus Co-Interim Receiver/Manager Keven
Bandoian submitted a status report on Cash Plus to Justice
McIntosh.  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 says that Mr. Bandoian's report shows that Cash
Plus has assets of over J$4 billion, mainly in the form of land,
buildings, and refunds of deposits on failed transactions.  
According to the receiver team, the assets aren't easily
converted into cash.   The final sale prices for the assets may
be different as they are subject to market conditions and may
depend on talks between the receivers and the vendors.

Radio Jamaica relates that the receiver team said the operating
environment of Cash Plus revolved around three viable entities
out of over 200 firms.  The team's probe uncovered:

          -- poorly maintained accounting records,
          -- inadequate internal controls, and
          -- a lack of financial planning.

Mr. Bandoain's report indicated major accounting discrepancies
in the handling of investors' transactions, Radio Jamaica notes.  
Cash Plus' operations consisted of third-party arrangements and
minimal revenue-generating activities.  

Radio Jamaica says that documentation of Cash Plus liabilities
consists mainly of money owed to investors.  About 45,000
investors pumped J$22 billion into Cash Plus.  According to Mr.
Bandoian, repayments to lenders and other creditors will begin
after Cash Plus has recovered substantial portion of the real
estate and deposits on failed transactions.   Cash Plus used 70%
"of its intake on an overall basis to repay investors."

The court will decide on the next course of action for Cash
Plus, Radio Jamaica states, citing the receiver team.  

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.


* JAMAICA: S&P Maintains 'B' Sovereign Credit Ratings
-----------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'B' long-
term and short-term sovereign credit ratings on Jamaica.  S&P's
also said that the outlook on Jamaica remains stable.
      
"Supporting the ratings are the government's commitment to
fiscal discipline, debt reduction, and economic growth
reinvigoration," said S&P's credit analyst Olga Kalinina.  
"Jamaica's local capital markets, which are well developed
compared with those of its rating peers, and political stability
are also rating strengths."  The ratings remain constrained
because of the difficulty in reducing the high general
government debt burden as well as the limited fiscal
flexibility.  The country's increasing external vulnerability
stemming from the island's geographical location, size,
openness, and high amortization needs is a further credit
weakness.
     
Achieving higher rates of economic growth is one of the main
goals of the Jamaica Labour Party, which came to power in
September 2007.  Jamaica's real GDP growth, which averaged 1.6%
over the past decade, continues to be constrained by a crowding
out of the private sector because of the government's high
borrowing needs, labor-market rigidities affecting productivity,
high security costs, and external shocks.  Hurricane Dean,
followed by a prolonged rainy period, dampened GDP growth to an
estimated 1.1% in 2007, down from 2.6% in 2006.
     
The negative impact of the severe weather on agriculture and the
resulting food shortages -- together with surging oil prices --
drove average inflation to 17% in 2007 from 5.7% in 2006.  The
GDP growth outlook for 2008 is 2% and incorporates the impact of
the slowdown in the United States, Jamaica's main trading and
tourism partner.  However, ongoing gains in construction,
recovery of the agriculture sector, and a still-strong tourism
sector -- demonstrated by robust first-quarter 2008 results and
advanced bookings for newly opened hotels -- should
counterbalance the negative pressure.  On the economic side,
Jamaica Labour Party's focus is on restoring growth in the
agriculture sector, increasing capacity in the manufacturing and
export sectors, and aggressive investment promotion.
     
Fiscal discipline remains the cornerstone of the government's
program.  The general government deficit was 5.4% of GDP in
fiscal 2007 (year ended March 31, 2008), including the official
fiscal deficit of 4.7% of GDP, Bank of Jamaica cash losses (1.1%
of GDP), and social security surpluses (0.4% of GDP).  The
Jamaica Labour Party was able to outperform the revised budgeted
targets despite spending overruns in the first half of fiscal
2007 despite adverse weather conditions in the fall of 2007,
which is a remarkable achievement.  The 2008 budget targets the
deficit of 4.5% of GDP, according to official estimates.  S&P's
projects the deficit at 5.2% of GDP at the central-government
level and 4.9% of GDP at the general-government level.  The new
2008-2009 budget introduces revenue-enhancing measures, aims
to boost tax compliance, and addresses wage and other
expenditure containment.  Qualitatively, the budget is
important, as it increases the transparency of fiscal accounts
and aims to rationalize the public sector, including the
privatization plans for large loss-making public enterprises.
     
The government's medium-term goal is to reach a balanced budget
by fiscal 2010 (ending March 31, 2011) and consequently bring
down the level of government debt, which stood at 123% of GDP,
to below 100% of GDP in the same period.  According to S&P's
calculation, the debt burden is higher, at 135% of GDP in 2007,
which includes the stock of the Bank of Jamaica's own debt,
equivalent to 17% of GDP.
     
The external situation remains challenging, as a growing oil
bill and subdued tourism performance in 2007 and possibly this
year are only partly counterbalanced by thus-far strong
remittance inflows.  The external current account deficit should
hover at about 15% of GDP in the next two years, and external
liquidity should remain tight, with the external financing gap
expected at 125% of usable reserves and current account receipts
in 2008.  Although the situation on the Jamaican foreign-
exchange market has stabilized following intermittent pressures
throughout 2007, confidence needs to be supported by disciplined
fiscal policies and a timely monetary response, two crucial
factors that have thus far performed well.  

Overall, continuation of the austere fiscal stance -- coupled
with structural improvements to increase the transparency and
efficiency of governance -- is the only viable strategy for
bolstering investor confidence amid gloomier financial and
economic times.  This is particularly true given Jamaica's high
debt burden, large amortization needs, and inherent structural
vulnerability to external shocks.
      
"The stable outlook balances the government's ongoing commitment
to disciplined fiscal and monetary stances with the risk
stemming from the challenging external environment," Ms.
Kalinina added.  "Despite the difficulties facing Jamaican
policymakers in the short term, we expect the new JLP government
to benefit from the strong support of the domestic private
sector, multilateral agencies, and external investors and to act
decisively on the fiscal consolidation front to maintain hard-
won macroeconomic stability."  S&P would consider revising the
outlook to negative if the fiscal deterioration or higher-than-
expected tightening in the U.S. dollar liquidity were to put
pressure on the Jamaican exchange market and lead to a sharp
drop in investors' confidence.  That would cause capital
outflow, exacerbate debt rollover risk, and probably necessitate
a sharp interest rate adjustment like the one that occurred in
2003, which would quickly undo the advancements of the last
years in fiscal consolidation and debt reduction.



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

CABLEMAS SA: Moody's Lifts US$175MM Global Notes' Rating to Ba3
---------------------------------------------------------------
Moody's Investors Service has upgraded Cablemas S.A. de C.V.'s
corporate family rating and the rating on its US$175 million of
global notes due 2015 to Ba3 from B1.  Simultaneously, Moody's
changed the rating outlook to positive and concluded its review
for possible upgrade which began March 4, 2008.

These ratings were affected:

  -- Cablemas, S.A. de C.V.'s corporate family rating: upgraded
     to Ba3 from B1

  -- Cablemas, S.A. de C.V.'s senior Unsecured rating on the
     9.375% US$175 million global notes due Nov. 15, 2015:
     upgraded to Ba3 from B1

The rating outlook is positive.

As per the upgrade trigger established by Moody's last March,
the rating action was prompted by the announcement on May 13,
2008 by the Mexican anti-trust body, Cofeco, of its approval of
the acquisition of a 49% stake in Cablemas by Grupo Televisa
(rated Baa1 stable).  "Moody's perceives such an acquisition as
positive for Cablemas' business and financial profile as it will
now count on Televisa's ongoing support for its growth plans",
said Moody's senior analyst Nymia Almeida.  

Evidence of Televisa's support was noted last February when
Televisa invested US$100 million via an additional issuance of
long-term notes of Alvafig, which holds 49% of the voting equity
of Cablemas, proceeds from which were used by Alvafig to acquire
limited voting shares of Cablemas equity, representing
approximately 11% of Cablemas aggregate capital stock.  

The ratings incorporate Moody's expectation that Televisa will
continue to support Cablemas, including funding for capex, as
the cable TV operator has become increasingly important
strategically for Televisa's ambition to consolidate the cable
TV industry and become a significant player in the telecom
industry in Mexico.  This implicit support should afford
Cablemas the opportunity to continue to improve its business
prospects with regard to expansionary projects in the cable TV,
Internet and telecom voice markets.

"Moody's ratings for Cablemas reflect the company's extremely
tight liquidity position, nonetheless, its lack of
free cash flow, and correspondingly strong dependence on
external capital to finance the build-out of its network",
said Nymia Almeida.  The company's margins also remain
susceptible to some pressure related to high churn, at 2.4%
for video services and 4.5% for broadband services as of
December 2007, as well as strong and growing competition.
These risks are somewhat offset by the company's position as
Mexico's second largest cable TV operator, with a 19%
national market share, its still high 42% adjusted EBITDA
margins, and the high perceived and improving quality of
its network (83% bi-directional).  Also contributing to
Cablemas' ratings is the fact that no significant debt
matures before late 2012 (bullet payment of US$50 million loan
taken to fund the acquisition of Bestel), and most of
it does not come due until 2015 (Ba3-rated US$175 million global
notes), as well as the fact that the company
maintains relatively modest leverage for its rating category,
with debt/Adjusted EBITDA of just 2.9 times at the end
of 2007.

The positive outlook is based on Moody's expectation that
Televisa will increase its stake at Cablemas to the point
of holding control of its holding company, Alvafig, in the
medium term.

A rating upgrade would be merited should the company improve its
liquidity position and get access to long-term capital at a
sufficient level to fund its growth, in addition to Televisa
becoming a controlling shareholder at Cablemas.  These factors
would make Moody's more comfortable with Cablemas negative free
cash flow, as they would be additive to the facts that the
company operates in a high-growth industry and posts high EBITDA
margins as compared to its global peer group.

Factors that could trigger a rating downgrade include i)
persistence of the internal liquidity shortage and ii)
strengthened competition from Telmex which reduces EBITDA
margins to below 30%.

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.


FRONTIER AIRLINES: "Golden Parachute Deal" Irks Teamsters
---------------------------------------------------------
The Teamsters Union said Frontier Airlines Holdings, Inc.'s
management is demanding a golden parachute even as it demands
pay reductions from employees.

Managers at Frontier (FRNT) want to grant workers little to
nothing if the company fails.  But they want to give themselves
up to six months pay, the Teamster said in a statement.

"We negotiated in good faith with Frontier management even
though they already have the lowest labor costs of all low-cost
carriers," said Matthew Fazakas, president of Teamsters Local
961.  "They continually moved the goal posts for a deal. But we
met every savings demand they made. Now we learn they had a
secret plan to give themselves golden parachutes while workers
get nothing.

"Golden parachutes for management are a deal breaker," Mr.
Fazakas said.

The union said Frontier's bankruptcy has nothing to do with
labor costs. Frontier has among the lowest labor costs in the
industry and the lowest among low-cost carriers. The airline's
bankruptcy resulted from a dispute with its credit card
processor.

Nonetheless, Frontier employees agreed to US$10.2 million in
labor savings. During negotiations, Teamster employees agreed to
a performance bonus plan for both management and line employees.

"Suddenly, on Tuesday, management sprang on us a new severance
plan that would give them pay up to six months," Mr. Fazakas
said.  "We would get nothing.

"We're outraged by this secret plan for a golden parachute,"
Mr. Fazakas said.  "They concealed this plan from us throughout
bargaining.  They want us to have confidence in their plan to
emerge from bankruptcy, but obviously they have no confidence in
it themselves."

Frontier employs about 425 members of the International
Brotherhood of Teamsters as aircraft technicians, ground service
technicians, tool room attendants, material specialists and
aircraft appearance agents.

Founded in 1903, the International Brotherhood of Teamsters
represents 1.4 million hardworking men and women in the United
States, Canada and Puerto Rico.

                            No Comment

Frontier spokesman Steve Snyder said negotiations are still in
progress, and he can't comment on the specifics of the
Teamsters' statement, reports Examiner.com.

                    Reduction in Management Pay

Frontier Airlines, on May 14, 2008, announced cuts in the pay of
management and other work groups.  Sean Menke, Frontier's Chief
Executive Officer, reduced his own salary by 20%.

Sandra Arnoult of ATW Daily News says CEO Sean Menke informed
employees in an internal memo that the pay cuts are needed to
reduce the overall cost structure and attract new financing.

"As a point of necessity, we are going to have to reduce our
labor and benefit expenses very quickly," he said.  Mr. Menke
added that there has been a "positive reception" from potential
investors regarding Frontier's future.

"In addition, the bankruptcy proceedings and the creditors'
meetings have been very smooth and absent of controversy," Mr.
Menke claimed.

On May 1, pay cuts were announced for Frontier's officers, said
ATW.

Published reports note that the cuts are temporary, and the
concessions would last through September 2008.

Frontier, whose management is leading by example, has pledged to
its employees that these painful reductions in their salaries  
some of which were already below market will be reversed if fuel
prices and related costs return to more historical levels.

                   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
through 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.  Epiq
Bankruptcy Solutions serves as the Debtors' notice and claims
agent.  The Official Committee of Unsecured Creditors is
represented by Wilmer Cutler Pickering Hale and Dorr LLP.

At Dec. 31, 2007, Frontier Airlines and its subsidiaries' total
assets was US$1,126,748,000 and total debts was UA$933,176,000.  
The Debtors have until Aug. 8, 2008, to exclusively file a
chapter 11 plan.  (Frontier Airlines Bankruptcy News, Issue No.
6; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


FRONTIER AIRLINES: Seeks OK on Director & Officer Severance Plan
----------------------------------------------------------------
In the last 90 days, Frontier Airlines Holdings, Inc. lost its
chief financial officer, general counsel and senior director of
corporate communications.

For this reason, the Debtors seek the authority of the U.S.
Bankruptcy Court for the Southern District of New York to
establish and implement, on a postpetition basis, a Director and
Officer Severance Plan for 65 of their current employees.

The covered employees consist of directors, senior directors,
vice-presidents and other executives.

"In marked contrast to similarly situated employees at other
airlines and to the almost 5,000 non-union employees of the
Debtors who are below the director level and whose severance
benefits were assumed in the [Court's order approving the
Debtors' first-day motion to honor prepetition employee wages
and programs], the 65 employees currently at or above the
director level currently have no enforceable severance benefit,"
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, in New
York, related.  

"These employees can all be fired at will," he said.

Mr. Hubner noted that the Compensation Committee of Frontier's
Board of Directors -- composed exclusively of outside
independent directors -- has unanimously approved the Severance
Plan.

The Debtors have worked with the Committee's outside
compensation consultants, Watson Wyatt Worldwide, with respect
to the Severance Plan, Mr. Huebner added.

Moreover, the Debtors have consulted with, and obtained the
support of, the Statutory Committee of Unsecured Creditors
Committee with regards the Severance Plan.

Mr. Huebner said that the benefits under the Severance Plan are:

   -- well below market comparables, even before taking into
      account the Severance Plan's mitigation features;

   -- measurably less generous than Frontier's longstanding
      prepetition severance practices; and

   -- compliant with the strict restrictions of Section 503(c)
      of the Bankruptcy Code.

"Payments under the Severance Plan are capped at $144,1805      
despite the fact that this results in senior executives
having as little as 5 months severance (a fraction of what is
typical).  Moreover, because of the Severance Plan's new
mitigation provisions, even the most senior executive, if
severed, will likely receive substantially less than $144,180,"
Mr. Hubner explained.

                      Severance Plan Terms

Participation in the Severance Plan is limited to regular, full-
time employees of the Debtors who are at the director level or
above:

                                         No. of        Severance
  Group         Description              Participants  Pay
  -----         -----------              ------------ ----------
    A       Frontier president, CEO, all      6       US$144,180
            executive vice presidents and            for five to
            senior vice presidents, vice               10 months
            president and general counsel

    B       all other Frontier vice          10        9 months
            presidents and Lynx officers

    C       Frontier and Lynx directors      49        6 months
            and senior directors

The Severance Plan offers benefits including (i) travel
privileges provided by Frontier to similarly situated active
employees; and (ii) assistance with applicable medical, dental
and vision care benefit covered by the Debtors' COBRA Plan.

The Severance Plan is available solely in the event of the
Covered Employee's qualifying termination of employment:

   (a) A Covered Employee will be eligible to receive benefits
       under the Severance Plan only if his or her employment is
       terminated without Cause or following a change in
       control, as defined in the Severance Plan, or for good
       reason, including (i) material reduction in the
       employee's base salary; (ii) material diminution of the
       employee's position, responsibilities or duties; or (iii)
       relocation of the employee's work location more than 50
       miles from its current location;

   (b) A Covered Employee will not be eligible to participate in
       the Severance Plan unless he or she waives all rights
       under any other severance arrangement to which the
       employee may be a party as of the effective date of the
       Severance Plan, including, but not limited to, rights
       under a prepetition offer letter, if applicable.

   (c) Following a qualifying termination event, a Covered
       Employee will receive a severance payment that varies
       according to salary and employment level;

   (d) Cash severance will be paid in installments -- as
       salary continuation rather than as a lump-sum payment;

   (e) All severance will be subject to a mitigation requirement
       in the event the severed employee finds new employment,
       which commences in the ninth week for Group A employees;

   (f) Following a qualifying termination event, a Covered
       Employee may continue any applicable medical, dental
       or vision care benefit covered by COBRA.

   (g) A Covered Employee's receipt of Severance will be subject
       to the Employee's continuing compliance with the
       Severance Plan's confidentiality and non-solicitation
       provisions; and

   (h) To the extent necessary to avoid the imposition of taxes,
       interest and penalties required by Section 409A of the
       Internal Revenue Code, any payment or benefit to which a        
       Covered Employee is eligible under the Severance Plan,
       will be adjusted to comply with Section 409A, while
       maintaining the intent of the Severance Plan.

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

The Debtors believe the cost of the Severance Plan is modest.
In a statement filed with with the Court, Watson Wyatt senior
consultant Nick Bubnovich says that absent mass terminations,
the Severance Plan will likely cost well under US$1,500,000 in
the aggregate, for all 65 Covered Employees.  Even assuming mass
terminations, he says, mitigation requirements would likely
cause the actual cost to be between US$2,200,000 to US$2,700,00,
assuming mitigation of 40-50%.

Mr. Bubnovich believe that the Severance Plan will act as a
necessary reassurance for Frontier's employees and an important
barrier against unwanted attrition.

"[Absent the Severance Plan,] Frontier's stakeholder value will
be negatively impacted by distracted employees who may feel they
have no choice but to consider other options and further
attrition that Frontier's operations cannot afford,"
Mr. Bubnovich said.

The Severance Plan's provisions were intended to preserve
liquidity for Frontier, he 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
through 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.  Epiq
Bankruptcy Solutions serves as the Debtors' notice and claims
agent.  The Official Committee of Unsecured Creditors is
represented by Wilmer Cutler Pickering Hale and Dorr LLP.

At Dec. 31, 2007, Frontier Airlines and its subsidiaries' total
assets was US$1,126,748,000 and total debts was US$933,176,000.  
The Debtors have until Aug. 8, 2008, to exclusively file a
chapter 11 plan.  (Frontier Airlines Bankruptcy News, Issue No.
6; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


GRUPO CASA: Acquires Pharmacy Chain in Brazil for BRL185 Mil.
-------------------------------------------------------------
As part of its growth strategy, Grupo Casa Saba, S.A.B. de C.V.,
is expanding its operations to Brazil.  With related documents
signed on May 15, the Group will acquire 100% of the shares of
Drogasmil Medicamentos e Perfumaria S.A.  Once certain agreed on
conditions precedent are met, the transaction price will be
approximately BRL185 million (the equivalent of US$115 million
based on the May 15 exchange rate).

Grupo Casa believes Brazil is the most important pharmaceutical
market in Latin America, with around US$12 billion in annual
sales in 2007.  The company said its entrance into this market
demonstrates that it is committed to seeking out opportunities
for further growth.

In 2007, Drogasmil's sales were around BRL270 million
(approximately US$165 million).  Currently, the company operates
pharmacies in the states of Rio de Janeiro, Sao Paulo, and
Parana.  With its distribution centers and points-of-sale,
Drogasmil is an important actor in the pharmaceutical sector and
will be GCS's platform for growth in this country.  This is
GCS's first acquisition outside of Mexico.

                       About Grupo Casa

Founded in 1892 and based in Mexico City, Mexico, Grupo Casa
Saba, SAB de CV -- http://www.casasaba.com--  (fka. Grupo Casa   
Autrey, SA de CV) through its subsidiaries, operates as a multi-
channel, multi-product wholesale distributor in Mexico.  It
distribute pharmaceutical products, health, beauty aids and
consumer goods, general merchandise, and publications, as well
as office, electronic, and other products, including keyboards,
audio and television equipment, and related accessories.  The
company also offers freight services to third parties; real
estate services; a range of value added services, including
multiple daily deliveries, emergency product replacement,
merchandising, marketing support, and other customer counseling
services; and training, conferences, and trade fairs.  It serves
privately-owned and government pharmacies, mass merchandisers,
regional and national supermarkets, department stores,
convenience stores, wholesalers, and other specialized channels.  
As of Dec. 31, 2006, it operated a network of 20 distribution
centers.

                         *     *     *

As of March 30, 2007, Moody's Investors Service maintains a Ba2
global scale and A1.mx national scale corporate family rating
for Grupo Casa Saba, S.A. de C.V. with a stable ratings outlook.  
The rating action still holds to date.


KANSAS CITY: Moody's Lifts Corporate Family Rating to B1 From B2
----------------------------------------------------------------
Moody's Investors Service has raised the corporate family
ratings of Kansas City Southern and Kansas City Southern de
Mexico S.A. de C.V. to B1 from B2.  At the same time, Moody's
has raised the ratings for Kansas City Southern's subsidiary
Kansas City Southern Railroad's senior notes to B2 from B3, and
has raised the ratings of Kansas City Southern de Mexico's
senior notes to B1 from B2.  The ratings of Kansas City Southern
Railroad's senior secured credit facilities have been affirmed
at Ba2. The rating outlook remains stable for all issuers.

"KCS' debt ratings were upgraded primarily in recognition of the
company's demonstrated ability to improve profitability and
service metrics, while managing strong sales growth", according
to David Berge, Vice President at Moody's Investors Service.  
Moody's expects that Kansas City Southern's domestic (Kansas
City Southern Railroad) and Mexican (Kansas City Southern de
Mexico) operations will continue to grow and improve over the
near term, allowing credit metrics to improve to levels
appropriate for B1 rated companies through 2008, although debt
will likely increase coincidental with a heavy equipment
purchase schedule.

Kansas City Southern de Mexico and Kansas City Southern
Railroad's operating performance have improved substantially
over recent years, as company management has undertaken
successful programs to upgrade locomotives and improve the
railway networks' fluidity.  As a result, the company has
experienced impressive improvement in operating ratios while
growing its revenue base, resulting in lower leverage and higher
interest coverage despite increased debt levels.

However, Kansas City Southern operates under considerably higher
financial leverage when compared to other railroad competitors,
with credit metrics of EBIT to Interest and Funds From
Operations to debt that remain consistent with a speculative
grade rating.  Kansas City Southern de Mexico is highly
sensitive to conditions in the Mexican economy and to Mexican
regulation.  Nonetheless, the company operates a geographically
attractive concession in northeast Mexico with good growth
prospects, and has shown strong recent improvement in operating
performance.  Kansas City Southern de Mexico has significant
ongoing capital spending requirements, particularly for
locomotives and line expansion, which will likely increase debt
and slow further improvements in credit metrics.  Kansas City
Southern Railroad's north to south oriented railroad in the
central U.S., provides a good connections to Mexico and an
alternative to other large railroads to avoid the highly
congested rail yards.

Neither Kansas City Southern Railroad nor Kansas City Southern
de Mexico guarantees the other's debt, nor are the obligations
of both subsidiaries cross defaulted to each other.

The Ba2 rating of Kansas City Southern Railroad's senior secured
credit facilities, two notches above the corporate family
rating, reflects the substantial level of unsecured debt and
other liabilities that are junior in priority to the secured
class of debt, per Moody's Loss Given Default methodology.  
Recently, the proportion of senior secured debt has grown in the
company's debt structure, mostly relating to increased equipment
financing, and Moody's believes this trend will continue
gradually over the near term.  This implies a moderation of
expected recovery that this class of debt might achieve in the
event of default.  As such, the senior secured debt no longer
merits a three notch ratings lift per the LGD methodology, and
Kansas City Southern Railroad's senior secured facilities were
not upgraded along with the rest of the debt in the group.

The ratings on Kansas City Southern Railroad's senior unsecured
notes were raised to B2 from B3, still one notch below the
corporate family rating, reflecting the junior priority of this
class of debt to approximately US$437 million of senior secured
debt obligations.

Kansas City Southern de Mexico's senior notes have been upgraded
to B1 from B2, the same as the corporate family rating, as the
senior unsecured obligations comprise a substantial majority of
that company's debt structure.

The stable outlook reflects Moody's expectations that the
company's sales growth will remain strong through 2008, despite
weakness in the United States economy in general, and that the
strong pricing environment will hold up through this period so
that yields continue to improve.  Moody's expects the company's
operating ratio to remain at or below 80% for the near term.  
Also, although debt is expected to increase over this period,
credit metrics are expected to improve somewhat as the result of
improved operating profitability and growth.

The rating could be raised following consistently strong free
cash flow at both Kansas City Southern Railroad and Kansas City
Southern de Mexico, with a sustainable Operating Ratio below 80%
and debt to EBITDA below 3.8 times.  The ratings could be
pressured down following any unexpected shock to the rail system
in either the U.S. or in Mexico, or loss of fluidity determined
by a significant decline in velocity to below 20 mph.
Deterioration of credit metrics to levels such as debt to EBITDA
of greater than 5 times or EBIT to interest coverage of less
than 1.8 times would also warrant a lower rating.

Upgrades:

Kansas City Southern:

  -- Probability of Default Rating, Upgraded to B1 from B2

  -- Corporate Family Rating, Upgraded to B1 from B2

  -- Senior Unsecured Shelf, Upgraded to (P)B2 (LGD5, 73%) from
     (P)B3

  -- Senior Subordinated Shelf, Upgraded to (P)B3 (LGD6, 97%)
     from (P)Caa1

  -- Preferred Stock Preferred Stock, Upgraded to B3 (LGD6, 99%)
     from Caa1

Kansas City Southern Railway Company, The:

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to B2
     (LGD5, 73%) from B3

  -- Senior Unsecured Shelf, Upgraded to (P)B2 (LGD5, 73%) from
     (P)B3

  -- Senior Subordinated Shelf, Upgraded to (P)B3 (LGD6, 97%)
     from (P)Caa1

Kansas City Southern de Mexico, S.A. de C.V.

  -- Corporate Family Rating, Upgraded to B1 from B2

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to B1
     from B2

Affirmed:

Kansas City Southern Railway Company, The:

  -- Senior Secured Bank Credit Facility, at Ba2 (LGD2, 23%)

Headquartered in Kansas City, Missouri, Kansas City Southern --
http://www.kcsouthern.com/en-us-- is an international  
transportation holding company comprised of three primary
railroads: The Kansas City Southern Railway Company, Kansas City
Southern de Mexico, and Panama Canal Railway Company.


KANSAS CITY (MEXICO): Moody's Ups Corporate Family Rating to B1
---------------------------------------------------------------
Moody's Investors Service has raised the corporate family
ratings of Kansas City Southern and Kansas City Southern de
Mexico S.A. de C.V. to B1 from B2.  At the same time, Moody's
has raised the ratings for Kansas City Southern's subsidiary
Kansas City Southern Railroad's senior notes to B2 from B3, and
has raised the ratings of Kansas City Southern de Mexico's
senior notes to B1 from B2.  The ratings of Kansas City Southern
Railroad's senior secured credit facilities have been affirmed
at Ba2. The rating outlook remains stable for all issuers.

"KCS' debt ratings were upgraded primarily in recognition of the
company's demonstrated ability to improve profitability and
service metrics, while managing strong sales growth", according
to David Berge, Vice President at Moody's Investors Service.  
Moody's expects that Kansas City Southern's domestic (Kansas
City Southern Railroad) and Mexican (Kansas City Southern de
Mexico) operations will continue to grow and improve over the
near term, allowing credit metrics to improve to levels
appropriate for B1 rated companies through 2008, although debt
will likely increase coincidental with a heavy equipment
purchase schedule.

Kansas City Southern de Mexico and Kansas City Southern
Railroad's operating performance have improved substantially
over recent years, as company management has undertaken
successful programs to upgrade locomotives and improve the
railway networks' fluidity.  As a result, the company has
experienced impressive improvement in operating ratios while
growing its revenue base, resulting in lower leverage and higher
interest coverage despite increased debt levels.

However, Kansas City Southern operates under considerably higher
financial leverage when compared to other railroad competitors,
with credit metrics of EBIT to Interest and Funds From
Operations to debt that remain consistent with a speculative
grade rating.  Kansas City Southern de Mexico is highly
sensitive to conditions in the Mexican economy and to Mexican
regulation.  Nonetheless, the company operates a geographically
attractive concession in northeast Mexico with good growth
prospects, and has shown strong recent improvement in operating
performance.  Kansas City Southern de Mexico has significant
ongoing capital spending requirements, particularly for
locomotives and line expansion, which will likely increase debt
and slow further improvements in credit metrics.  Kansas City
Southern Railroad's north to south oriented railroad in the
central U.S., provides a good connections to Mexico and an
alternative to other large railroads to avoid the highly
congested rail yards.

Neither Kansas City Southern Railroad nor Kansas City Southern
de Mexico guarantees the other's debt, nor are the obligations
of both subsidiaries cross defaulted to each other.

The Ba2 rating of Kansas City Southern Railroad's senior secured
credit facilities, two notches above the corporate family
rating, reflects the substantial level of unsecured debt and
other liabilities that are junior in priority to the secured
class of debt, per Moody's Loss Given Default methodology.  
Recently, the proportion of senior secured debt has grown in the
company's debt structure, mostly relating to increased equipment
financing, and Moody's believes this trend will continue
gradually over the near term.  This implies a moderation of
expected recovery that this class of debt might achieve in the
event of default.  As such, the senior secured debt no longer
merits a three notch ratings lift per the LGD methodology, and
Kansas City Southern Railroad's senior secured facilities were
not upgraded along with the rest of the debt in the group.

The ratings on Kansas City Southern Railroad's senior unsecured
notes were raised to B2 from B3, still one notch below the
corporate family rating, reflecting the junior priority of this
class of debt to approximately US$437 million of senior secured
debt obligations.

Kansas City Southern de Mexico's senior notes have been upgraded
to B1 from B2, the same as the corporate family rating, as the
senior unsecured obligations comprise a substantial majority of
that company's debt structure.

The stable outlook reflects Moody's expectations that the
company's sales growth will remain strong through 2008, despite
weakness in the United States economy in general, and that the
strong pricing environment will hold up through this period so
that yields continue to improve.  Moody's expects the company's
operating ratio to remain at or below 80% for the near term.  
Also, although debt is expected to increase over this period,
credit metrics are expected to improve somewhat as the result of
improved operating profitability and growth.

The rating could be raised following consistently strong free
cash flow at both Kansas City Southern Railroad and Kansas City
Southern de Mexico, with a sustainable Operating Ratio below 80%
and debt to EBITDA below 3.8 times.  The ratings could be
pressured down following any unexpected shock to the rail system
in either the U.S. or in Mexico, or loss of fluidity determined
by a significant decline in velocity to below 20 mph.
Deterioration of credit metrics to levels such as debt to EBITDA
of greater than 5 times or EBIT to interest coverage of less
than 1.8 times would also warrant a lower rating.

Upgrades:

Kansas City Southern:

  -- Probability of Default Rating, Upgraded to B1 from B2

  -- Corporate Family Rating, Upgraded to B1 from B2

  -- Senior Unsecured Shelf, Upgraded to (P)B2 (LGD5, 73%) from
     (P)B3

  -- Senior Subordinated Shelf, Upgraded to (P)B3 (LGD6, 97%)
     from (P)Caa1

  -- Preferred Stock Preferred Stock, Upgraded to B3 (LGD6, 99%)
     from Caa1

Kansas City Southern Railway Company, The:

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to B2
     (LGD5, 73%) from B3

  -- Senior Unsecured Shelf, Upgraded to (P)B2 (LGD5, 73%) from
     (P)B3

  -- Senior Subordinated Shelf, Upgraded to (P)B3 (LGD6, 97%)
     from (P)Caa1

Kansas City Southern de Mexico, S.A. de C.V.

  -- Corporate Family Rating, Upgraded to B1 from B2

  -- Senior Unsecured Regular Bond/Debenture, Upgraded to B1
     from B2

Affirmed:

Kansas City Southern Railway Company, The:

  -- Senior Secured Bank Credit Facility, at Ba2 (LGD2, 23%)

Headquartered in Kansas City, Missouri, Kansas City Southern --
http://www.kcsouthern.com/en-us-- is an international  
transportation holding company comprised of three primary
railroads: The Kansas City Southern Railway Company, Kansas City
Southern de Mexico, and Panama Canal Railway Company.


SATELITES MEXICANOS: Names Patricio Northland as CEO
----------------------------------------------------
Satelites Mexicanos, SA de CV, (a.k.a. Satmex) has appointed  
Patricio Northland as its new Chief Executive Officer in another
step to strengthen the company as a leading satellite operator
in the Western Hemisphere.

"With a long history of success in the worldwide
telecommunications and satellite industries, Patricio Northland
has the global experience and knowledge that will enable him to
firmly establish Satmex's leadership position," said Satelites
Mexicanos Chairperson of the Board, Luis Rebollar.  "We
recognize in Northland a great capacity for leadership that will
be fundamental in the following years for Satmex's growth."

At companies such as Intelsat, Panamsat, Americatel Corporation
and AT&T Latin America, Northland built and executed strategies
to establish satellite communication channels between the United
States and Latin America, which were key factors in
strengthening the financing of several of these accounts.

"Satmex has important plans that we will soon see accomplished,
among them the construction and future launch of Satmex 7.  We
look forward to increasing our operational capacity and
improving our position across the Americas, as such events will
enable major new streams of revenue for the company.  Today I am
deeply honored to assume this challenge, and I know Satmex has
all the tools we need to achieve it," said Mr. Northland.

"With a history of service excellence, and based on our
privileged orbital positions and advanced technology, Satmex has
an incredible value proposition to offer multinational companies
and government agencies throughout the region," Mr. Northland
added.

Satelites Mexicanos, S.A. de C.V., provides fixed satellite
services in Mexico.

Satmex filed a voluntary petition for reorganization under
Chapter 11 in the Bankruptcy Court (Bankr. S.D.N.Y. Case No. 06-
11868), on Aug. 11, 2006.  It concluded its reorganization
efforts on Nov. 30, 2006, and emerged from its U.S. bankruptcy
case.  The company consummated its U.S. chapter 11 plan of
reorganization, which was confirmed by the on Oct. 26, 2006, and
implemented the restructuring approved in Satmex's Mexican
Concurso Mercantil proceeding by the Concurso Plan Order issued
on July 14, 2006.

                       *     *     *

As of May 19, 2008, the company still carries these ratings
placed by Moody's since Sept. 5, 2003:

  -- Issuer Rating of C,
  -- Senior Secured Rating of Caa1,
  -- Long-term Corporate Family Rating of Ca, and
  -- Senior Unsecured Debt Rating of C.


X-RITE INC: Names Dave Rawden as Interim Chief Financial Officer
----------------------------------------------------------------
Lynn J. Lyall, who had served in X-Rite Inc.'s Chief Financial
Officer position since March of 2008, has left the company for
personal reasons.  X-Rite has named Dave Rawden as interim CFO
and does not anticipate any disruptions in ongoing talks with
lenders or investors.

Mr. Rawden has held a number of CFO positions in middle market
public companies including Exopack Holding and Allied Holdings.  
In addition, Mr. Rawden has had several experiences successfully
managing through situations where refinancing and capital
structure changes were appropriate.  Mr. Rawden is a CPA and
holds a Bachelor of Science Degree in Accounting from Michigan
State University.  It is expected that Mr. Rawden will remain
engaged until a permanent CFO is hired.  The company will also
expand the role of Brad Freiburger, Vice President and
Controller.  Mr. Freburger will expand his current
responsibilities to include planning and analysis.

"It's crucial for all of our constituencies to understand that I
have led and continue to lead all ongoing discussions with our
lenders with the assistance of our financial partner, RBC
Capital.  This change will likely have a positive impact on our
current situation given Daveís experience," stated Thomas J.
Vacchiano, Jr., Chief Executive Officer.  "Further, Lynn's
resignation is in no way associated with any new issues related
to our financial condition or recapitalization efforts.  The fit
between our needs and Lynnís interests just proved to be a poor
match.  Dave's skills will be a great asset to the Company at
this time, and I look forward to working with him as we work
through addressing our lender agreements and capital structure
needs.  I have every confidence in the abilities of our
financial team to meet our day-to-day financial management
responsibilities."

Tom Vacchiano concluded, "We continue to work diligently with
our lenders to address our recent covenant defaults and believe
that we will have sufficient cash flow to operate our business
and make our scheduled interest payments. We are encouraged by
our work with RBC to date and our ongoing discussions with
lenders and investors to address our capital needs going
forward."

Headquartered in Grand Rapids, Mich., X-Rite (Nasdaq: XRIT) --
http://www.xrite.com/-- is the world's largest provider of   
color-measurement solutions, offering hardware, software, color
standards and services for the verification and communication of
color data.  The company serves a range of industries, including
imaging and media, industrial color and appearance, retail color
matching, and medical.  X-Rite serves customers in more than 100
countries from its offices in Europe, Asia and the Americas.

The X-Rite Latin America sales team provides assistance to
customers in Mexico, Central and South America, and the
Caribbean.  X-Rite's sales team works together with highly
qualified local vendors and distributors to ensure the best
possible personalized customer assistance, offering a wide and
unparalleled array of products, support and repair services.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 14, 2008, Moody's Investors Service lowered X-Rite, Inc.'s
corporate family rating to Caa1 from B2.  Moody's also lowered
the rating on the company's first lien senior secured credit
facilities to B3 from B1 and the rating on the second lien term
loan to Caa3 from Caa1.  All ratings remain under review for
possible downgrade.  As part of this action, Moody's also
affirmed the company's SGL-4 speculative grade liquidity rating.

As reported in the Troubled Company Reporter-Latin America on
April 8, 2008, Standard & Poor's Ratings Services placed its
ratings, including the 'B+' corporate credit rating, on X-Rite
Inc. on CreditWatch with negative implications following the
company's announcement that it was not in compliance with
certain covenants in its secured credit facilities.


* MEXICO: S&P Says Top 15 Banks Face 2008 Increasing Competition
----------------------------------------------------------------
The top-15 rated banks in Mexico are likely to continue facing
increasing competition and less-benign market conditions in
2008, said a report released by Standard & Poor's Ratings
Services titled, "The Top-15 Rated Banks In Mexico: Adequate
Performance In A Challenging Year."
     
S&P expects most banks to perform adequately financially in
2008.  Good risk management will be key for all banks, but
especially for those that began operating in the past three
years.  Managing asset quality and maintaining adequate
profitability are a few of the hurdles ahead.
      
"We expect retail loans to continue becoming part of loan
portfolios, hybrid capital issues to continue growing, more
asset securitization, and the banking system to continue
expanding its client base to lower-income individuals and small
and midsize enterprises," said S&P's credit analyst Leonardo
Bravo.



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

HOME INTERIORS: U.S. Trustee Selects 7-Member Creditor's Panel
--------------------------------------------------------------
William T. Neary, the U.S. Trustee of Region 6, appointed seven
creditors to serve on an Official Committee of Unsecured
Creditors for the Chapter 11 bankruptcy cases of Home Interiors
Gifts Inc. and its debtor-affiliates.

The Creditors Committee members are:

   1) Meredith Corp.
      Attn: Michael Cook
      1716 Locust Street
      Des Moines, IA 50309
      Tel: 212) 499-2100

   2) Gaylord Hotels, Inc.
      Attn: Scott Lynn
      One Gaylord Drive
      The Wendell Building
      Nashville, TN 37214
      Tel: (614) 316-6180

   3) Fresh Produce All Media
      dba Rethink All Media
      Attn: David Singer
      2717 McKinney Avenue
      Dallas, TX 75204
      Tel: (214) 720-6095

   4) Direct Export Co., Inc.
      Attn: Reilly Tucker
      925 22nd Street, Suite 116
      Plano, TX 75074
      Tel: (972) 881-0055

   5) Kranson Industries, Inc.
      dba Tricorbraun
      Attn: Mike Weber
      10333 Old Olive Street
      St. Louis, MO 63141
      Tel: (314) 983-2020

   6) Staff Force, Inc.
      Attn: Russell Potocki
      15915 Katy Fwy, #160
      Houston, TX 77094
      Tel: (713) 554-3272

   7) Green Bay Packaging, Inc.
      Attn: Joel Barton
      1700 N. Webster Court
      Green Bay, WI 54302
      Tel: (920) 433-5116

Official creditors' committees have the right to employ legal
and accounting professionals and financial advisors, at the
Debtors' expense.  They may investigate the Debtors' business
and financial affairs.  Importantly, official committees serve
as fiduciaries to the general population of creditors they
represent.  Those committees will also attempt to negotiate the
terms of a consensual Chapter 11 plan -- almost always subject
to the terms of strict confidentiality agreements with the
Debtors and other core parties-in-interest.  If negotiations
break down, the Committee may ask the Bankruptcy Court to
replace management with an independent trustee.  If the
Committee concludes reorganization of the Debtor is impossible,
the Committee will urge the Bankruptcy Court to convert the
Chapter 11 cases to a liquidation proceeding.

                      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 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 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 Debtor selected
Kurtzman Carson Consultants as claims agent.  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
=================

HARVEST NATURAL: Taps G. M. Morgan as VP of Business Development
----------------------------------------------------------------
Harvest Natural Resources, Inc. has elected G. Michael Morgan as
Vice President of Business Development effective immediately.  
Mr. Morgan has served in several capacities at Sempra Energy
since 2000 including International Corporate Vice President,
Vice President of Special Projects and President and General
Manager of South America Operations.

Before joining Sempra, Mr. Morgan was Vice President Latin
America New Ventures for Unocal Corporation and held various
international and domestic positions at Enron Corporation,
Tenneco Corporation, Shell International and Gulf Oil.

Harvest President and Chief Executive Officer, James A.
Edmiston, said, "Mike brings extensive international business
development, operations and leadership experience to Harvest.  
Mike will help us continue execution of our strategy of adding
exploration and exploitation projects in proven hydrocarbon
systems that are technically driven with substantial resource
potential."

Mr. Morgan holds a Bachelor of Science degree in geology from
the University of Texas.  He has served as a director on the
board of several energy companies based in Latin America.

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

                        *     *     *

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

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


PETROLEOS DE VENEZUELA: To Expand Swap Pact With Petroecuador
-------------------------------------------------------------
Petroleos de Venezuela SA will expand a preferential crude fuel
swap accord signed in January 2007 with Petroecuador.

Business News Americas relates that Petroleos de Venezuela and
Petroecuador want "to diversify the derivatives basket Venezuela
sends Ecuador in exchange for crude beyond diesel, premium
diesel, and high-octane naptha to include fuel oil, asphalt, and
liquefied petroleum gas."

According to Petroecuador, the agreement has saved Ecuador some
US$51.8 million.

BNamericas notes that Petroecuador said earlier this year that
it delivered some 14.4 million barrels of of Napo and Oriente
crude to Petroleos de Venezuela last year.  Petroleos de
Venezuela then returned 9.01 million barrels of diesel oil,
high-octane naphtha, and premium diesel.

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&P Eyes Political Risks on Global Oil and Gas Producers
----------------------------------------------------------
Political risk has always been a major concern in rating private
oil and gas producers with sizeable operations outside OECD
countries.  Standard & Poor's Ratings Services explains how it
reflects political risk in its credit ratings on private
hydrocarbon producers in an article titled "Measuring Global
Political Risk For Oil And Gas Producers," published May 15,
2008, on RatingsDirect.
     
Recently, political risk has grown for certain companies.
"Negative developments, initially focused on specific, major
oil-producing countries such as Iran, Iraq, Nigeria, Russia, and
Venezuela have become more widespread, touching the majority of
emerging markets in Africa and Latin America," said S&P's credit
analyst Emmanuel Dubois-Pelerin.
     
For example, political risks have escalated in Algeria, Bolivia,
Ecuador, and Kazakhstan. In comparison, the operating
environment in the Asia-Pacific region -- excluding the
Commonwealth of Independent States -- seems to have deteriorated
far less.  In OECD countries, including Alaska, the U.K., and
Canada, modest political risks exist, including actual or
proposed changes to taxation.
     
The article focuses on 36 jurisdictions where private rated
producers invest.  S&P does not address government-related
entities since they have very different dynamics: Political
"risk" is a net opportunity for many such entities -- including
the Russian state-owned energy giants -- boosting their business
profiles compared with their private domestic competitors.
     
"While political risk to credit quality is not unique to
hydrocarbon producers, we believe it weighs less heavily on
other sectors, even closely related ones such as oil refining,
oil-product distribution, or mining," said Mr. Dubois-Pelerin.  
S&P focuses here on the upstream segment of the oil and gas
industry, which deals with finding, producing, and selling
hydrocarbons.
     
In an environment of heightened political risk, and although
outright expropriation and nationalization remain exceptional,
assessing political threats to production and future investment
in the largest oil producing countries is critical to
determining a private hydrocarbon producer's credit health.  S&P
believes it makes a significant contribution to enterprise risk
management analysis for producers exposed to certain
jurisdictions.
     
S&P will continue to monitor developments with regard to
institutional risks around the globe, and their impact on
producers' credit quality.  While the recent increases in such
risks across the CIS and Latin America are unlikely to be
reversed, S&P doesn't expect these risks to systematically
worsen.


* Fitch: Latin America Annual Wireless Growth Rate Down to 22%
-------------------------------------------------------------
In Fitch Ratings' review of 72 operators from 27 different
countries, total aggregate wireless subscribers reached 1.681
billion for 2007, representing an annual growth of 17.6%, which
is lower than the 2006 annual growth rate of 18.9%.  However,
the absolute number of new subscribers increased from 200
million in this study for 2006 to 250 million for 2007. The
annual growth rate for individual regions of this study for 2007
consisted of 10% for the United States/Canada, 8% for Western
Europe, 22% for Latin America and 23% for Asia/Pacific.
Interestingly, Western Europe has experienced a surge in growth
compared to the 2006 growth rate of 6%, due to strong growth in
Germany and Italy. The increase in growth is reflective of lower
tariff rates and termination charges and more flat rate service
plans.  Latin America's growth rate has fallen compared to 2006
due to a larger overall subscriber base.  However, Asia/Pacific
continues a steady march of strong growth due, in part, to
exceptional growth in India and Indonesia.


In Fitch's study, prepaid subscribers as a percentage of the
total global aggregate subscriber base was 60% in 2007, up from
58% in 2006. Prepaid subscribers grew approximately 19% in 2007
versus a post-paid subscriber annual growth rate of
approximately 6%. The strongest prepaid subscriber growth was in
Asia/Pacific with a 2007 annual growth of approximately 27%, led
by significant growth associated with India and China. The
United States/Canada also experienced strong prepaid growth in
2007 at approximately 23% due to increased sales focus on this
under-penetrated market segment in that region. Similarly, Latin
America achieved prepaid growth of approximately 22% in a region
that is nearly entirely prepaid subscribers. Prepaid penetration
is highest in countries with relatively expensive and difficult
to acquire fixed line services. Additionally, decreases in
tariff rates have spurred prepaid wireless as a substitution for
fixed-line services.

Additional historical quarterly statistical comparisons from
2006 through year end 2007 and commentary can be found in
Fitch's new special report, 'Global Wireless Review: Statistics
and Commentary,' which contains a review of 13 major operating
statistics for 72 wireless operators spanning 27 countries. The
report also includes summary reviews of regional developments
related to wireless activity in North America, Europe/Middle
East/Africa (EMEA), Asia/Pacific, and Latin America.

The full report, 'Global Wireless Review,' is available at
http://www.fitchratings.com/Click on the 'Corporate Finance'  
header, then 'Corporates' then 'Special Reports.'


                            ***********


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.

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