TCRLA_Public/080530.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

             Friday, May 30, 2008, Vol. 9, No. 107

                            Headlines


A R G E N T I N A

AVALON INVESTMENTS: Files for Reorganization in Court
EDICOM CONSTRUCCIONES: Court Names Adriana E. Zerki as Trustee
FIAT SPA: Moody's Ups All Ratings to Investment Grade Level
LIDER COMBUSTIBLES: Trustee Verifies Claims Until June 10
SOLARES DE TIGRE: Files for Reorganization in Buenos Aires Court


B E R M U D A

FOCUS INSURANCE: Liquidator Released, Company Dissolved
SEA CONTAINERS: Court OKs Revision of Non-Insider Retention Plan
SEA CONTAINERS: SCSL Panel Can Hire Punter as Pension Advisor
SEA CONTAINERS: Committee Blocks Plan to Depose Panel Advisor
STARR NIB: Proofs of Claim Filing Deadline Is June 10

STARR NIB: Sets Final Shareholders Meeting for July 1


B O L I V I A

COEUR D'ALENE: Will Launch San Bartolome Silver Mine
GOLDEN EAGLE: Posts US$311,146 Net Loss in 2008 First Quarter


B R A Z I L

AMERICAN AIRLINES: To Discontinue New York-London Flight Service
BANCO NOSSA: Sale May Pave Way for Cia. Energetica Sale
BANCO NACIONAL: Approves BRL150.3 Million Financing for Geracao
CA INC: S&P Upgrade Corporate Credit Rating to 'BB+' from 'BB'
CHC HELICOPTER: Solicits Consents to Amend Term of 7 3/8% Notes

CIA. ENERGETICA: Sale May be Possible if Banco Nossa is Sold
CABLE & WIRELESS: Close to Offloading GBP12 Bln. Pension Risk
HEXCEL CORP: S&P Affirms BB Long-Term Corporate Credit Rating
TRANSAX INT'L: March 31 Balance Sheet Upside-Down by US$3.1 Mil.
UAL CORPORATION: To Meet With USAir CEO to Iron Out Deal

UAL CORPORATION: To Meet with USAir CEO to Iron Out Deal


C A Y M A N  I S L A N D S

BEAR STEARNS: Can't Protect U.S. Assets From Lawsuits
BCSP II HOLDINGS: Proofs of Claim Filing Deadline Today
CLSA SUNRISE ONE: Proofs of Claim Filing Deadline Is May 30
CLSA SUNRISE ONE: Holds Final Shareholders Meeting Today
CLSA SUNRISE TWO: Claims Filing Deadline Is Until Today

CLSA SUNRISE TWO: To Hold Final Shareholders Meeting Today
DINVEST TRADING: Proofs of Claim Filing Deadline Is May 30
DINVEST TRADING: To Hold Final Shareholders Meeting Today
DISCOVERY VENTURE: Holds Final Shareholders Meeting Today
EMPIRE SQUARE: Holds Final Shareholders Meeting Today

FORGINGS INTERNATIONAL: Sets Final Shareholders Meeting Today
IDA INVESTMENT: Sets Final Shareholders Meeting Today
MELLON YIELD: To Hold Final Shareholders Meeting Today
MTC HOLDING: Will Hold Final Shareholders Meeting Today
ORBANI FUND: Will Hold Final Shareholders Meeting Today

PARMALAT SPA: NJ Court Denies Mistrial Request vs Citigroup
POSEIDON INVESTMENTS: Sets Final Shareholders Meeting Today
PFW LTD: Will Hold Final Shareholders Meeting Today
REX FUNDING: Will Hold Final Shareholders Meeting Today
SATELLITE SP: To Hold Final Shareholders Meeting Today

SEINE AIRCRAFT: Sets Final Shareholders Meeting Today
SOUTHERN HEMISPHERE: Holds Final Shareholders Meeting Today


C H I L E

TYCO INT'L: To Present at JP Morgan Annual Conference on June 4


C O S T A  R I C A

US AIRWAYS: To Meet With United CEO to Iron Out Deal
US AIRWAYS: Weakening Performance Cues Moody's Negative Outlook


J A M A I C A

CABLE & WIRELESS: Jamaican Unit Discards J$5.4B in Mobile Assets
CASH PLUS: Former Manager Gets Threats, Asks for Security
NATIONAL COMMERCIAL: AIC (Barbados) Sells 48.7MM Shares in Firm


M E X I C O

AMERICAN AXLE: Non-US Units Generate 85% of US$1.4BB New Backlog
ASARCO LLC: Unidentified Firm Outbids Grupo Mexico in Auction
CEMEX SAB: Stock Drops After Morgan Stanley Downgrade
CORDIA CORP: March 31 Balance Sheet Upside-Down by US$4,784,160
DURA AUTOMOTIVE: Blackstone to Lead Exit Financing Facility

DURA AUTOMOTIVE: Posts Q1 Loss Despite Rise in Sales
KANSAS CITY: S&P Rates Unit's US$275MM Sr. Unsecured Notes BB-
QUEBECOR WORLD: Seeks Approval on Lease Agreement With Headlands
QUEBECOR WORLD: Blamed for Quebecor Inc.'s Huge Loss
QUEBECOR WORLD: Wants to Provide Severance Pay to Some Workers

WEST CORPORATION: Closes Genesys SA Acquisition


P U E R T O  R I C O

AMERICAN AIRLINES: Unit to Suspend Puerto Rican Flights
HORIZON LINES: Puts Six Personnel on Administrative Leave


V E N E Z U E L A

ALCATEL-LUCENT SA: Wants to Tie CEO's Pay to Performance Targets


* Fitch Says Emerging Market Sovereigns at Risk from Inflation


                         - - - - -


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

AVALON INVESTMENTS: Files for Reorganization in Court
-----------------------------------------------------
Avalon Investments S.R.L. has requested for reorganization
approval after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Avalon Investments to negotiate a settlement with its
creditors in order to avoid a straight liquidation.

The case is pending in the National Commercial Court of First
Instance in Buenos Aires.  

The debtor can be reached at:

              L.S. Automotos SRL
              Cesar Diaz 5549
              Buenos Aires, Argentina


EDICOM CONSTRUCCIONES: Court Names Adriana E. Zerki as Trustee
--------------------------------------------------------------
The National Commercial Court of First Instance in Rosario,
Santa Fe, has appointed Adriana E. Zerki as trustee for Edicom
Construcciones y Servicios S.R.L.'s bankruptcy proceeding.

Ms. Zerki will verify creditors' proofs of claim and present the
validated claims in court as individual reports.  The court 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 Edicom Construcciones and its creditors.

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

Ms. Zerki will submit to court a general report containing an
audit of Edicom Construcciones' accounting and banking records.

Ms. Zerki will also be in charge of administering Edicom
Construcciones' assets under court supervision and will take
part in their disposal to the extent established by law.

The trustee can be reached at:

           Adriana E. Zerki
           Zeballos 323 de Rosario
           Santa Fe, Argentina


FIAT SPA: Moody's Ups All Ratings to Investment Grade Level
-----------------------------------------------------------
Moody's Investors Service upgraded all Fiat SpA's long-term
senior unsecured ratings to Baa3 from Ba1 as well as the short
term ratings to Prime-3 from Not Prime.  Concurrently, Moody's
has assigned a Baa3 unsecured issuer rating to the entity, Fiat
SpA, to replace the Corporate Family Rating, which has been
withdrawn.  The outlook is stable.

With the return to the investment grade status, Fiat's Loss
Given Default assessment has also been withdrawn.

Falk Frey, Senior Vice President and the lead analyst at Moody's
for the European automotive sector, said: "In 2008 year to date
Fiat continued on its successful path towards a sustainable
recovery of its financial profile despite a more challenging
competitive landscape and the economic weakening in some
markets.  Fiat's ability to sustain such external pressures with
a continued strong financial performance on a Group level was
the key drivers of the upgrade and return to an investment grade
rating."

Frey went on to say, "The stable outlook reflects Moody's
expectation that the operating improvements at Fiat Group
Automobiles are sustainable and will be accompanied by higher
contributions from all other industrial businesses in particular
Iveco and CNH as well as a balanced approach between
shareholders' and bondholders' interests in particular regarding
future share buy backs ."

Upgrades:

Issuer: Fiat Finance & Trade Ltd.

    -- Commercial Paper, Upgraded to P-3 from NP

    -- Senior Unsecured Medium-Term Note Program, Upgraded to
       Baa3, P-3 from Ba1,NP

    -- Senior Unsecured Regular Bond/Debenture, Upgraded to Baa3
       from Ba1

Issuer: Fiat Finance Canada Ltd.

    -- Senior Unsecured Medium-Term Note Program, Upgraded to
       Baa3 from Ba1

Issuer: Fiat Finance North America Inc.

    -- Senior Unsecured Medium-Term Note Program, Upgraded to
       Baa3, P-3 from Ba1,NP

    -- Senior Unsecured Regular Bond/Debenture, Upgraded to Baa3
       from Ba1

Issuer: Fiat France S.A.

    -- Commercial Paper, Upgraded to P-3 from NP

Assignments:

Issuer: Fiat S.p.A.

    -- Issuer Rating, Assigned Baa3

Outlook Actions:

Issuer: Fiat Finance & Trade Ltd.

    -- Outlook, Changed To Stable From Positive

Issuer: Fiat Finance Canada Ltd.

    -- Outlook, Changed To Stable From Positive

Issuer: Fiat Finance North America Inc.

    -- Outlook, Changed To Stable From Positive

Issuer: Fiat France S.A.

    -- Outlook, Changed To Stable From Positive

Issuer: Fiat S.p.A.

    -- Outlook, Changed To Stable From Positive

Withdrawals:

Issuer: Fiat Finance & Trade Ltd.

    -- Senior Unsecured Medium-Term Note Program, Withdrawn,
       previously rated LGD4,57%

    -- Senior Unsecured Regular Bond/Debenture, Withdrawn,
       previously rated LGD4,57%

Issuer: Fiat Finance Canada Ltd.

    -- Senior Unsecured Medium-Term Note Program, Withdrawn,
       previously rated LGD4,57%

Issuer: Fiat Finance North America Inc.

    -- Senior Unsecured Medium-Term Note Program, Withdrawn,
       previously rated LGD4,57%

    -- Senior Unsecured Regular Bond/Debenture, Withdrawn,
       previously rated LGD4,57%

Issuer: Fiat S.p.A.

    -- Probability of Default Rating, Withdrawn, previously
       rated Ba1

    -- Corporate Family Rating, Withdrawn, previously rated Ba1

Over the past two years Fiat has demonstrated a sound track
record of operating performance improvements, cash generation
and debt reduction and achieved a level of financial strengths
that warrant an investment grade rating.  Over the first months
2008, Fiat verified the robustness of its well diversified
business profile and reported a group trading profit margin of
5.1% in Q1 2008 compared to 4.4% in the previous year's quarter
despite the weakness of the Italian car market, a production
shut down of one plant and industrial inefficiencies at CNH and
has surpassed reported operating profit margins of higher rated
peers Peugeot and Renault.  Although Industrial net cash as
reported at year-end 2007 (EUR0.4billion) has turned into a net
debt position of EUR1.1billion due to seasonal working capital
impact, Moody's expect Fiat to return to a reported net cash
position by year-end 2008 (all number are reported data).

Fiat's liquidity profile is also supportive of an investment
grade rating given the company's solid cash balance and ample
headroom under its committed credit facilities which are
sufficient to cover cash needs arising over the next 12 months
in form of debt maturities, capital expenditures, working
capital needs and dividend payments.

Going forward Fiat will continue to be challenged (i) to
maintain positive market share trend in Western Europe and Latin
America, Fiat's principal markets and (ii) to further solidify
the profitability and cash flows which will be necessary to fund
rising capital expenditure needs in order to keep a robust and
steady renewal rate.  This sustained development is a key factor
- in Moody's view - to sustain the regained strength in the
company's competitive position and a factor where Fiat has to
close the gap compared to its direct peers.

Moody's says that the stable outlook is based on the expectation
that Fiat is well positioned to sustain the current momentum,
benefiting from (i) the strong demand of the Fiat 500 launched
in Q3 2007, (ii) a gradual overhaul of its Alfa Romeo and Lancia
models, (iii) an ongoing improvement of Fiat Group Automobiles'
dealer network as well as (iv) ongoing efficiency gains and (iv)
the heavy restructuring engaged by the company in the past years
that should continue to mitigate headwinds from an overall
weakening economic environment.

The ratings might be further upgraded should Fiat be able to (i)
maintain positive market share trend in Western Europe and Latin
America, (ii) keep a constant product renewal rate with an
attractive and profitable range of vehicles across an increased
spread of segments and further geographies while at the same
time (iii) keep average EBITA margin above 4% (as adjusted by
Moody's) through the cycle as well as (iv) FCF/Debt (as adjusted
by Moody's) around 5% and (v) leverage ratio (Debt/EBITDA as
adjusted by Moody's) at the level of last year (2.1x) in line
with (vi) an interest coverage (as adjusted by Moody's) between
4.0-5.0x.

The Baa3 ratings would come under pressure in case of a
declining trend in profitability notable EBITA margin falling
below 3% (as adjusted by Moody's) and negative free cash flow
generation (as adjusted by Moody's) leading to a rising leverage
above and interest cover below the level of the last two years
(i.e. Debt/EBITDA not exceeding 3.0x and EBIT/Interest expense
below 3.0x).

Moody's last rating action on Fiat was an upgrade of the
Corporate Family Rating to Ba1 with a positive outlook from Ba2
on August 22, 2007.

Based in Turin, Italy, Fiat SpA -- http://www.fiatgroup.com/--
designs, manufactures, and sells automobiles, trucks, wheel
loaders, excavators, telehandlers, tractors and combine
harvesters.  Outside Europe, the company has subsidiaries in the
United States, Japan, India, China, Mexico, Brazil and
Argentina.


LIDER COMBUSTIBLES: Trustee Verifies Claims Until June 10
---------------------------------------------------------
Nestor Eduardo Amut, the court-appointed trustee for Lider
Combustibles S.A.'s reorganization proceeding will be verifying
creditors' proofs of claim until June 10, 2008.

Mr. Amut will present the validated claims in court as
individual reports.  The National Commercial Court of First
Instance in San Jorge, Santa Fe, 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 Lider Combustibles 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 Lider Combustibles'
accounting and banking records will be submitted in court.

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

The trustee can be reached at:

           Nestor Eduardo Amut
           Corrientes 1419, San Jorge
           Santa Fe, Argentina


SOLARES DE TIGRE: Files for Reorganization in Buenos Aires Court
----------------------------------------------------------------
Solares de Tigre S.A. has requested for reorganization approval
after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Solares de Tigre to negotiate a settlement with its
creditors in order to avoid a straight liquidation.

The case is pending in the National Commercial Court of First
Instance in Buenos Aires.  

The debtor can be reached at:

              L.S. Automotos SRL
              Cesar Diaz 5549
              Buenos Aires, Argentina



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

FOCUS INSURANCE: Liquidator Released, Company Dissolved
-------------------------------------------------------
PricewaterhouseCoopers has been released as the liquidator for
Focus Insurance Company Ltd., as ordered by the Supreme Court of
Bermuda.  Focus Insurance has been dissolved.


SEA CONTAINERS: Court OKs Revision of Non-Insider Retention Plan
----------------------------------------------------------------
Sea Containers Ltd. and its debtor-affiliates obtained
permission from the U.S. Bankruptcy Court for the District of
Delaware to amend their existing non-insider retention plan with
respect to certain employees.

As reported in the Troubled Company Reporter on May 13, 2008,
the Debtors related that they and Towers Perrin -- their
compensation consultants -- structured a retention plan that
identified certain non-insider, critical employees without whom
the Debtors believed they may suffer breakdowns in operating and
reporting functions, which will destroy value for the bankruptcy
estates.

The Debtors informed the Court that retention payments were paid
in three separate installments.  The first installment was paid
on Oct. 15, 2007.  An additional one-third installment was paid
on Jan. 15, 2008.  The final one third will be paid at the end
of April 2008.

While the last payment pursuant to the Retention Plan will be
made shortly, due to the unanticipated length of the Debtors'
bankruptcy cases, the Debtors related that they have determined
they still need to employ seven of the eligible employees.

Under the Amended Retention Plan, the Debtors will make two
additional payments, on July 15, 2008, and Oct. 15, 2008, to
the seven eligible employees.  The total cost of the Amended
Retention Plan will not exceed GBP184,000 or US$364,320.

The Court ordered the Debtors to place the Amended Retention
Plan under seal, and not be available to anyone other than the
Court, the U.S. Trustee, and the counsel to the Committees.

                       About Sea Containers

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 42;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SEA CONTAINERS: SCSL Panel Can Hire Punter as Pension Advisor
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sea Containers
Services Limited obtained authority from the U.S. Bankruptcy
Court for the District of Delaware to retain Punter Southall
Limited as its pension advisory expert, nunc pro tunc to
May 9, 2008.

David Stratton, Esq., at Pepper Hamilton LLP, in Wilmington,
Delaware, tells the Court that the SCSL Committee seeks to
retain
Punter because of the firm's experience and knowledge in the
fields of pensions consultancy and advisement, especially with
respect to the pension schemes of the United Kingdom.

As the SCSL Committee's pension advisory expert, Punter is
expected to:

   a. provide expert deposition and trial witness testimony with   
      respect to pension advisory matters;

   b. draft an expert report with respect to pension advisory
      matters;

   c. analyze data, reports, and other information, including
      reports submitted by other expert witnesses, with respect
      to pension advisory matters;

   d. attend meetings of the SCSL Committee and their advisors,
      as necessary;

   e. attend meetings with other parties-in-interest in the
      bankruptcy cases, as necessary; and

   f. perform any other services as is usual or customary for an
      expert witness.

Punter will be paid based on its hourly rates:

      Professional              Hourly Rate
      ------------              -----------
      David Cule                  US$575
      Chris Parlour               US$375

Punter will also be reimbursed for reasonable expenses incurred
in connection with the services provided to the SCSL Committee.  
Punter has not received any compensation or retainer from the
Debtors or the SCSL Committee.

David Cule, principal and director of Punter Southall Limited
and Fellow of the Institute of Actuaries, assured the Court that
his company is a "disinterested person," as that term is defined
in Section 101(14) of the U.S. Bankruptcy Code, as modified by
Section 1107(b) of the Bankruptcy Code.

                       About Sea Containers

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974.  On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 42;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


SEA CONTAINERS: Committee Blocks Plan to Depose Panel Advisor
-------------------------------------------------------------
Pursuant to Rule 7026 of the Federal Rules of Bankruptcy
Procedure, the Official Committee of Unsecured Creditors in Sea
Containers Ltd. and its debtor-affiliates' Chapter 11 cases asks
the Honorable Kevin J. Carey of the U.S. Bankruptcy Court for
the District of Delaware to issue a protective order barring the
Debtors, the Official Committee of Creditors of Sea Containers
Services Ltd., and other parties-in-interest from deposing Peter
Marshall.

Mr. Marshall, who lives and works in London, United Kingdom,
heads the team of the SCL Committee's financial advisors,
Houlihan Lokey Howard & Zukin Capital, Inc., which will not be
called as a witness at trial.  The deposition is in connection
with Mr. Marshall's pending request to compromise and allow the
claims of the Trustees of the Sea Containers 1983 Pension Scheme
and the Sea Containers 1990 Pension Scheme.

William H. Sudell, Jr., Esq., at Morris, Nichols, Arsht &
Tunnell LLP, in Wilmington, Delaware, relates that the Court has
broad discretion to limit and fashion discovery to avoid waste
and distraction.  By this motion, he says, the SCL Committee
invites the exercise of that discretion.

Mr. Sudell contends that the witness did not negotiate the
compromise at issue, has not valued the Schemes' claims, and
will not testify at trial.  While theoretically the witness may
have some knowledge that is nonprivileged, that knowledge is
remote from the disputes, and procuring testimony will burden
the parties and bankruptcy estates with considerable waste of
time and money, he continues.

"The obvious purpose of the Debtors' belated effort to depose
Mr. Marshall is to use the discovery process to understand the
SCL Committee's current settlement views, by exploring
discussions between Mr. Marshall . . . and significant
constituents of the committee," Mr. Sudell tells the Court.  He
explains that the SCSL Committee and other parties to the
Pension Settlement would, then, obtain information on how the
ongoing settlement process might best be turned to advantage,
which is an inappropriate use of discovery.

"The request for deposition is so belated, the evident purpose
so inappropriate, and the schedule already so challenging, that
a protective order is an appropriate exercise of the Court's
discretion," Mr. Sudell declares.  He argues that the trial to
consider the Pension Settlement, which commences on
May 28, 2008, should proceed on schedule, and expense should not
be unduly increased.

Granting the request will avoid waste of the estate's resources,
and a futile effort by the Debtors to discover irrelevant,
privileged and inadmissible information, Mr. Sudell says.  
Hence, the SCL Committee says, good cause exists for the
issuance of the proposed protective order.

                        Debtors' Response

The Debtors inform Judge Carey that they have accommodated the
SCL Committee's broad discovery requests, including scheduling
numerous fact depositions in connection with the Pension
Settlement.  However, the SCL Committee has refused the single
fact deposition sought by the Debtors, says Robert S. Brady,
Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington,
Delaware.

The Debtors have consistently suggested that they would be
willing to establish convenient logistics and a limited scope
for the deposition to avoid many of the hardships referenced in
the SCL Committee's request.  Hence, Mr. Brady asserts that the
complete refusal of the SCL Committee to provide Mr. Marshall's
deposition is "somewhat puzzling."

"[I]n light of the SCL Committee's position . . . the Debtors
will agree to dispense with the need for a deposition of Mr.
Marshall at this time.  However, the Debtors strongly disagree
with the statements contained in the Motion regarding the
potential relevance of Mr. Marshall's testimony," Mr. Sudell
informs the Court.  He notes that the decision to conserve
estate resources and forego Mr. Marshall's deposition should not
be deemed in any way as an admission on matters at issue.

                      About Sea Containers

Based in Hamilton, Bermuda, Sea Containers Ltd. --
http://www.seacontainers.com/-- provides passenger and freight
transport and marine container leasing. Registered in Bermuda,
the company has regional operating offices in London, Genoa, New
York, Rio de Janeiro, Sydney, and Singapore. The company is
owned almost entirely by United States shareholders and its
primary listing is on the New York Stock Exchange (SCRA and
SCRB) since 1974. On Oct. 3, the company's common shares and
senior notes were suspended from trading on the NYSE and NYSE
Arca after the company's failure to file its 2005 annual report
on Form 10-K and its quarterly reports on Form 10-Q during 2006
with the U.S. Securities and Exchange Commission.

Through its GNER subsidiary, Sea Containers Passenger Transport
operates Britain's fastest railway, the Great North Eastern
Railway, linking England and Scotland. It also conducts ferry
operations, serving Finland and Estonia as well as a commuter
service between New York and New Jersey in the U.S.
Sea Containers Ltd. and two subsidiaries filed for chapter 11
protection on Oct. 15, 2006 (Bankr. D. Del. Case No. 06-11156).
Edmon L. Morton, Esq., Edwin J. Harron, Esq., Robert S. Brady,
Esq., Sean Matthew Beach, Esq., and Sean T. Greecher, Esq., at
Young, Conaway, Stargatt & Taylor, represent the Debtors in
their restructuring efforts.

The Official Committee of Unsecured Creditors and the Financial
Members Sub-Committee of the Official Committee of Unsecured
Creditors of Sea Containers Ltd. is represented by William H.
Sudell, Jr., Esq., and Thomas F. Driscoll, Esq., at Morris,
Nichols, Arsht & Tunnell LLP. Sea Containers Services, Ltd.'s
Official Committee of Unsecured Creditors is represented by
attorneys at Willkie Farr & Gallagher LLP.

In its schedules filed with the Court, Sea Containers disclosed
total assets of US$62,400,718 and total liabilities of
US$1,545,384,083. (Sea Containers Bankruptcy News, Issue No. 42;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


STARR NIB: Proofs of Claim Filing Deadline Is June 10
-----------------------------------------------------
Starr NIB Ltd.'s creditors are given until June 10, 2008, to
prove their claims to Jennifer Y. Fraser, 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.

Starr NIB's shareholder decided on May 20, 2008, to place the
company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

         Andrew Martin
         c/o Thistle House
         4 Burnaby Street
         Hamilton HM11, Bermuda


STARR NIB: Sets Final Shareholders Meeting for July 1
-----------------------------------------------------
Starr NIB Ltd. will hold its final shareholders meeting on
July 1, 2008, at 9:00 a.m., at Mello Jones & Martin, Thistle
House 4 Burnaby Street Hamilton HM 11 Bermuda.

These matters will be taken up during the meeting:

   -- receiving an account showing the manner in which
      the winding-up of the company has been conducted
      and its property disposed of and hearing any
      explanation that may be given by the liquidator;

   -- determination by resolution the manner in
      which the books, accounts and documents of the
      company and of the liquidator shall be
      disposed; and

   -- passing of a resolution dissolving the
      company.

Starr NIB's shareholder decided on May 20, 2008, to place the
company into voluntary liquidation under Bermuda's Companies
Act 1981.

The liquidator can be reached at:

         Andrew Martin
         c/o Thistle House
         4 Burnaby Street
         Hamilton HM11, Bermuda



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

COEUR D'ALENE: Will Launch San Bartolome Silver Mine
----------------------------------------------------
Coeur d'Alene Mines Corp.'s Bolivian unit Manquiri told Eduardo
Garcia at Reuters that it will launch the San Bartolome silver
mine.

As reported in the Troubled Company Reporter-Latin America on
April 3, 2008, Coeur d'Alene began commissioning its San
Bartolome silver mine in Bolivia and expects the first dore pour
by the end of April.  Coeur d'Alene started crushing and
stockpiling ore.  It has become connected to the Bolivian
national power grid, allowing the firm to complete the final
commissioning of the grinding, leaching, and silver recovery
circuits.

Reuters relates that San Bartolome will produce six million
ounces of the metal this year.  According to Manquiri's
Communications Manager Edmundo Zogbi, San Bartolome will produce
six million ounces of silver for the remainder of 2008, and a
similar amount in 2009.  It will ramp up metal production to
nine million ounces per year from 2010.

Mr. Zogbi commented to Reuters, "Investment to date amounts to
some US$220 million ... We are going to produce 98.8 to 99
percent pure silver (in ingots)."  

Reuters notes that San Bartolome includes a mining crusher, a
lixiviation unit to separate the silver ore from other minerals,
and a smelter.  It will mainly extract silver from the Cerro
Rico mountain.  According to Mr. Zogbi, San Bartolome will have
an estimated mine life of 14.5 years.

Bolivia's Comibol and organizations of independent miners will
have a share of the project's revenues, Reuters says, citing Mr.
Zogbi.  

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

                         *     *     *

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


GOLDEN EAGLE: Posts US$311,146 Net Loss in 2008 First Quarter
-------------------------------------------------------------
Golden Eagle International Inc. reported a net loss of
US$311,146, on zero revenues, for the first quarter ended March
31, 2008, compared with a net loss of US$1,537,799, on zero
revenues, in the same period last year.

At March 31, 2008, the company's consolidated balance sheet
showed US$5,927,674 in total assets, US$909,193 in total
liabilities, and US$5,018,481 in total stockholders' equity.

The company's consolidated balance sheet at March 31, 2008, also
showed strained liquidity with US$46,258 in total current assets
available to pay US$819,056 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?2cca

                     Going Concern Disclaimer

Chisholm, Bierwolf & Nilson, LLC, in Bountiful, Utah, expressed
substantial doubt about Golden Eagle International Inc.'s
ability to continue as a going concern after auditing the
company's consolidated financial statements for the year ended
Dec. 31, 2007.  

The auditing firm reported that the company has negative working
capital and has incurred substantial losses since its inception.  
The company currently has no mineral production and requires
significant additional financing to satisfy its outstanding
obligations and resume and expand mining production.  The
auditing firm added that the company's ability to conduct
operations remains subject to other risks, including operating
in isolated regions of Bolivia and the concentration of
operations in a single undeveloped area.  

                        About Golden Eagle

Headquartered in Salt Lake City, Golden Eagle International Inc.
(OTC BB: MYNG) -- http://www.geii.com/-- is a gold and copper  
exploration and mining company with offices also in Santa Cruz,
Bolivia.  The company is engaged in the development of existing
gold and copper deposits in the Guarayos Greenstone Belt within
Bolivia's Precambrian shield.  Exploration is ongoing in this
highly prospective area.



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

AMERICAN AIRLINES: To Discontinue New York-London Flight Service
----------------------------------------------------------------
American Airlines Inc. will discontinue service between New
York's John F. Kennedy International Airport and London's
Stansted Airport, effective July 2.  The service was launched in
October 2007.

American Airlines will continue to offer its full schedule of
flights between JFK airport and London's Heathrow Airport.

This decision is among a number of first-round reductions to
American's flight schedule as part of the airline's previously
announced plans to reduce capacity in an effort to significantly
reduce costs and create a more sustainable supply-and-demand
balance in the marketplace.  These actions come in the face of
skyrocketing fuel prices and a softening economy.

Customers impacted by the schedule changes will be contacted
starting next week and re-accommodated on alternative flights.

In the coming weeks, the parent company, AMR Corp. will continue
to make additional schedule reductions in other markets and will
assess the location- and route-specific impacts of those
changes.  This will be done to achieve plans to reduce AMR
Corp.'s fourth quarter mainline domestic capacity by 11% to 12%
compared to 2007 levels and its fourth quarter regional
affiliate capacity by 10 percent to 11 percent compared to 2007.  
Fourth quarter consolidated system capacity is expected to
decline 7% to 8% year over year, including capacity reductions
that were announced earlier this year.

To effect these changes, AMR Corp. plans to retire 40-45
mainline aircraft -- mostly MD-80s and some Airbus A300s -- and
35-40 regional jets.  In an effort to significantly reduce
costs, American Eagle also will retire its Saab fleet by the end
of the year.

Based in Fort Worth, Texas, American Airlines Inc., a wholly
owned subsidiary of AMR Corp., operates the largest scheduled
passenger airline in the world with service throughout North
America, the Caribbean, Latin America, Europe and Asia.  The
airline flies to Belgium, Brazil, and Japan.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
April 17, 2008, Fitch Ratings has affirmed AMR Corp.'s Issuer
default rating at 'B-' and Senior unsecured debt at 'CCC/RR6' as
well as its principal operating subsidiary, American Airlines,
Inc.'s Issuer default rating at 'B-' and Secured bank credit
facility at 'BB-/RR1'.  Fitch's rating outlook for both AMR
Corp. and American Airlines has been revised to stable from
positive.

As reported in the Troubled Company Reporter-Latin America on
March 26, 2008, Standard & Poor's Ratings Services revised its
outlook on the  long-term ratings on AMR Corp. (B/Negative/B-3)
and subsidiary American Airlines Inc. (B/Negative/--) to
negative from positive.  S&P also lowered its short-term rating
on AMR to 'B- 3' from 'B-2' and affirmed all other ratings on
AMR and American.


BANCO NOSSA: Sale May Pave Way for Cia. Energetica Sale
-------------------------------------------------------
O Estado de S. Paulo reports that Banco Nossa Caixa SA's
probable sale to Banco do Brasil SA may help pave the way for
the sale of Companhia Energetica de Sao Paulo.

According to O Estado, the negotiation is part of efforts by Sao
Paulo to secure federal support to renew licenses for Companhia
Energetica's hydroelectric dams.  Bloomberg News relates that
the state failed three times to sell a stake in Companhia
Energetica due to doubts over the renewal of the licenses.

Sao Paulo State Governor Jose Serra wants to take advantage of
the federal government's desire to sell Banco Nossa.  He wants
to find a solution for his own plan to sell a Companhia
Energetica stake, O Estado states.

Headquartered in Sao Paulo, Brazil, Banco Nossa Caixa SA --
http://www.nossacaixa.com.br/-- operates as a multiple bank
offering banking and financial services through commercial and
loan portfolios, including real estate and foreign exchange, as
well as administering credit cards. Through its subsidiary, it
operates with private pensions. Nossa Caixa uses demand, saving
and time deposits, which include judicial deposits, to fund its
operations. The main focus of Nossa Caixa is to attend
individuals, especially public employees and small and medium-
sized companies in Sao Paulo, as well as state and municipal
government agencies. As the official bank for the government of
the State of Sao Paulo, it administers the state's resources and
state lotteries and takes care of the payroll of the indirect
state administration and part of the direct administration. As
of Dec. 31, 2005, the Bank's network consisted of 2,579
attendance points in its distribution network.

                           *     *     *

In April 2008, Moody's Investors Service assigned a Ba2 foreign
currency deposit rating on Banco Nossa Caixa SA, which is
constrained by the country's foreign currency deposit ceiling.


BANCO NACIONAL: Approves BRL150.3 Million Financing for Geracao
---------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social has
approved BRL150.3 million financing for Geracao CIII S.A., under
the Growth Acceleration Program - PAC.  The funds are intended
to the implementation of the Power Plant Corumba III, located in
Corumba River, in the city of Luiziania, state of Goias.  During
the implementation phase, around one thousand direct jobs will
be offered in civil construction works and equipment assembly.

Total investments expected amount to BRL222.7 million.  At the
end of the construction, the plant will require about 30
employees involved in its operation and maintenance.

Corumba River is the affluent of Paranaiba River, in the basin
of Parana river, which crosses the city of Luiziania (GO), and
the plant startup is expected for December 2008. Outputs will be
delivered through two generating units, totaling an installed
capacity of 93.6 MW and assured energy of 50.9 MW, and a 100 km
long transmission system.  The power plant reservoir will only
occupy the areas of the city of Luiziania, in the state of
Goias.

The power plant Corumba III will a reservoir with an area of
77.42 km2, and total volume of 972,100,000 m3, which will be
designed upon the construction of a dam, with maximum height of
54 m and 800 m of length.

The power plant will be connected to the distributor through a
138 KV transmission line, simple circuit, around 100 km long up
to Sao Sebastiao substation, of CEB Distribuicao S.A. According
to Neoenergia, the current progress status of the works is at
78%.

The energy of the power plant Corumba III (50.9 MW) will be
traded through an Energy Purchase Agreement (CCVE) signed
between Energetica Corumba III and CEB Distribuicao on Nov. 12,
2002, at BRL95,69/MWh, (BRL146,49/MWh at January 2008), restated
by IGPM (General Index of Market Prices) until the plant’s
startup.  This price will be restated at an annual basis by IGPM
after the plant’s startup.

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.


CA INC: S&P Upgrade Corporate Credit Rating to 'BB+' from 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services has raised its corporate
credit and senior unsecured debt ratings on Islandia, N.Y.-based
CA Inc. to 'BB+' from 'BB'.  At the same time, S&P removed the
ratings from CreditWatch, where they had been placed with
positive implications on March 19, 2008.  The outlook is
positive.

"The upgrade reflects the company's prospects for sustaining
good profitability and cash flow, coupled with our expectation
that CA will maintain a moderate capital structure," said
Standard & Poor's credit analyst Molly Toll-Reed.

CA is a leading information technology management software
provider.

The rating on CA is supported by the company's stable revenue
base, favorable business prospects, and strong cash flow. These
factors are tempered by a historically aggressive financial
policy, which included large debt-financed acquisitions and
share buybacks.

Based in Islandia, New York, CA Inc. (NYSE:CA) --
http://www.ca.com/-- is an information technology management
software company that unifies and simplifies the management
ofenterprise-wide IT.  Founded in 1976, CA serves customers in
more than 140 countries.  The company has operations in Brazil,
Indonesia, Luxembourg, Philippines and Thailand.


CHC HELICOPTER: Solicits Consents to Amend Term of 7 3/8% Notes
---------------------------------------------------------------
CHC Helicopter Corporation commenced a cash tender offer for all
of its outstanding 7 3/8% Senior Subordinated Notes due 2014
(CUSIP No. 12541CAF1).  

In connection with the Offer, CHC is soliciting consents to
amend the terms of the Notes and the indenture pursuant to which
the Notes were issued.  The Offer and the Consent Solicitation
are being made in connection with a previously announced
arrangement agreement that provides for the acquisition of all
of CHC's outstanding Class A Subordinate Voting Shares and Class
B Multiple Voting Shares by 6922767 Canada Inc., an affiliate of
a fund managed by First Reserve Corporation.  The completion of
the Offer and the receipt of the requisite Consents are not
conditions to completion of the Arrangement or the financing
thereof.

The Offer will expire at midnight, New York City time, on
June 23, 2008, unless extended or earlier terminated by CHC.
Holders who wish to receive the Total Consideration for the
Notes must validly tender and not validly withdraw their Notes
on or prior to 5:00 p.m., New York City time, on June 9, 2008,
unless extended or earlier terminated.

         Amendments to Eliminate Events of Default

Holders tendering their Notes will be required to consent to
proposed amendments to the Indenture and the Notes, which would
eliminate substantially all of the restrictive covenants
contained in the Indenture and the Notes (except the covenants
relating to change of control and asset sale offers), eliminate
certain events of default, modify the covenant regarding mergers
and consolidations, and modify or eliminate certain other
provisions, including certain provisions relating to defeasance,
contained in the Indenture and the Notes.  Holders may not
tender their Notes without also delivering Consents and may not
deliver Consents without also tendering their Notes.

The total consideration for each US$1,000 principal amount of
Notes validly tendered and not validly withdrawn pursuant to the
Offer is US$1,015. The Total Consideration includes a consent
payment of US$5.00 per US$1,000 principal amount of Notes.  
Subject to the terms and conditions of the Offer and the Consent
Solicitation, the Consent Payment will be made in respect of
Notes validly tendered and not validly withdrawn and as to which
Consents to the proposed amendments are delivered on or prior to
the Consent Payment Deadline.  Holders must validly tender and
not validly withdraw Notes on or prior to the Consent Payment
Deadline in order to be eligible to receive the Total
Consideration. Holders who validly tender their Notes after the
Consent Payment Deadline and on or prior to the Expiration Date
will be eligible to receive only the tender offer consideration
of US$1,010.00 per US$1,000 principal amount of Notes,
representing an amount equal to the Total Consideration less the
Consent Payment.

Holders whose Notes are validly tendered and not validly
withdrawn and are accepted for payment in the Offer will also
receive accrued and unpaid interest in respect of such purchased
Notes from the last interest payment date preceding the date on
which payment for purchased Notes is made to, but not including,
the Payment Date.  The Payment Date is expected to occur
promptly after the Expiration Date, assuming all conditions to
the Offer have been satisfied or waived.

The Offer and the Consent Solicitation are made upon the terms
and conditions set forth in the Offer to Purchase and Consent
Solicitation Statement dated [May 27, 2008] and the related
Consent and Letter of Transmittal.  The Offer and the Consent
Solicitation are subject to the satisfaction or waiver of
certain conditions, including receipt of Consents sufficient to
approve the proposed amendments and the closing of the
Arrangement having occurred, or such Arrangement occurring
substantially concurrent with the Expiration Date.  The Offer to
Purchase contains important information which should be read
carefully before any decision is made with respect to the Offer.

CHC has retained Morgan Stanley & Co. Incorporated to act as
Dealer Manager and Solicitation Agent in connection with the
Offer and the Consent Solicitation.  Morgan Stanley & Co.
Incorporated may perform the services contemplated by the Offer
and the Solicitation in conjunction with its affiliates
(including, without limitation, its affiliates incorporated
under the federal laws of Canada). Persons with questions
regarding the Offer or the Consent Solicitation should contact
Morgan Stanley & Co. Incorporated at (800) 624-1808 (toll-free)
or (212) 761-1941 (collect).  Persons residing or incorporated
in Canada should contact Morgan Stanley Canada Limited at (416)
943-8417.  The Offer to Purchase and other documents relating to
the Offer and the Consent Solicitation are expected to be
distributed to holders of the Notes beginning [May 27, 2008].  
Requests for documentation may be directed to D.F. King & Co.,
Inc., the Information Agent, which can be contacted at (212)
269-5550 (banks and brokers, call collect) or (888) 869-7406
(all others, call toll-free).

                 About CHC Helicopter Corporation

Headquartered in Richmond, British Columbia, in Canada, CHC
Helicopter Corporation (TSE:FLY.A)V7B - http://www.chc.ca/-- is  
a commercial helicopter operator.  The company, through its
subsidiaries, operates in over 30 countries, on all seven
continents and in most of the offshore oil and gas producing
regions of the world.  The company's operating units are based
in the United Kingdom, Norway, the Netherlands, South Africa,
Australia, Barbados, Brazil and Canada.  It provides helicopter
transportation services to the oil and gas industry for
production and exploration activities through its European and
global operations segments.  It also provides helicopter
transportation services for emergency medical services and
search and rescue activities and ancillary services, such as
flight training.  The company's Heli-One segment is a non-
original equipment manufacturer helicopter support company,
providing repair and overhaul services, aircraft leasing,
integrated logistics support, helicopter parts sales and
distribution and other related services.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 26, 2008, Moody's Investors Service placed under review for
possible downgrade the Ba3 corporate family rating and
probability of default rating for CHC Helicopter Corporation.  
The review also covered the B1 (LGD 5, 72%) rating on CHC's $400
million senior subordinated notes.  These actions followed the
statement that a fund managed by First Reserve Corporation has
entered into an agreement to acquire CHC.


CIA. ENERGETICA: Sale May be Possible if Banco Nossa is Sold
------------------------------------------------------------
O Estado de S. Paulo reports that Banco Nossa Caixa SA's
probable sale to Banco do Brasil SA may help pave the way for
the sale of Companhia Energetica de Sao Paulo.

According to O Estado, the negotiation is part of efforts by Sao
Paulo to secure federal support to renew licenses for Companhia
Energetica's hydroelectric dams.  Bloomberg News relates that
the state failed three times to sell a stake in Companhia
Energetica due to doubts over the renewal of the licenses.

Sao Paulo State Governor Jose Serra wants to take advantage of
the federal government's desire to sell Banco Nossa.  He wants
to find a solution for his own plan to sell a Companhia
Energetica stake, O Estado states.

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

                           *     *     *

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


CABLE & WIRELESS: Close to Offloading GBP12 Bln. Pension Risk
-------------------------------------------------------------
Cable & Wireless Plc is close to completing a deal that will
enable it to "offload" risks in connection with its GBP12
billion pension fund, the Telegraph reports.

The company is currently looking for parties interested to bid
on the fund.  Legal & General and Paternoster and Rothesay Life
of Goldman Sachs are said to be in talks with the company on a
likely bid, the Telegraph adds citing industry sources.

Cable & Wireless, in its statement, said, "We are in active
discussions regarding options to further 'de-risk' the pension
scheme, although these options, including an insurance buyout,
are not a precondition for value realization."

Headquartered in London, Cable & Wireless Plc
-- http://www.cw.com/new/-- operates through two standalone
business units -- International and Europe, Asia & US.  The
International business unit operates integrated
telecommunications companies in 33 countries offering mobile,
broadband, domestic and international fixed line services to
residential and business customers, with principal operations in
the Caribbean, Panama, Macau, Monaco and the Channel Islands.  
The Europe, Asia & U.S. business unit provides enterprise and
carrier solutions to the largest users of telecoms services
across the U.K., U.S., continental Europe and Asia -- and
wholesale broadband services in the U.K.  The company also has
operations in India, China, the Cayman Islands and the Middle
East.

                        *     *     *

As reported in The Troubled Company Reporter-Latin America on
May 27, 2008, Standard & Poor's Ratings Services revised its
outlook on U.K.-based telecommunications provider Cable &
Wireless PLC to developing from stable.  The 'BB-' long-term and
'B' short-term corporate credit ratings remain unchanged.

As of Feb. 12, 2008, Cable & Wireless Plc carries a Ba3 long-
term corporate family rating, a B1 senior unsecured debt rating
and a Ba3 probability of default rating from Moody's Investors
Service, which said the outlook is stable.


HEXCEL CORP: S&P Affirms BB Long-Term Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its ratings,
including the 'BB' long-term corporate credit rating, on
aerospace supplier Hexcel Corp.  S&P also affirmed the 'BB+'
issue-level rating (one notch above the corporate credit rating)
on the company's recently amended and increased (by an
incremental US$80 million term loan) secured credit facilities.
The recovery rating remains unchanged at '2', indicating an
expectation for substantial (70%- 90%) recovery of principal and
prepetition interest in the event of a payment default.  The
outlook is positive.  About US$370 million of debt is
outstanding.

"The ratings on Hexcel reflect participation in the cyclical and
competitive commercial aerospace industry and significant
investment in carbon fiber capacity needed to support increasing
jetliner production rates," said Standard & Poor's credit
analyst Roman Szuper.  "Those factors are partly offset by the
company's position as the world's largest manufacturer of
advanced composite materials, generally favorable market
conditions, and a financial profile that is somewhat better than
average for the rating."

Hexcel has used cash from operations, proceeds from asset sales,
and a preferred equity offering to reduce debt significantly in
recent years.  This, coupled with increasing earnings, resulted
in debt to EBITDA of about 2.0x, a relatively low level for the
rating.  Standard & Poor's Ratings Services expects this ratio
to remain at about this level in 2008.  The company's book
equity has also improved considerably because of the conversion
of the preferred stock to common and a reversal of a
US$118 million deferred tax valuation allowance.  As a
consequence, debt to capital is now much lower, at about 45%.  
Other credit protection measures, such as funds from operations
(FFO) to debt and EBITDA interest coverage, are somewhat better
than average for the rating, at about 30% and 7x, respectively.

S&P expects most credit protection measures to remain
satisfactory in 2008, mainly because of likely better earnings.  
However, high capital expenditures (about US$150 million
annually) over the next two to three years to fund carbon
capacity expansion in response to an expected increase in
commercial airplane deliveries will limit free cash flow, which
has been about breakeven in recent years and is likely to be
moderately negative in 2008.

Stamford, Conn.-based Hexcel is a leader in the composites
industry, producing lightweight, high-performance carbon fibers,
industrial fabrics, specialty reinforcements, carbon prepregs,
structural adhesives, honeycomb, and composite structures for
the commercial aerospace, defense and space, and industrial
sectors.  The company concentrates on serving growing markets in
which it has a competitive advantage.

Continued favorable conditions in core markets, ongoing gains in
operating efficiency, and further strengthening in credit
protection measures could lead to a ratings upgrade over the
next 12 to 18 months.  S&P could revise the outlook to stable if
the slowing global economy has a greater-than-expected effect on
the company's sales and profits.  The recent failure of OSS
Capital, an activist hedge fund that owns about 5% of Hexcel's
common stock, to have any of its nominees elected to the board
of directors lessens our concerns about changes in Hexcel's
moderate financial policy.

Headquartered in Stamford, Connecticut, Hexcel Corporation
(NYSE: HXL) -- http://www.hexcel.com/-- is an advanced    
composites company.  The company develops, manufactures and
markets lightweight, high-performance structural materials,
including carbon fibers, reinforcements, prepregs, honeycomb,
matrix systems, adhesives and composite structures, used in
commercial aerospace, space and defense and industrial
applications such as wind turbine blades.  The company has
subsidiaries in Austria, the United Kingdom, Spain, Hong Kong,
Japan and Brazil.


TRANSAX INT'L: March 31 Balance Sheet Upside-Down by US$3.1 Mil.
----------------------------------------------------------------
Transax International Limited's consolidated balance sheet at
March 31, 2008, showed US$2.2 million in total assets and
US$5.3 million in total liabilities, resulting in a US$3.1
million total stockholders' deficit.

At March 31, 2008, the company's consolidated balance sheet also
showed strained liquidity with US$1.1 million in total current
assets available to pay US$5.0 million in total current
liabilities.

The company reported net income of US$739,863, on revenues of
US$1.5 million, for the first quarter ended March 31, 2008,
compared with net income of US$402,005, on revenues of US$1.2
million, in the same period last year.

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?2c92

                     Going Concern Disclaimer

Moore Stephens, P.C., in New York, expressed substantial doubt
about Transax International Limited's ability to continue as a
going concern after auditing the company's consolidated
financial statements for the year ended Dec. 31, 2007.  The
auditing firm pointed to the company's accumulated losses from
operations of approximately US$13.3 million, working capital
deficiency of approximately US$4.6 million and net capital
deficiency of approximately US$3.9 million at Dec. 31, 2007.

                   About Transax International

Based in Miami, Florida, Transax International Limited (OTC BB:
TNSX.OB) -- http://www.transax.com/-- primarily through its   
wholly-owned subsidiary, Medlink Conectividade em Saude Ltda.,
is an international provider of information network solutions
specifically designed for healthcare providers and health
insurance companies.  The company has offices located in
Miami, Florida and Rio de Janeiro, Brazil.


UAL CORPORATION: To Meet With USAir CEO to Iron Out Deal
--------------------------------------------------------
UAL Corp. and US Airways Group Inc. chief executive officers
will meet Thursday to continue merger talks and exchange
information on potential stumbling blocks raised by UAL
directors, The Wall Street Journal reports, citing people
familiar with the situation.

The issues raised by UAL directors include how both carriers
would raise capital to fund the consolidation; how to resolve
labor contract issues; and how much flexibility they would have
to take airplane seats out of their combined system.

At the meeting, if the CEOs find a way to resolve the
outstanding issues, both could approach their boards in mid-June
for approval to pursue the deal, unnamed sources told WSJ.  The
carriers have yet to agree on an exchange ratio for a share swap
or on who might run a combined company, according to reports.

The New York Times, however, said there has been little to no
contact between United and USAir in recent days and the internal
teams of senior executives at both companies have put the talks
on "permanent hold."

USAir officials were growing impatient, NYT added.

To win federal approval for the carriers' planned merger
transaction, an agreement from both parties should have occurred
by about Memorial Day to allow time for regulatory scrutiny,
said NYT.

"We don't comment on rumors or speculation," United spokeswoman
Jean Medina said, reports NYT.  USAir Spokesman Philip Gee also
declined to comment.

The United-US Air talks picked up speed in April after
Continental Airlines decided not to consolidate with United.
United and USAir reportedly hoped to reach an agreement within a
month, so it could be considered by the Justice Department
before a new president takes office.

NYT said although United's board met two weeks ago for an update
on the discussions, the board took no formal vote on the
situation since there was no agreement to consider.

                         About US Airways

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for US$240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11
petition on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J.
Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken,
Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represent
the Debtors in their restructuring efforts.  In the Company's
second bankruptcy filing, it lists US$8,805,972,000 in total
assets and US$8,702,437,000 in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date.  (US Airways
Bankruptcy News, Issue No. 158; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)

                      About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.

Judge Eugene R. Wedoff confirmed the Debtors' Second Amended
Plan on Jan. 20, 2006.  The company emerged from bankruptcy
protection on Feb. 1, 2006.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 20, 2008, Moody's Investors Service affirmed all debt
ratings of UAL Corp. and its primary subsidiary United Air
Lines, Inc. --
corporate family rating of B2 as well as all tranches of the
Enhanced Equipment Trust Certificates supported by payments from
United.  The Speculative Grade Liquidity Rating has been changed
to SGL-3 from SGL-2, and the outlook has been changed to
negative from stable.

The TCR reported on May 3, 2007, tha Fitch Ratings has affirmed
the Issuer Default Ratings of UAL Corp. and its principal
operating subsidiary United Airlines Inc. at B-.


UAL CORPORATION: To Meet with USAir CEO to Iron Out Deal
--------------------------------------------------------
UAL Corp. and US Airways Group Inc. chief executive officers
will meet Thursday to continue merger talks and exchange
information on potential stumbling blocks raised by UAL
directors, The Wall Street Journal reports, citing people
familiar with the situation.

The issues raised by UAL directors include how both carriers
would raise capital to fund the consolidation; how to resolve
labor contract issues; and how much flexibility they would have
to take airplane seats out of their combined system.

At the meeting, if the CEOs find a way to resolve the
outstanding issues, both could approach their boards in mid-June
for approval to pursue the deal, unnamed sources told WSJ.  The
carriers have yet to agree on an exchange ratio for a share swap
or on who might run a combined company, according to reports.

The New York Times, however, said there has been little to no
contact between United and USAir in recent days and the internal
teams of senior executives at both companies have put the talks
on "permanent hold."

USAir officials were growing impatient, NYT added.

To win federal approval for the carriers' planned merger
transaction, an agreement from both parties should have occurred
by about Memorial Day to allow time for regulatory scrutiny,
said NYT.

"We don't comment on rumors or speculation," United spokeswoman
Jean Medina said, reports NYT.  USAir Spokesman Philip Gee also
declined to comment.

The United-US Air talks picked up speed in April after
Continental Airlines decided not to consolidate with United.
United and USAir reportedly hoped to reach an agreement within a
month, so it could be considered by the Justice Department
before a new president takes office.

NYT said although United's board met two weeks ago for an update
on the discussions, the board took no formal vote on the
situation since there was no agreement to consider.

                         About US Airways

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for US$240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11
petition on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J.
Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken,
Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represent
the Debtors in their restructuring efforts.  In the Company's
second bankruptcy filing, it lists US$8,805,972,000 in total
assets and US$8,702,437,000 in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date.  (US Airways
Bankruptcy News, Issue No. 158; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)

                      About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.

Judge Eugene R. Wedoff confirmed the Debtors' Second Amended
Plan on Jan. 20, 2006.  The company emerged from bankruptcy
protection on Feb. 1, 2006.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 20, 2008, Moody's Investors Service affirmed all debt
ratings of UAL Corp. and its primary subsidiary United Air
Lines, Inc. -- corporate family rating of B2 as well as all
tranches of the Enhanced Equipment Trust Certificates supported
by payments from United.  The Speculative Grade Liquidity Rating
has been changed to SGL-3 from SGL-2, and the outlook has been
changed to negative from stable.

The TCR reported on May 3, 2007, tha Fitch Ratings has affirmed
the Issuer Default Ratings of UAL Corp. and its principal
operating subsidiary United Airlines Inc. at B-.



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

BEAR STEARNS: Can't Protect U.S. Assets From Lawsuits
-----------------------------------------------------
Judge Robert Sweet of the U.S. District Court in Manhattan has
ruled that The Bear Stearns Cos.' bankrupt hedge funds can't
shield their U.S. assets from lawsuits while they liquidate in
the Cayman Islands, Tiffany Kary at Bloomberg News reports.

According to Bloomberg, Judge Sweet upheld a lower court's
decision to deny Bear Stearn's hedge funds protection from
creditors under Chapter 15 of the U.S. Bankruptcy Code as the
Cayman Islands weren't their "center of main interest".  Under
Chapter 15, a firm must have a "center of main interest" outside
the U.S. to qualify for protection.  It can have a "nonmain"
center of interest or one that has substantial, though not
primary, operations.

Bloomberg relates that Bear Stearns' lawyers claimed that the
funds had assets and two directors in the Cayman Islands.  The
lawyers said the funds were registered in the Cayman Islands, so
they should automatically be considered to have their center of
main interest there.  According to the lawyers, the denial of
Chapter 15 protection is "a breach of comity, the principle of
cooperation with foreign courts".

Bear Stearns Asset Management -- the funds' investment manager
-- and its administrator, which runs back-office operations and
manages its books and records, are in New York, Bloomberg says,
citing Judge Sweet.  The funds' assets were in New York before a
transfer made after its bankruptcy filing.  The directors who
were in the Cayman Islands have had no substantial involvement
in the business, Judge Sweet added.

The funds had no true operations in the Cayman Islands,
Bloomberg says, citing University of Texas professor Jay
Westbrook and other authors of Chapter 15.  The funds'
bankruptcies should be handled in the U.S. as they "invested in
securities related to subprime mortgages," Mr. Westbrook and the
other Chapter 15 authors added.  

The district court's ruling would stop firms in "haven
countries" for tax or secrecy reasons from seeking protection
under Chapter 15, Mr. Westbrook told Bloomberg.

New York City-based The Bear Stearns Companies Inc. (NYSE: BSC)
-- http://www.bearstearns.com/-- is a leading financial    
services firm serving governments, corporations, institutions
and individuals worldwide. The company's core business lines
include institutional equities, fixed income, investment
banking, global clearing services, asset management, and private
client services.  The company has approximately 14,000 employees
worldwide.

The firm has offices in Atlanta, Boston, Chicago, Dallas,
Denver, Los Angeles, San Francisco and San Juan.  In addition to
London, the firm maintains an international presence with
offices in Beijing, Dublin, Hong Kong, Lugano, Milan, Sao Paulo,
Shanghai, Singapore, and Tokyo.

                          *     *     *

In December 2007, Fitch Ratings' affirmed its Negative Outlook
for The Bear Stearns Companies Inc. following the announcement
of the company's fiscal year earnings for 2007.

On Nov. 14, 2007, Fitch affirmed Bear Stearns' long-term credit
ratings, along with its subsidiaries. Fitch also downgraded the
short-term rating to 'F1' from 'F1+', and Individual rating to
'B/C' from 'B'.


BCSP II HOLDINGS: Proofs of Claim Filing Deadline Today
-------------------------------------------------------
BCSP II Holdings Ltd.'s creditors have until May 30, 2008, to
prove their claims to  John Cullinane and Derrie Boggess, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

BCSP II Holdings' shareholder decided on April 30, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              John Cullinane and Derrie Boggess
              Walker House, 87 Mary Street
              George Town, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Anthony Johnson
              Telephone: (345) 914-6314


CLSA SUNRISE ONE: Proofs of Claim Filing Deadline Is May 30
-----------------------------------------------------------
CLSA Sunrise One Ltd.'s creditors have until May 30, 2008, to
prove their claims to Richard L. Finlay, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

CLSA Sunrise One's shareholders decided on April 8, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Richard L. Finlay
              c/o Conyers Dill & Pearman
              Cricket Square, Hutchins Drive,
              P.O. Box 2681, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Krysten Lumsden
              Telephone: (345) 945 3901
              Fax: (345) 945 3902


CLSA SUNRISE ONE: Holds Final Shareholders Meeting Today
--------------------------------------------------------
CLSA Sunrise One Ltd. will hold its final shareholders meeting
on May 30, 2008, at 9:00 a.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

CLSA Sunrise One's shareholders agreed on April 11, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Richard L. Finlay
              c/o Conyers Dill & Pearman
              Cricket Square, Hutchins Drive,
              P.O. Box 2681, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Krysten Lumsden
              Telephone: (345) 945 3901
              Fax: (345) 945 3902


CLSA SUNRISE TWO: Claims Filing Deadline Is Until Today
-------------------------------------------------------
CLSA Sunrise Two Ltd.'s creditors have until May 30, 2008, to
prove their claims to Richard L. Finlay, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

CLSA Sunrise Two's shareholders decided on April 8, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Richard L. Finlay
              c/o Conyers Dill & Pearman
              Cricket Square, Hutchins Drive,
              P.O. Box 2681, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Krysten Lumsden
              Telephone: (345) 945 3901
              Fax: (345) 945 3902


CLSA SUNRISE TWO: To Hold Final Shareholders Meeting Today
----------------------------------------------------------
CLSA Sunrise Two Ltd. will hold its final shareholders meeting
on May 30, 2008, at 9:00 a.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

CLSA Sunrise Two's shareholders agreed on April 11, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Richard L. Finlay
              c/o Conyers Dill & Pearman
              Cricket Square, Hutchins Drive,
              P.O. Box 2681, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Krysten Lumsden
              Telephone: (345) 945 3901
              Fax: (345) 945 3902


DINVEST TRADING: Proofs of Claim Filing Deadline Is May 30
----------------------------------------------------------
Dinvest Trading Ltd.'s creditors have until May 30, 2008, to
prove their claims to Richard L. Finlay, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

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

The liquidator can be reached at:

              Richard L. Finlay
              c/o Conyers Dill & Pearman
              Cricket Square, Hutchins Drive,
              P.O. Box 2681, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Krysten Lumsden
              Telephone: (345) 945 3901
              Fax: (345) 945 3902


DINVEST TRADING: To Hold Final Shareholders Meeting Today
---------------------------------------------------------
Dinvest Trading Ltd. will hold its final shareholders meeting on
May 30, 2008, at 11:30 a.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

Dinvest Trading's shareholder agreed on April 15, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Richard L. Finlay
              c/o Conyers Dill & Pearman
              Cricket Square, Hutchins Drive,
              P.O. Box 2681, Grand Cayman,
              Cayman Islands

Contact for inquiries:

              Krysten Lumsden
              Telephone: (345) 945 3901
              Fax: (345) 945 3902


DISCOVERY VENTURE: Holds Final Shareholders Meeting Today
---------------------------------------------------------
Discovery Venture Ltd. will hold its final shareholders meeting
on May 30, 2008, at 11:30 a.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

Discovery Venture's shareholder agreed on April 15, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


EMPIRE SQUARE: Holds Final Shareholders Meeting Today
-----------------------------------------------------
Empire Square CDO Ltd. will hold its final shareholders meeting
on May 30, 2008, at 1:00 p.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

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

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


FORGINGS INTERNATIONAL: Sets Final Shareholders Meeting Today
-------------------------------------------------------------
Forgings International Holdings (Cayman) Ltd. will hold its
final shareholders meeting on May 30, 2008, at 11:00 a.m., at
the registered office of the company.

These matters will be taken up during the meeting:

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

Forgings International's shareholder agreed on April 11, 2008,
to place the company into voluntary liquidation under The
Companies Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


IDA INVESTMENT: Sets Final Shareholders Meeting Today
-----------------------------------------------------
Ida Investment Fund will hold its final shareholders meeting on
May 30, 2008, at 1:30 p.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

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

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


MELLON YIELD: To Hold Final Shareholders Meeting Today
------------------------------------------------------
Mellon Yield Curve Arbitrage Fund Ltd. will hold its final
shareholders meeting on May 30, 2008, at 10:00 a.m., at the
registered office of the company.

These matters will be taken up during the meeting:

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

Mellon Yield's shareholder agreed on April 8, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


MTC HOLDING: Will Hold Final Shareholders Meeting Today
-------------------------------------------------------
MTC Holding (Cayman) Corp. will hold its final shareholders
meeting on May 30, 2008, at 10:00 a.m., at the representative
office, C1, 7/F, 7-10 Homantin Hill Road, Kowloon, Hong Kong.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process;
     
               2) hearing of any explanation that may be given
                  by the Liquidator in respect of the winding
                  up of the company, and

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


MTC Holding's shareholder agreed on Feb. 21, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

                 William Wong
                 Attn: Rhonda Laws
                 P.O. Box 268, George Town
                 Grand Cayman, Cayman Islands
                 Telephone: (345) 949 2648
                 Fax: (345) 949 8613


ORBANI FUND: Will Hold Final Shareholders Meeting Today
-------------------------------------------------------
Orbani Fund will hold its final shareholders meeting on May 30,
2008, at 10:30 am, at the registered office of the company.

These matters will be taken up during the meeting:

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

Orbani Fund's shareholder agreed on April 8, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


PARMALAT SPA: NJ Court Denies Mistrial Request vs Citigroup
-----------------------------------------------------------
The Hon. Jonathan Harris of the New Jersey Superior Court has
denied Parmalat S.p.A.'s request for a mistrial in its lawsuit
against Citigroup Inc., David Voreacos writes for Bloomberg
News.

Parmalat chief executive Enrico Bondi had sought a mistrial on
grounds that Citigroup violated the judge's order to produce
around 4,300 pages of documents in a timely manner.

"A mistrial should be a last resort," Judge Harris was quoted by
Bloomberg News as saying.  "It should only be employed if a
manifest injustice under the law would be worked upon the
plaintiffs."

Judge Harris also ordered Citigroup to pay legal fees tied to
the mistrial request to Mr. Bondi's lawyers.

                        Trial Suspension

Judge Harris, meanwhile, granted Parmalat's request to delay the
case to allow Mr. Bondi's to interview 12 witnesses about the
documents, Bloomberg News relates.  The judge suspended the
trial between June 4, 2008, and June 9, 2008.

The judge also granted request to allow Mr. Bondi's lawyers to
question some Citigroup witnesses about Italian criminal
investigations of the Parmalat bankruptcy.

The trial -- in which Citigroup faces charges of aiding and
abetting breach of fiduciary duty relating to the corrupt
insiders' larceny from Parmalat -- is expected to last through
the end of July.  Citigroup is facing a US$2.2 billion in
damages in New Jersey and has counter-sued Parmalat for
US$699 million

The case is Bondi v. Citigroup, BER-L-10902-04, New Jersey
Superior Court (Hackensack).

                        About Parmalat

Headquartered in Milan, Italy, Parmalat S.p.A.
-- http://www.parmalat.net/-- sells nameplate milk products
that can be stored at room temperature for months.  It also has
about 40 brand product lines, which include yogurt, cheese,
butter, cakes and cookies, breads, pizza, snack foods and
vegetable sauces, soups and juices.

The company's U.S. operations filed for chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139).  Gary
Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal &
Manges LLP, represent the Debtors.  When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200
million in assets and debts.  The U.S. Debtors emerged from
bankruptcy on April 13, 2005.

Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003.
Dr. Enrico Bondi was appointed Extraordinary Commissioner in
each of the cases.  The Parma Court has declared the units
insolvent.

On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No.
04-14268, in the United States Bankruptcy Court for the Southern
District of New York.

Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat
Capital Finance Ltd., and Food Holdings Ltd.  Dairy Holdings and
Food Holdings are Cayman Island special-purpose vehicles
established by Parmalat S.p.A.  The Finance Companies are under
separate winding up petitions before the Grand Court of the
Cayman Islands.  Gordon I. MacRae and James Cleaver of Kroll
(Cayman) Ltd. serve as Joint Provisional Liquidators in the
cases.  On Jan. 20, 2004, the Liquidators filed Sec. 304
petition, Case No. 04-10362, in the United States Bankruptcy
Court for the Southern District of New York.  In May 2006, the
Cayman Island Court appointed Messrs. MacRae and Cleaver as
Joint Official Liquidators.  Gregory M. Petrick, Esq., at
Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq.,
at Janvey, Gordon, Herlands Randolph, represent the Finance
Companies in the Sec. 304 case.

The Honorable Robert D. Drain presides over the Parmalat
Debtors' U.S. cases.  On June 21, 2007, the U.S. Court granted
Parmalat permanent injunction.


POSEIDON INVESTMENTS: Sets Final Shareholders Meeting Today
-----------------------------------------------------------
Poseidon Investments A Ltd. will hold its final shareholders
meeting on May 30, 2008, at 9:00 am, at the registered office of
the company.

These matters will be taken up during the meeting:

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

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

The liquidators can be reached at:

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


PFW LTD: Will Hold Final Shareholders Meeting Today
---------------------------------------------------
PFW Ltd. will hold its final shareholders meeting on May 30,
2008, at 12.00 p.m., at the registered office of the company.

These matters will be taken up during the meeting:

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

PFW Ltd.'s shareholder agreed on April 15, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


REX FUNDING: Will Hold Final Shareholders Meeting Today
-------------------------------------------------------
Rex Funding Ltd. will hold its final shareholders meeting on
May 30, 2008, at 12:30 p.m., at the registered office of the
company.

These matters will be taken up during the meeting:

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

Rex Funding's shareholders agreed on April 16, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


SATELLITE SP: To Hold Final Shareholders Meeting Today
------------------------------------------------------
Satellite SP Investments Ltd. will hold its final shareholders
meeting on May 30, 2008, at 9:30 am, at the registered office of
the company.

These matters will be taken up during the meeting:

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

Satellite SP's shareholder agreed on April 8, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


SEINE AIRCRAFT: Sets Final Shareholders Meeting Today
-----------------------------------------------------
Seine Aircraft Leasing Ltd. will hold its final shareholders
meeting on May 30, 2008, at 2:00 p.m., at the registered office
of the company.

These matters will be taken up during the meeting:

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

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

The liquidator can be reached at:

              Walkers SPV Limited
              Walker House, 87 Mary Street,
              George Town, Grand Cayman,
              Cayman Islands


SOUTHERN HEMISPHERE: Holds Final Shareholders Meeting Today
-----------------------------------------------------------
Southern Hemisphere Investments Ltd. will hold its final
shareholders meeting on May 30, 2008, at 10:00 am, at the
offices of Rawlinson & Hunter, One Capital Place, George Town,
Grand Cayman, Cayman Islands.

These matters will be taken up during the meeting:

               1) accounting of the wind-up process;
     
               2) hearing of any explanation that may be given
                  by the Liquidator in respect of the winding
                  up of the company, and

Southern Hemisphere's shareholders agreed on April 18, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

              Peter D. Anderson and Alan Milgate
              P.O Box 897 George Town,
              Grand Cayman, Cayman Islands
              Telephone: (345) 949-7576
              Fax: (345) 949-8295



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

TYCO INT'L: To Present at JP Morgan Annual Conference on June 4
---------------------------------------------------------------
Tyco International Ltd. will present at the JP Morgan 3rd Annual
Basics & Industrials Conference in New York City on June 4, 2008
at 10:45 a.m. EDT.  

The company's presentation will be given by Edward Arditte and
Patrick Decker.  Mr. Arditte is the Senior Vice President for
Strategy & Investor Relations while, Mr. Decker is the President
of Tyco Flow Control.

A live webcast of the presentation and the supporting materials
will be available on the company's website at:

                  http://investors.tyco.com

Based in Pembroke, Bermuda, Tyco International Ltd. (NYSE: TYC)
-- http://www.tyco.com/-- provides security, fire protection   
and detection, valves and controls, and other industrial
products and services to customers in four business segments:
Electronics, Fire & Security, Healthcare, and Engineered
Products & Services.  With 2007 revenue of US$18 billion, Tyco
employs approximately 118,000 people worldwide.  In Latin
America, Tyco has presence in Argentina, Brazil, Chile, Costa
Rica, Ecuador, Honduras, and the Bahamas.

Effective June 29, 2007, Tyco International Ltd. completed the
spin-offs of Covidien and Tyco Electronics, formerly its
Healthcare and Electronics businesses, respectively, into
separate, publicly traded companies in the form of a
distribution to Tyco shareholders.

                           *     *     *

As reported in the Troubled Company Reporter on Dec. 21, 2007,
in its annual report for the year ended Sept. 28, 2007, Tyco
said that on Nov. 8, 2007, The Bank of New York delivered to the
company a notice of events of default.  The notice claims that
the actions taken by the company in connection with its
separation into three public entities constitute events of
default under certain indentures.



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

US AIRWAYS: To Meet With United CEO to Iron Out Deal
----------------------------------------------------
UAL Corp. and US Airways Group Inc. chief executive officers
will meet Thursday to continue merger talks and exchange
information on potential stumbling blocks raised by UAL
directors, The Wall Street Journal reports, citing people
familiar with the situation.

The issues raised by UAL directors include how both carriers
would raise capital to fund the consolidation; how to resolve
labor contract issues; and how much flexibility they would have
to take airplane seats out of their combined system.

At the meeting, if the CEOs find a way to resolve the
outstanding issues, both could approach their boards in mid-June
for approval to pursue the deal, unnamed sources told WSJ.  The
carriers have yet to agree on an exchange ratio for a share swap
or on who might run a combined company, according to reports.

The New York Times, however, said there has been little to no
contact between United and USAir in recent days and the internal
teams of senior executives at both companies have put the talks
on "permanent hold."

USAir officials were growing impatient, NYT added.

To win federal approval for the carriers' planned merger
transaction, an agreement from both parties should have occurred
by about Memorial Day to allow time for regulatory scrutiny,
said NYT.

"We don't comment on rumors or speculation," United spokeswoman
Jean Medina said, reports NYT.  USAir Spokesman Philip Gee also
declined to comment.

The United-US Air talks picked up speed in April after
Continental Airlines decided not to consolidate with United.
United and USAir reportedly hoped to reach an agreement within a
month, so it could be considered by the Justice Department
before a new president takes office.

NYT said although United's board met two weeks ago for an update
on the discussions, the board took no formal vote on the
situation since there was no agreement to consider.

                      About UAL Corporation

Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA)
-- http://www.united.com/-- is the holding company for United
Airlines, Inc.  United Airlines is the world's second largest
air carrier.  The airline flies to Brazil, Korea and Germany.

The company filed for chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191).  James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and
Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the
Debtors in their restructuring efforts.  Fruman Jacobson, Esq.,
at Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.

Judge Eugene R. Wedoff confirmed the Debtors' Second Amended
Plan on Jan. 20, 2006.  The company emerged from bankruptcy
protection on Feb. 1, 2006.

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

                        *     *     *

As reported in the Troubled Company Reporter on May 3, 2007,
Fitch Ratings has affirmed the Issuer Default Ratings of UAL
Corp. and its principal operating subsidiary United Airlines
Inc. at B-.

                         About US Airways

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

US Airways has operations in Japan, Australia, China, Costa
Rica, Philippines, and Spain.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for US$240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11
petition on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J.
Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken,
Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represent
the Debtors in their restructuring efforts.  In the Company's
second bankruptcy filing, it lists US$8,805,972,000 in total
assets and US$8,702,437,000 in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date.  (US Airways
Bankruptcy News, Issue No. 158; Bankruptcy Creditors' Service,
Inc., http://bankrupt.com/newsstand/or 215/945-7000)

                          *     *     *

The TCR-LA reported on April 17, 2008, that Fitch Ratings
affirmed the debt ratings of US Airways Group, Inc. as: Issuer
Default Rating at 'B-'; Secured term loan rating at 'BB-/RR1';
and Senior unsecured rating at 'CCC/RR6'.  Fitch's ratings apply
to approximately US$1.7 billion in outstanding debt.  Fitch said
the rating outlook has been revised to stable from positive.

As reported in the Troubled Company Reporter-Latin America on
March 27, 2008, Standard & Poor's Ratings Services revised its
outlook on US Airways Group Inc. to stable from positive.  S&P
has affirmed all ratings, including the 'B-' long-term corporate
credit rating.


US AIRWAYS: Weakening Performance Cues Moody's Negative Outlook
---------------------------------------------------------------
Moody's Investors Service changed the outlook of US Airways
Group, Inc., to negative from positive. The Speculative Grade
Liquidity rating was lowered to SGL-3 from SGL-2. The Corporate
Family Rating of B3, as well as the ratings of its outstanding
corporate debt instruments and selected classes of US Airways'
Enhanced Equipment Trust Certificates ("EETC"), was affirmed.

Although the company is taking steps to mitigate the impact of
record high fuel costs by implementing programs to increase
ancillary revenue, reduce capacity and reduce capital
expenditures for the remainder of 2008, profitability has
declined and US Airways is likely to report further operating
losses after posting an operating loss for the first quarter of
2008. Moody's notes that US Airways' non-fuel unit costs
continue to represent an opportunity for savings, as the
benefits anticipated from the merger between US Airways and
America West Airlines have yet to be fully achieved. The
company's pilots groups have not ratified a common labor
contract due to ongoing seniority issues, and the America West
pilots continue to work under the terms of a collective
bargaining agreement that became amendable in December 2006.
While US Airways has also implemented various initiatives to
improve revenue, they have not been sufficient to absorb the
increases in its cost base. Absent a meaningful improvement in
passenger yields across the industry, current high fuel costs
will challenge the company's ability to improve and sustain
profitability and cash flow generation at adequate levels. Debt
to EBITDA of 6.8x and EBIT to interest expense of 1.3x for the
12 months to March 31, 2008 (both using Moody's standard
adjustments), were reflective of credits at the low end of the B
rating range but do not incorporate the full effect of current
difficult operating conditions. Sustained high fuel costs would
further erode the company's credit metrics and put further
pressure on debt ratings.

The change to the outlook of US Airways reflects the weakening
financial performance of the company, which is driven largely by
the continued high level of fuel costs. Despite enjoying a lower
cost structure than some other mainline carriers and higher unit
revenues than other Low Cost Carriers ("LCC"), US Airways has
reported successive quarterly net losses, negative free cash
flow and deteriorating financial metrics. Although the company's
near term calls on cash are manageable due to modest debt
maturities and scheduled aircraft deliveries, Moody's expects
continuing cash operating losses will absorb a meaningful
portion of the company's liquidity during 2008.

The rating actions on the EETCs of US Airways consider the
underlying Corporate Family rating of US Airways, the continuing
availability of liquidity facilities to meet interest payments
for 18 months in the event of a US Airways default, and the
asset values of specific aircraft which secure the various
EETCs. The junior classes of any EETC are generally more
vulnerable to uncertainty in recovery as they hold a first loss
position. Yet in the current trading market for aircraft
valuation trends for the company's aircraft have continued to be
favorable, and Moody's has not changed its view of relative
recovery for US Airways' EETCs. The ratings on the senior
tranches of the Series 2000-1, 2000-2, 2000-3 and 2001-1 Pass
Through Certificates reflect that they are supported by policies
issued by Aaa rated monoline insurance companies.

The negative outlook reflects the continued business pressures
facing US Airways, primarily due to the impact of higher fuel
costs and a weak domestic demand environment. Although load
factors remain strong, US Airways' ability to continue to
implement fare increases and fuel surcharges is unlikely to
fully offset the impact of rising fuel costs. The company's plan
to reduce capacity in 2008 should allow it to increase fares but
unless fuel costs decline operating profits and net income are
likely to continue to be negative, and US Airways is likely to
continue to sustain negative cash flow from operations.

Moody's notes that US Airways should maintain an adequate
liquidity profile during the next 12 months despite the
expectation that cash losses from operations will represent an
increasing use of funds. Although the company has financed 2008
aircraft deliveries and debt maturities are modest, US Airways
does not have a revolving credit facility that could add
flexibility in meeting its funding needs in the coming months.
At March 31, 2008 US Airways reported approximately US$2.1
billion of unrestricted cash and short term investments.
However, the company has a portion of its funds (approximately
US$295 million net of impairment charges at March 31, 2008)
invested in auction rate securities which are classified as non-
current assets on the balance sheet. Although they have impaired
to levels that US Airways believes represent fair value, the
company may not be able to readily monetize the securities even
at these values in the current credit market environment. US
Airways is not subject to compliance with any specific financial
covenants in its financing agreements other than a minimum cash
balance test. The company retains a fixed charge covenant in its
credit card processing agreement. However, at its current level,
the holdback is at the maximum level allowable under this
covenant.

US Airways' rating could be lowered if the company is unable to
reverse operating losses and restore cash flow and financial
metrics, if unrestricted cash and short term investments fall
below US$1 billion, or if the risk of credit card processors
meaningfully increasing holdback requirements increases.

US Airways' outlook could be stabilized with sustained increases
to revenues or reduced fuel and non-fuel costs that increases
cash flow from operations and mitigates the need for the company
to consume existing liquidity to satisfy operating needs.

Downgrades:

  Issuer: Hillsborough County Aviation Authority, FL

   * Senior Secured Revenue Bonds, Downgraded to LGD6, 92% from
     LGD5, 89%

  Issuer: Indianapolis Airport Authority, IN

   * Revenue Bonds, Downgraded to LGD6, 92% from LGD5, 89%

  Issuer: Phoenix Industrial Development Authority, AZ

   * Senior Unsecured Revenue Bonds, Downgraded to LGD6, 92%
     from LGD5, 89%

  Issuer: US Airways Group, Inc.

   * Senior Secured Bank Credit Facility, Downgraded to LGD3, \
     43% from LGD3, 42%

Outlook Actions:

  Issuer: America West Airlines, Inc.
   * Outlook, Changed To Negative From Positive

  Issuer: US Airways Group, Inc.
   * Outlook, Changed To Negative From Positive

  Issuer: US Airways, Inc.
   * Outlook, Changed To Negative From Positive

Withdrawals:

  Issuer: US Airways Group, Inc.

   * Senior Secured Bank Credit Facility, Withdrawn, previously
     rated 39 - LGD3

Based in Tempe, Arizona, US Airways Group Inc.'s (NYSE: LCC) -
http://www.usairways.com/-- primary business activity is the
ownership of the common stock of US Airways, Inc., Allegheny
Airlines, Inc., Piedmont Airlines, Inc., PSA Airlines, Inc.,
MidAtlantic Airways, Inc., US Airways Leasing and Sales, Inc.,
Material Services Company, Inc., and Airways Assurance Limited,
LLC.

US Airways has operations in Japan, Australia, China, Costa
Rica, Philippines, and Spain.

Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for US$240 million infusion of new capital.

US Airways and its subsidiaries filed another chapter 11
petition on Sept. 12, 2004 (Bankr. E.D. Va. Case No. 04-13820).  
Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J.
Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken,
Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represent
the Debtors in their restructuring efforts.  In the Company's
second bankruptcy filing, it lists US$8,805,972,000 in total
assets and US$8,702,437,000 in total debts.

The Debtors' Chapter 11 plan for its second bankruptcy filing
became effective on Sept. 27, 2005.  The Debtors completed their
merger with America West on the same date.



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

CABLE & WIRELESS: Jamaican Unit Discards J$5.4B in Mobile Assets
----------------------------------------------------------------
The Jamaica Gleaner reports that Cable & Wireless PLC's Jamaican
unit has discarded J$5.4 billion in mobile assets.

Cable & Wireless Jamaica's Chief Executive Officer Phil Green
told The Gleaner that "the write-down of mobile assets was the
principal component of a J$5.14 billion impairment of the
accounts" for the financial year that ended on March 31, 2008.  
"The write-off relates principally to all of our mobile
infrastructure assets, and let me say that it now allows us to
invest in a new mobile infrastructure, details of which will be
announced shortly," Mr. Green added.

The Gleaner notes that Cable & Wireless Jamaica is expected to
disclose investments for replacement technology within months.  
"We will be looking for expansion opportunities on a case-by-
case basis that truly complement the vision of a pan-Caribbean
enterprise.  That will be the preview of this new board [of
governors being created for Cable & Wireless Jamaica]," Mr.
Green added.

Headquartered in London, Cable & Wireless Plc
-- http://www.cw.com/new/-- operates through two standalone
business units -- International and Europe, Asia & US.  The
International business unit operates integrated
telecommunications companies in 33 countries offering mobile,
broadband, domestic and international fixed line services to
residential and business customers, with principal operations in
the Caribbean, Panama, Macau, Monaco and the Channel Islands.  
The Europe, Asia & U.S. business unit provides enterprise and
carrier solutions to the largest users of telecoms services
across the U.K., U.S., continental Europe and Asia -- and
wholesale broadband services in the U.K.

Specifically, the company's operations are in the United
Kingdom, India, China, the Cayman Islands and the Middle East.

                        *     *     *

As of Feb. 12, 2008, Cable & Wireless Plc carries a Ba3 long-
term corporate family rating, a B1 senior unsecured debt rating
and a Ba3 probability of default rating from Moody's Investors
Service, which said the outlook is stable.

As reported in the Troubled Company Reporter-Latin America on
May 27, 2008, Standard & Poor's Ratings Services revised its
outlook on Cable & Wireless PLC to developing from stable.  The
developing outlook means ratings can be raised, lowered, or
affirmed.  The 'BB-' long-term and 'B' short-term corporate
credit ratings remain unchanged.


CASH PLUS: Former Manager Gets Threats, Asks for Security
---------------------------------------------------------
The Jamaica Gleaner reports that former Cash Plus Limited
manager Marsha Stephens has put in a claim for the firm to
provide her with bodyguards.

The Jamaica Observer relates that in March 2008 Ms. Stephens,
Cash Plus' manager at that time, filed an application under
Section 213A of the Companies Act (2004), to put the firm into
receivership.  Ms. Marsha told The Gleaner that her life has
been threatened since she brought the application.  She said
that she has had to relocate and quit her job.

According to The Gleaner, Ms. Marsha made the claim against Cash
Plus and the receiver/manager Kevin Bandoian.  She is
represented by attorney-at-law Melrose Reid.

The Gleaner notes that Mr. Bandoian presented an audited
financial report for Cash Plus to the Supreme Court of Jamaica.  
The report couldn't be approved until the court hears an
application on June 23 that challenges the legality of the
receivership.  Cash Plus' legal representative Paul Beswick had
alleged that Ms. Stephens had no legal authority to file for the
firm to be placed into receivership as she is an employee.  M.
Beswick is relying on the Companies Act to support his claim.

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

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


NATIONAL COMMERCIAL: AIC (Barbados) Sells 48.7MM Shares in Firm
---------------------------------------------------------------
Radio Jamaica reports that AIC (Barbados) Limited has sold
48.7 million National Commercial Bank Jamaica Limited shares to
AIC Global Holdings Limited.

According to Radio Jamaica, the transaction was valued at over
J$1 billion.

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

                        *     *     *

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

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



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

AMERICAN AXLE: Non-US Units Generate 85% of US$1.4BB New Backlog
----------------------------------------------------------------
American Axle & Manufacturing Holdings, Inc. reported that its
backlog of new and incremental business launching from 2009
through 2013 has increased to approximately US$1.4 billion in
future annual sales.

American Axle currently expects to launch approximately
two-thirds of the US$1.4 billion new business backlog in the
2009, 2010 and 2011 calendar years.  The balance of the new
business backlog will launch in 2012 and 2013.

The company's new business backlog reflects the company's
continued success in expanding its product portfolio, customer
base, served markets and global manufacturing footprint.

Almost half of American Axle's new business backlog relates to
rear-wheel-drive and all-wheel-drive applications for passenger
cars and crossover vehicles.

American Axle's new business backlog benefits from the company's
continued focus on electronics product integration.  This is
particularly evident in the expansion of its drivetrain product
offerings, such as transmission differentials and transfer
cases.

Approximately 85% of American Axle's new business backlog has
been sourced to the company's non-U.S. facilities.  This will
accelerate the expansion of its high quality, cost-competitive
and operationally flexible global manufacturing footprint in
Brazil, China, India, Mexico, Poland and Thailand.

The growth in American Axle's new business backlog also reflects
its successful efforts to diversify its customer base.  Recent
awards in the company's new business backlog include:

   -- Nissan Motor Co., Ltd. has selected the company to produce
      rear axles and driveshafts for a 2010 model-year light
      vehicle program.  These components will be manufactured at
      American Axle's Guanajuato, Mexico manufacturing facility
      for the North American market.

   -- Renault S.A. has chosen the company to manufacture rear
      dual-wheel axles for a 2011 model-year light commercial
      vehicle program.  These components will be manufactured at
      American Axle's Changshu, China manufacturing facility for
      consumption in the emerging markets of Brazil, Russia,
      India, and China.

   -- Audi AG has awarded the company new and incremental
      transmission differential business.  These components will
      be manufactured at American Axle's Olawa, Poland
      manufacturing facility.

   -- Brilliance China Automotive Holdings, Ltd. has selected
      the company to produce independent rear drive assemblies
      for a 2010 model-year crossover utility vehicle program.
      These components will be manufactured at American Axle's
      Changshu, China manufacturing facility for the domestic
      market in China.

   -- Chery Automobile Co., Ltd. has chosen American Axle to
      supply driveshafts for a 2009 model year crossover
      vehicle.  As previously announced, this vehicle will also
      feature the company's rear-drive modules.  These
      components will also be produced at its Changshu, China
      manufacturing facility for the domestic market in China.

"Record high fuel prices, rapidly shifting consumer preferences
and fast growth in the emerging markets are quickly changing the
product development requirements of the global automotive
industry," American Axle's Co-Founder, Chairperson of the Board
& Chief Executive Officer, Richard E. Dauch said.  "AAM's
success in growing its new business backlog demonstrates that
our long-term strategic goals of expanding and diversifying
AAM's product portfolio, customer base, served markets and
global manufacturing footprint are on track and in balance with
the needs of our customers."

American Axle values its new business backlog based on
production volume estimates and program design direction
provided by its customers.  The sales value of these awards will
depend on product volumes, program launch timing and foreign
currency exchange.

Headquartered in Detroit, Michigan, American Axle &
Manufacturing Holdings Inc. (NYSE:AXL) -- http://www.aam.com/--  

and its wholly owned subsidiary, American Axle & Manufacturing,
Inc., manufactures, engineers, designs and validates driveline
and drivetrain systems and related components and modules,
chassis systems and metal-formed products for light trucks,
sport utility vehicles and passenger cars.  In addition to
locations in the United States (in Michigan, New York and Ohio),
the company also has offices or facilities in Brazil, China,
Germany, India, Japan, Luxembourg, Mexico, Poland, South Korea
and the United Kingdom.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 7, 2008, Moody's Investors Service placed American Axle &
Manufacturing Holdings, Inc.'s Ba3 Corporate Family Rating under
review for downgrade.


ASARCO LLC: Unidentified Firm Outbids Grupo Mexico in Auction
-------------------------------------------------------------
Grupo Mexico SAB has failed to be the lead bidder in an auction
that will decide the fate of its Asarco LLC unit after a bidder,
whose name was not disclosed pursuant to a confidentiality deal
among bidders, offered more than US$2.6 billion, Steven Church
of Bloomberg News reports.

Grupo Mexico will keep the fight to regain control of the copper
producer and has filed a plan to pay all of its debts, Bloomberg
cites company attorney Luc Despins as saying.

Bloomberg relates that four companies were vying to reorganize
Asarco and buy its remaining assets.  The winner will be the
lead, or "stalking horse," bidder for an auction to become the
financial sponsor of Asarco's Chapter 11 reorganization plan.

Grupo Mexico's bankrupt unit may sign a contract with the
stalking horse on May 30.  According to the Bloomberg report,
the bankruptcy court will hold a hearing on June 12 and 13 to
decide whether to grant the stalking-horse offer and rules for
the final auction.  A breakup fee of about US$50 million would
be paid to the stalking horse should it lose to a rival, the
report adds.

                           About ASARCO

Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/   
-- is an integrated copper mining, smelting and refining
company.  Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.  
The Company filed for chapter 11 protection on Aug. 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207).  James R. Prince, Esq.,
Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker
Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A.
Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden,
Womble & Culbreth, P.C., represent the Debtor in its
restructuring efforts.  Lehman Brothers Inc. provides the ASARCO
with financial advisory services And investment banking
services.  Paul M. Singer, Esq., James C. McCarroll, Esq., and
Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the
Official Committee of Unsecured Creditors and David J. Beckman
at FTI Consulting, Inc., gives financial advisory services to
the Committee.  When the Debtor filed for protection from its
creditors, it listed US$600 million in total assets and US$1
billion in total debts.

The Debtor has five affiliates that filed for chapter 11
protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-
20521 through 05-20525).  They are Lac d'Amiante Du Quebec Ltee,
CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake
Asbestos of Quebec, Ltd., and LAQ Canada, Ltd.  Details about
their asbestos-driven chapter 11 filings have appeared in the
Troubled Company Reporter since April 18, 2005.

Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304),
Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex.
Case No. 05-21346) also filed for chapter 11 protection, and
ASARCO has asked that the three subsidiary cases be jointly
administered with its chapter 11 case.  On Oct. 24, 2005,
Encycle/Texas' case was converted to a Chapter 7 liquidation
proceeding.  The Court appointed Michael Boudloche as
Encycle/Texas, Inc.'s Chapter 7 Trustee.  Michael B. Schmidt,
Esq., and John Vardeman, Esq., at Law Offices of Michael B.
Schmidt represent the Chapter 7 Trustee.

ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC,
and ASARCO Exploration Company Inc., filed for Chapter 11
protection on Dec. 12, 2006 (Bankr. S.D. Tex. Case No. 06-20774
to 06-20776).

ASARCO and its debtor affiliates are scheduled to file a plan of
reorganization on June 10, 2008.


CEMEX SAB: Stock Drops After Morgan Stanley Downgrade
-----------------------------------------------------
CEMEX S.A.B. de C.V.'s stocks dropped 3.5% to MXN30.73 in Mexico
City trading following the downgrade of shares by Morgan Stanley
and after rival Holcim Ltd. grabbed an exclusive deal to supply
materials for London's Olympic Park, William Freebairn of
Bloomberg News reports.

Morgan Stanley analysts Nicolai Sebrell and Tatiana Feldman
lowered their rating on Cemex shares to "underweight" from
"equal-weight", and noted that U.S. cement prices may sink as
demand falls, Bloomberg relates.

In 2008, the company's shares increased 13% compared with a 6.4%
gain for the Bolsa index, Bloomberg adds.

According to Bloomberg, Cemex lost the contract to Holcim to
provide sand, gravel, crushed stone and recycled concrete for
construction of the site for the 2012 Olympic Games.  Financial
details of the contracts were not disclosed.

Headquartered in Mexico, CEMEX S.A.B. de C.V. --
http://www.CEMEX.com/-- is a growing global building solutions    
company that provides high quality products and reliable service
to customers and communities in more than 50 countries
throughout the world, including Argentina, Colombia and
Venezuela.  Commemorating its 100th anniversary in 2006, CEMEX
has a rich history of improving the well-being of those it
serves through its efforts to pursue innovative industry
solutions and efficiency advancements and to promote a
sustainable future.

                          *     *     *

On May 30, 2005, Moody's Investors Service revised the
ratings outlook on Cemex S.A. de C.V.'s Ba1 ratings to positive
from stable.  Ratings affected include the company's Ba1 ratings
on approximately US$110 million in senior unsecured Euro notes
and its senior implied rating.


CORDIA CORP: March 31 Balance Sheet Upside-Down by US$4,784,160
---------------------------------------------------------------
Cordia Corp.'s consolidated balance sheet at March 31, 2008,  
showed US$11,967,242 in total assets and US$16,751,402 in total
liabilities, resulting in a US$4,784,160 total stockholders'
deficit.

At March 31, 2008, the company's consolidated balance sheet also
showed strained liquidity with US$4,842,948 in total current
assets available to pay US$15,734,758 in total current
liabilities.

The company reported a net loss of US$838,273, on revenues of
US$12,016,441, for the first quarter ended March 31, 2008,
compared with a net loss of US$640,904, on revenues of
US$10,236,735, in the same period last year.

For the three month period ended March 31, 2008, the company's
wireline services revenue increased 14.1% to US$11,356,943 from
US$9,952,700 reported in the same period last year.  This
increase is attributable to a 22.0% increase in lines, which is
primarily due to the acquisition of NST in August 2007.

For the three month period ended March 31, 2008, VoIP services
revenue increased to US$654,998 as compared to approximately
US$166,994 reported in the same period in 2007.  Approximately
US$328,000 of the increase in VoIP revenue was related to the
company's international services and approximately US$160,000
was related to the company's domestic services.  Included in the
increase in international services were equipment sales of
US$161,000.   

Business Process Outsourced Services revenue, which is income
earned through outsourcing of billing services, data, and
website technology to wholesale telecommunications providers,
decreased 97.0% to US$4,500 for the three month period ended
March 31, 2008, as compared to US$117,041 during the same period
in 2007.  This change occurred as a result of the company's
wholesale customers' decreased line counts.  

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?2cc7

                     Going Concern Disclaimer

Lazar Levine & Felix LLP, in New York, expressed substantial
doubt about Cordia Corp.'s ability to continue as a going
concern after auditing the company's consolidted financial
statements for the year ended Dec. 31, 2007.  The auditing firm
pointed to the company's negative working capital, stockholders'
deficit and losses from operations.

                        About Cordia Corp.

Based in Winter Garden, Fla., Cordia Corporation (OTC BB: CORG)
-- http://www.cordiacorp.com/-- through its operating  
subsidiaries, Cordia Communications Corp., CordiaIP Corp., My
Tel Co Inc., Northstar Telecom Inc., and Cordia International
Corp. offers business, residential, and wholesale customers
local and long distance telecommunications services in more than
sixty (60) countries utilizing traditional wireline and Voice
over Internet Protocol (VoIP) technologies.  In addition, Cordia
develops and provides a suite of proprietary web-based billing
software and outsourced services to local, long distance and
VoIP  telecommunications providers.  The company has Latin
America operations in Mexico, Brazil, Argentina, Chile and Peru.


DURA AUTOMOTIVE: Blackstone to Lead Exit Financing Facility
-----------------------------------------------------------
The Blackstone Group will lead DURA Automotive Systems, Inc.'s
exit financing package, Credit Investment News says.  The
report, however, says it is unsure whether Blackstone will put
up the entire financing or syndicate it to other investors.

The exit financing facility will be comprised of a
US$150 million first lien term loan and a US$110 million
revolving credit facility, which includes a US$25 million letter
of credit sub-facility.  The Plan conditions its effectivity on
the consummation of the Exit Facility.

DURA's US$90 million Revolving Credit Facility and
US$170 million Replacement Financing Facility require DURA to
procure commitment to provide equity exit financing by April 15,
2008, and debt equity financing by May 8.  The Revolving Credit
Facility and the Replacement Financing Facility will expire on
the earlier of June 30, 2008, or the substantial consummation of
the Plan.

Aside from the Exit Financing, the Plan also contemplates for a
New Money Second Lien Loan with certain existing creditors that
will provide a second lien secured term loan with a new capital
infusion of US$80 million, and a face amount of US$100 million.

Conditions precedent to the effective date of the Plan include
the consummation of the New Money Second Lien Loan and the Exit
Credit Facility.

DURA expects the Effective Date to occur in the second quarter
of 2008.

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

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

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

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

On April 3, 2008, the Court approved the Debtors' revised
Disclosure Statement explaining their revised Chapter 11 plan of
reorganization.  

(Dura Automotive Bankruptcy News, Issue No. 57; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or    
215/945-7000).


DURA AUTOMOTIVE: Posts Q1 Loss Despite Rise in Sales
----------------------------------------------------
DURA Automotive Systems, Inc., tells the U.S. Securities and
Exchange Commission that it is unable to file its quarterly
report on Form 10-Q for the quarter ended March 30, 2008, by the
deadline without unreasonable effort and expense.

C. Timothy Trenary, DURA's vice president and chief financial
officer, relates that the company is currently addressing
several material weaknesses, which has delayed the completion of
the financial report and other information to be included in its
Annual Report on Form 10-K for the year ended Dec. 31, 2007,
and the 2007 quarterly Forms 10-Q reports.  He says DURA is
working diligently to finalize its financial statements for the
year ended Dec. 31, 2007, and the 2007 quarterly 10-Q
reports, and is providing Deloitte & Touche LLP, its financial
advisor, with the information necessary to complete the audit of
DURA's consolidated financial statements.

As a result of DURA's efforts to complete the 2007 Form 10-K and
the 2007 quarterly 10-Q reports, it is unable to finalize the
First Quarter 2008 Form 10-Q, Mr. Trenary says.

Mr. Trenary relates that the SEC requires DURA to explain
whether the results of operations expected to be reported for
the quarterly period ended March 30, 2008, will reflect
significant changes from the results of operations for the
quarterly period ended April 1, 2007.  However, DURA has not
filed its quarterly report on Form 10-Q for the quarterly period
ended April 1, 2007, because it has not finalized those results
of operations.  As a result, DURA is unable to determine whether
its results of operations for the first quarter of 2008 will
reflect significant changes from those in the first quarter of
2007, Mr. Trenary says.

DURA, however, discloses a brief summary of its results of
operations for the first quarter of 2008:

  -- DURA expects to report a net loss for the first quarter
     ended March 30, 2008.  The net loss for first quarter ended
     March 30, 2008, will include charges for facilities
     consolidation, asset impairments, restructuring and
     reorganization.  In 2008, the company has incurred a
     significant amount of professional fees and debt extension
     and renewal charges associated with our reorganization.  
     Furthermore, during the third quarter of 2007, DURA
     completed the sale of its Atwood Mobile Products division,
     which sale will impact the company's financial results in
     2008, as compared to 2007.

  -- Sales increased due to volume and price increases,
     favorable product mix, favorable foreign currency
     fluctuations due to the strengthening of the Euro compared
     to the U.S. dollar.  Europe accounted for the total
     increased sales in 2008.  In 2007, there are slowdowns in
     the North American automotive market, which negatively
     impacted net sales and gross margin during the first half
     of 2007.

  -- Operating margins improved due to increased sales,
     improvement or reduction in excess capacity resulted from
     collecting on the ongoing restructuring and manufacturing
     operations alignments, and relocations efforts to lower
     cost countries.  The improvement in operating losses
     resulted from lower employee-related expenses due to
     reduced headcount, which was partially off set by higher
     professional fees and employee related compensation in
     2008.  DURA continues to focus on these costs to ensure
     they are aligned with the business.

DURA also discloses several information that will be included
its first quarter of 2008 results:

  -- Facility consolidation charges represent facility closure
     and exit costs associated with DURA's ongoing restructuring
     plans.  Charges include severance, asset impairment, and
     costs related to moving people and businesses.  DURA
     continues to incur expenses as it implement the
     restructuring plans.

  -- Reorganization items represent primarily professional fees
     directly related to Chapter 11, which include fees for
     advisors to the Debtors, unsecured creditors and secured
     creditors, as the company comes closer to its emergence
     date, and fees related to extension and renewal of the
     DIP financing.

  -- During the second quarter ended July 2, 2006, DURA provided
     a full valuation allowance against all applicable U.S.
     deferred tax assets.  In 2007 and 2008, it has continued to
     provide a full valuation allowance against all applicable
     U.S. deferred tax assets.

  -- In Aug. 27, 2007, DURA completed the sale of its Atwood
     segment for consideration of US$160,200,000, adjusted with
     certain purchase price adjustments pursuant to a settlement
     approved by the Court in late April 2008.  Prior year
     amounts have been reclassified to reflect the sale of
     Atwood in 2007 that is required to be reported as a   
     discontinued operation under SFAS No. 144 "Accounting for
     the Impairment or Disposal of Long-Lived Assets."  Further,
     in 2008, DURA recognized a one-time favorable adjustment
     from the settlement of a lease obligation related to the
     2002 divestiture of its Mechanical Assemblies Europe
     business, a discontinued operation.

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

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

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

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

On April 3, 2008, the Court approved the Debtors' revised
Disclosure Statement explaining their revised Chapter 11 plan of
reorganization.  

(Dura Automotive Bankruptcy News, Issue No. 57; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or    
215/945-7000)


KANSAS CITY: S&P Rates Unit's US$275MM Sr. Unsecured Notes BB-
--------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB-' rating
to Kansas City Southern Railway Co.'s US$275 million senior
unsecured debt due 2015, one notch higher than the corporate
credit rating on parent company Kansas City Southern.  

S&P also assigned a recovery rating of '2' to the notes,
indicating that lenders can  expect substantial (70%-90%)
recovery in the event of a payment default.  The notes are
guaranteed by Kansas City Southern.  S&P affirmed its 'B+' long-
term corporate credit on Kansas City Southern.  Proceeds from
the new debt issuance will be used to repurchase US$200 million
aggregate principal amount of 9.5% notes due 2008 and related
fees, to reduce drawings under Kansas City Southern Railway
Co.'s revolving credit facility, and for general corporate
purposes.
     
The ratings on Kansas City Southern reflect its highly leveraged
capital structure, substantial capital spending requirements,
and challenges associated with its integration of Kansas City
Southern de Mexico S. de R.L. de C.V., the Mexican railroad
company it acquired in April 2005.  Offsetting these risks to
some extent are the favorable characteristics of the United
States freight railroad industry and the company's strategically
located rail network.
     
Kansas City Southern has strengthened its financial profile and
liquidity somewhat over the past year as a result of generally
favorable industry conditions and improved operating efficiency.  
The proposed refinancing will further enhance liquidity as will
the expected redemption of the 4.25% series C preferred stock
which the company has stated is likely to occur around June 1,
2008.  Funds from operations (FFO) to debt is now in the upper-
teens percentage area (versus 8% in 2005), and adjusted debt to
capital is in the mid-50% area (compared with the low-60% area
in 2005).  Although debt levels are likely to remain relatively
unchanged because of ongoing investments in infrastructure and
equipment, S&P expects further improvement in operating metrics
over time as the company benefits from some new revenue
opportunities, a continuing favorable pricing environment, and
further efficiency gains, although the slowing U.S. economy
could temper volume gains over the short term.
     
If Kansas City Southern continues to bolster its liquidity
position and improve its operating performance, S&P is likely to
raise ratings within the next 12 months.  If liquidity
deteriorates -- either as a result of operating pressures,
investment requirements, or early termination of the credit
facility, which could happen if upcoming debt maturities are not
refinanced at least 90 days before their maturity -- S&P would
likely lower ratings.

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.


QUEBECOR WORLD: Seeks Approval on Lease Agreement With Headlands
----------------------------------------------------------------
Quebecor World Inc. and its debtor-affiliates, through the
operations of Debtor Quebecor World Logistics Inc., provide
freight and logistics services to their customers.  QW Logistics
is currently in the process of relocating a consolidation
facility in New Jersey.

Michael J. Canning., Esq., at Arnold & Porter LLP, in New York,
told the U.S. Bankruptcy Court for the Southern District of New
York that as response to the increased demand for co-mailing
services, the Debtors must be able to provide state-of-the-art
co-mailing services to their customers.  The Debtors are
presently in the process of acquiring six state-of-the-art 30-
Pocket SF505 Co-Mailer Systems.

The Debtors intend to locate certain of the Co-Mailers to the
Northeast United States.  The Debtors currently do not own or
lease any facilities in that area to support the installation of
multiple Co-Mailers.  Moreover, the Debtors have determined that
they can realize certain efficiencies and cost savings, and
consolidate and streamline their operations by locating certain
of the Co-Mailers at the same facility as QW Logistics'
Northeastern United States consolidation facility, Mr. Canning
related.  Accordingly, the Debtors are in need of additional
real property that can serve as both a consolidation facility
for QW Logistics and for the Co-Mailers.

Mr. Canning related that the Debtors have determined that the
facility best suited for the needs of both QW Logistics and the
Debtors' co-mailing business is the site owned by Headlands
Realty Corp., located at 13 Jensen Drive, in Franklin Township,
Somerset County, New Jersey.

The Debtors asked permission from the U.S. Bankruptcy Court for
the Southern District of New York to enter into a lease
agreement with Headlands.

Mr. Canning said that Quebecor World (USA) Inc. agreed to
execute to Headlands a guaranty of lease dated April 8, 2008,
pursuant to which QW USA agreed to unconditionally and guarantee
the prompt payment of all rents and sums payable by QW Logistics
and the performance by QW Logistics of each of the terms of the
Lease.

The initial term of the Lease commences on April 8, 2008, and
ends on Oct. 31, 2020.  QW Logistics will have the right to
renew the Lease for four additional five-year terms at rates yet
to be determined.  The pre-based rent commencement date period
is from April 8, 2008 to Sept. 30, 2008.  QW Logistics'
estimated monthly rental payment under the Lease during the
initial rental period from May 1, 2009, to Sept. 30, 2013,
will be US$138,354.  In addition, QW Logistics is required to
make an advance payment of rent of US$138,354 in connection with
QW Logistics' entry into the Lease.

QW Logistics is required to provide Headlands with a security
deposit of US$1,700,000 through a letter of credit, which will
be reduced to US$141,666 on each anniversary of the base rent
commencement date for each year of the Lease's term.  QW
Logistics will have the right to construct or install certain
tenant improvements.  Headland will pay QW Logistics a tenant
improvement allowance of US$1,143,249.

Mr. Canning said that the operational capacity that the Debtors
will have based at the new facility will provide it with a
competitive edge in the Northeast United States and with
leverage in obtaining new customers.  Mr. Canning added that the
absence of a co-mailing and freight and logistics businesses in
the Northeast United States will jeopardize the Debtors' ability
to meet customer needs and will impair its strategic growth
plans in the co-mailing business.

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW) -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

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

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

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

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

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 16; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession.  The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).  
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.


QUEBECOR WORLD: Blamed for Quebecor Inc.'s Huge Loss
----------------------------------------------------
Quebecor Inc. recognized a consolidated net loss of
US$969.2 million in 2007, compared with a net loss of
US$93.9 million in 2006.  Quebecor Inc. said the net loss in
2007 was essentially due to Quebecor's share of the US$2.29
billion net loss reported by Quebecor World -- US$1.30 billion
after non-controlling interest, with no impact on Quebecor's
liquidity -- which was partially offset by net income of
US$327.1 million recorded by Quebecor Media.

Quebecor Inc. notes that a portion of its share of Quebecor
World Inc.'s net loss was reversed upon deconsolidation on
Jan. 21, 2008, generating a US$724.5 million gain (after non-
controlling interest) in the first quarter of 2008.  This amount
represents Quebecor World's net asset deficiency, i.e., the
excess of the liabilities and non-controlling interest related
to Quebecor World over Quebecor World's assets included in
Quebecor's consolidated balance sheet as of Dec. 31, 2007.

Quebecor Inc. said it will delay the release of its consolidated
financial statements for the first quarter ended March 31, 2008.  
The release of Quebecor's consolidated financial results is
dependent on the production by Quebecor World of its own
financial results.  Quebecor Inc. released its annual
consolidated financial statements on May 8, 2008.  It is now
planning the production of its quarterly financial results,
which it expects to report in early June 2008.

             Quebecor Inc. Severing Ties with QWorld

On May 1, 2008, the Troubled Company Reporter said that
following the release of the financial results of Quebecor World
for the 2007 financial year, Quebecor Inc. had specified that
Quebecor World is a legal entity distinct from Quebecor and
Quebecor World's announced net losses have no impact on
Quebecor's liquidity.

As reported in the TCR on Jan. 28, 2008, Quebecor Inc., Quebecor
Media Inc. and its subsidiaries are not affected in any way by
the decision of Quebecor World to seek court protection from
creditors under the Companies' Creditors Arrangement Act (CCAA).  
Quebecor Inc. said that Quebecor World is an independent
company, distinct from the two other entities, and its current
situation will have no effect on the normal, continuing
operations of Quebecor Inc. and Quebecor Media Inc.

Quebecor Inc. formally advised Quebecor World a week ago that it
must remove "Quebecor" from its corporate name.  This measure is
intended to eliminate any confusion in the public.

                        About Quebecor Inc.

Quebecor Inc. (TSX: QBR.A, QBR.B) is a communications company
with operations in North America, Europe, Latin America and
Asia.  It has two operating subsidiaries, Quebecor World Inc.
and Quebecor Media Inc.  Quebecor World is one of the largest
commercial print media services companies in the world.

Quebecor Media owns operating companies in numerous media
related businesses: Videotron Ltd., the largest cable operator
in Quebec and a major Internet Service Provider and provider of
telephone and business telecommunications services; Sun Media
Corporation, Canada's largest national chain of tabloids and
community newspapers; TVA Group Inc., operator of the largest
French language over the air television network in Quebec, a
number of specialty channels, and the English language over the
air station Sun TV; Canoe Inc., operator of a network of English
and French language Internet properties in Canada; Nurun Inc., a
major interactive technologies and communications agency with
offices in Canada, the United States, Europe and Asia; companies
engaged in book publishing and magazine publishing; and
companies engaged in the production, distribution and retailing
of cultural products, namely Archambault Group Inc., the largest
chain of music stores in eastern Canada, TVA Films, and Le
SuperClub Videotron Ltd., a chain of video and video game rental
and retail stores.  Quebecor Inc. has operations in 18
countries.

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

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

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

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

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

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 16; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession.  The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).  
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.


QUEBECOR WORLD: Wants to Provide Severance Pay to Some Workers
--------------------------------------------------------------
Quebecor World Inc. and its debtor-affiliates sought the U.S.
Bankruptcy Court for the Southern District of New York's
permission to modify their severance program to:

  (a) a limited number of employees whom the Debtors have
      determined to be critical to an effective shutdown
      of the Northeast Graphics facility;

  (b) make certain critical employees, who are not eligible to
      receive 26 weeks of severance, be eligible for 26 weeks of
      severance; and

  (c) make certain critical employees already entitled to 26
      weeks severance be eligible for an additional severance
      enhancement ranging from US$2,000 or US$10,000 per
      employee.

Michael J. Canning, Esq., at Arnold & Porter LLP, in New York,
related that the Debtors' severance program provides severance
payments to certain employees in the event of involuntary
termination under the Debtors' Reduction in Force policy.  The
severance benefits available to employees is dependent on the
length of their tenure with the Company.  Employees are eligible
for a maximum of 26 weeks of severance pay under the Severance
Program.

On May 1, 2008, the Debtors announced their intention to close
their Northeast Graphics printing facility, which employs 330
individuals.  According to Mr. Canning, the Debtors have
determined that it is critical to the ultimate success and the
ongoing operations of the Debtors' business that they retain
certain critical employees at the NEG facility during the
shutdown process.  Mr. Canning told the Court that in order to
give these employees sufficient incentive to remain with the
company, the Debtors propose to modify their severance program.

Mr. Canning said that the Modified Severance Program is being
offered by the Debtors in order to insure that the needs of
their customers continue to be met in an uninterrupted and
orderly manner.  Mr. Canning added that an orderly shutdown will
only be possible by providing the financial security and
incentives to select employees to ensure that they remain with
the company during the shutdown and continue to perform at a
high level.

According to Mr. Canning, these employees are technical
personnel and customer service employees.  Mr. Canning noted
that the local market is highly competitive for these types of
employees and, without the ability to provide enhanced severance
pay to these employees, the Debtors are concerned that it will
be impossible to implement a non-disruptive closing of the NEG
facility.

The total cost of the proposed enhanced severance for the NEG
facility is US$222,000.  If certain of the eligible employees
remain with Quebecor World at other locations after the shutdown
has been completed, the costs involved will be reduced.

In anticipation of other possible plant closures during the
Debtors' Chapter 11 cases, the Debtors also sought the Court's
authority to implement the Modified Severance Program upon their
determination to close other facilities.  The Debtors proposed
that the requested Modified Severance Program be implemented at
other facilities be subject to a cost limitation of US$500,000
per facility, and US$1,000,000 in aggregate.

Mr. Canning noted that the severance payment will be made to a
particular employee only if the employee is ultimately not
relocated to another job within Quebecor World after the closure
of the NEG facility.

                      About Quebecor World

Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media.  It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia.  In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail.

The company has operations in Mexico, Brazil, Colombia, Chile,
Peru, Argentina and the British Virgin Islands.

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

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

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

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

The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case.  The Debtors' CCAA stay
has been extended to July 25, 2008.  (Quebecor World Bankruptcy
News, Issue No. 16; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession.  The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).  
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.


WEST CORPORATION: Closes Genesys SA Acquisition
-----------------------------------------------
West Corporation has completed the acquisition of Genesys SA, a
leading global multimedia collaboration service provider.  The
tender offer for Genesys shares was first announced on Feb. 19,
2008 at a price of EUR2.50 (approximately US$3.88) per share of
common stock of Genesys.  As previously announced, in aggregate,
64,224,366 Genesys shares had been tendered into the offer,
including the Genesys shares represented by ADSs tendered into
the offer, representing 91.9% of the share capital and the
voting rights of Genesys on an issued and outstanding basis.

                   Subsequent Offering Period

Having obtained greater than 66.66% of the total share capital
and voting rights of Genesys on a fully diluted basis, West
International Holdings Limited (WIH), the Company's wholly-owned
subsidiary, has commenced a subsequent offering period that
began on May 19, 2008 and will expire on June 6, 2008.  The
terms and amount of the consideration offered in this subsequent
offering period are identical to those offered during WIH's
initial tender offer for Genesys. Holders of Genesys ADSs may
tender their ADSs in the subsequent offer until 5:00 p.m.
Eastern time on June 6, 2008.

West currently expects that the French Autorité des marchés
financiers (AMF) will publish the results of the subsequent
offering period on or about June 19, 2008.  West expects that
the settlement date of the subsequent offering period will occur
on or about June 25, 2008 and in respect of Genesys ADSs
tendered in the subsequent offer, on or about June 30, 2008 (to
allow for the necessary foreign exchange conversions).

                      Open Market Purchases

WIH intends to purchase Genesys shares in open market
transactions on the Eurolist market of Euronext Paris during the
subsequent offering period. Such open market purchases will be
made at a price of EUR2.50.  Through May 21, 2008, WIH has
purchased 884,502 shares through open market purchases.  

                           Squeeze Out

In accordance with the regulations of the AMF, in the event that
WIH acquires 95% or more of the outstanding shares of the total
share capital and voting rights of Genesys, WIH intends,
promptly following completion of the subsequent offering period,
to request from the AMF the implementation of a mandatory
acquisition (squeeze-out) of the remaining shares (including the
shares represented by ADSs) not held by it.

                            Financing

Total acquisition costs, including transaction expenses, is
approximately US$345 million. To finance this transaction, West
expects to use cash of approximately US$80 million and to borrow
approximately US$265 million.

The currencies used to fund the acquisition are:

In Millions                        Funded In:
                 Total US      US      Euros    Sterling
                 --------      --      -----    --------
   Cash            $80        $40    EUR25.8       --
   Debt           $265       $190    EUR24.2     GBP19.0
   Total          $345       $230    EUR50.0     GBP19.0
                                     -------    --------
   Exchange Rate                        1.55        1.97

The effective interest rate on the US dollar-based debt is 8.3%
and the foreign-based debt is 8.2%.  The terms of both financing
instruments can be found in the Company's most recent Form 10-Q.

                      About West Corporation

Headquartered in Omaha, Nebraska,  West Corporation --
http://www.west.com/-- is a provider of outsourced
communication solutions to many companies, organizations and
government agencies.  West has a team of 42,000 employees based
in North America, Europe, and Asia.  West helps its clients
communicate effectively, maximize the value of their customer
relationships and drive greater profitability from every
interaction.

The company also has operations in Australia, Canada, China,
Hong Kong, India, Jamaica, Mexico, Philippines, Singapore,
Switzerland and the United Kingdom.

                           *    *    *

As reported in the Troubled Company Reporter-Latin America on
May 27, 2008, Standard & Poor's Ratings Services affirmed its
'BB-' loan rating on the senior secured first-lien bank facility
of West Corp. (B+/Stable/--), following the announcement that
the company will add US$134 million to its first-lien term loan.



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

AMERICAN AIRLINES: Unit to Suspend Puerto Rican Flights
-------------------------------------------------------
Diario Libre reports that American Airlines Inc.'s subsidiary,
American Eagle Airlines Inc., will suspend flights between San
Juan, Puerto Rico, and Samana.

American Eagle told Diario Libre that it will decrease flights
from San Juan to other cities.  The suspensions of flights are
due to a "reconstruction process", American Eagle added.

Terry Maxon at The Dallas Morning News relates that American
Eagle will decrease the San Juan flights to 33 from 55.  
American Eagle will "move some Super ATR-72 turboprop airplanes
to Dallas/Fort Worth and will ground its fleet of 26 Saab
turboprop airplanes".

DR1 Newsletter notes that American Eagle will also suspend
flights from Aruba.  The San Juan and Aruba destinations will
continue to be served from Miami.

According to The Dallas Morning, American Eagle's President
Peter Bowler told the airline's staff, "Fuel prices have risen
so quickly and show no signs of falling, the economy is far from
strong and airline industry losses are mounting."

American Eagle will continue to serve Santo Domingo, Punta Cana,
Santiago, and La Romana, DR1 states.

Based in Fort Worth, Texas, American Airlines Inc., a wholly
owned subsidiary of AMR Corp., operates the largest scheduled
passenger airline in the world with service throughout North
America, the Caribbean, Latin America, Europe and Asia.  The
airline flies to Belgium, Brazil, and Japan.

                        *    *    *

As reported in the Troubled Company Reporter-Latin America on
April 17, 2008, Fitch Ratings has affirmed AMR Corp.'s Issuer
default rating at 'B-' and Senior unsecured debt at 'CCC/RR6' as
well as its principal operating subsidiary, American Airlines,
Inc.'s Issuer default rating at 'B-' and Secured bank credit
facility at 'BB-/RR1'.  Fitch's rating outlook for both AMR
Corp. and American Airlines has been revised to stable from
positive.


HORIZON LINES: Puts Six Personnel on Administrative Leave
---------------------------------------------------------
Horizon Lines, Inc. has placed six employees involved in
the Puerto Rico trade lane on administrative leave as a result
of management's review of issues raised by the Department of
Justice investigation of pricing practices of certain domestic
ocean carriers.

Two of the six employees have subsequently submitted their
resignation to the Company.  The company continues to fully
cooperate with the Department of Justice in its investigation.

Headquartered in Charlotte, North Carolina, Horizon Lines Inc.
(NYSE: HRZ) -- http://www.horizon-lines.com/-- is a domestic    
ocean shipping and integrated logistics company comprised of two
primary operating subsidiaries.  Horizon Lines LLC operates a
fleet of 21 U.S.-flag containerships and 5 port terminals
linking the continental United States with Alaska, Hawaii, Guam,
Micronesia, Asia and Puerto Rico.  Horizon Logistics LLC offers
customized logistics solutions to shippers from a suite of
transportation and distribution management services designed by
Aero Logistics, information technology developed by Horizon
Services Group and intermodal trucking and warehousing services
provided by Sea-Logix.

                           *     *      *

As reported in the Troubled Company Reporter-Latin America on
May 27, 2008, Standard & Poor's Ratings Services has revised its
outlook on Horizon Lines Inc. to negative from stable.  S&P
affirmed the 'BB-' long-term corporate credit rating.  At the
same time, S&P affirmed the 'BB+' rating on the senior secured
debt while leaving the recovery rating on this debt unchanged at
'1', indicating expectations of a substantial (90%-100%)
recovery in the event of a payment default.  

In addition, S&P affirmed the 'B' rating on the senior unsecured
notes while leaving the recovery rating unchanged at '6',
indicating expectations of a negligible (0%-10%) recovery in the
event of a payment default.



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

ALCATEL-LUCENT SA: Wants to Tie CEO's Pay to Performance Targets
----------------------------------------------------------------
Alcatel-Lucent S.A. has proposed to tie CEO Patricia Russo's
EUR6-million golden parachute to performance targets, Reuters
relates citing the Times.

According to the Times, shareholders will convene tomorrow,
May 30, 2008, to vote whether to award Ms. Russo her two years'
pay.  The resolution was proposed amid rumors that Ms. Russo
would be fired from her post.

The resolution states that, to avail of the maximum salary,
Ms. Russo has to meet at least 90% of the performance target for
sales, or 75% of the performance target for operating profit.

An Alcatel-Lucent spokeswoman confirmed the EUR6-million figure
to Reuters, detailing that the amount corresponds to two full
years of salary plus variable income.

The spokeswoman added to Reuters that given Ms. Russo's
performance in 2007, her salary for the year was EUR1.8 million
out of EUR3 million maximum possible amount.

                       About Alcatel-Lucent

Headquartered in Paris, France, Alcatel-Lucent S.A. --
http://www.alcatel-lucent.com/-- provides solutions that enable
service providers, enterprises and governments worldwide to
deliver voice, data and video communication services to end
users.

Alcatel-Lucent maintains operations in 130 countries, including,
Austria, Germany, Hungary, Italy, Netherlands, Ireland, Canada,
United States, Costa Rica, Dominican Republic, El Salvador,
Guatemala, Peru, Venezuela, Indonesia, Australia, Brunei and
Cambodia.

                          *     *     *

As reported in the TCR-Europe on April 4, 2008, Moody's
Investors Service affirmed the ratings for Alcatel-Lucent, which
include a Ba3 corporate family rating for Alcatel-Lucent and a
Not-Prime for its short term debt, as well as Ba3 ratings for
senior and B2 ratings for subordinated debt that was issued
originally by the predecessor companies Alcatel S.A. and Lucent
Technologies, Inc.  Moody's said the outlook for the ratings is
Negative.

Alcatel-Lucent's Long-Term Corporate Credit rating and Senior
Unsecured Debt carry Standard & Poor's Ratings Services' BB
rating.  Its Short-Term Corporate Credit rating stands at B.


* Fitch Says Emerging Market Sovereigns at Risk from Inflation
--------------------------------------------------------------
Fitch Ratings, in a special report published on May 27, 2008,
warned of the risks to emerging market sovereign
creditworthiness from rising inflation and has developed a
ranking of Fitch-rated EMs according to their vulnerability to
inflation shocks.

"Rising inflation rather than slowing economies is the principle
challenge facing policymakers in emerging economies.  Low and
stable inflation has underpinned macroeconomic stability and
allowed governments to borrow locally rather than incur foreign
currency debt in international capital markets.  Failure to
contain inflationary pressures risks undermining macroeconomic
stability and medium-term growth prospects.  In the worst case
scenario, investors will lose confidence in local currency
assets leading to volatile financial and currency markets," says
David Riley, Head of Sovereign Ratings at Fitch. "

Fitch has constructed an index of relative EM vulnerability to
inflation shocks based on inflation dynamics, the degree of
domestic overheating, monetary conditions and the importance of
the domestic government debt market to the sovereign.

The top ten most vulnerable EMs according to this index are
currently: Jamaica (1), Ukraine (2), Kazakhstan (3), Bulgaria
(4), Suriname (5), Latvia (6), Lithuania (7), Ghana (8), Vietnam
(9) and Sri Lanka (10).

Out of 73 Fitch-rated EMs, Jamaica, Ukraine and Kazakhstan
appear the most vulnerable.  Emerging Europe heavily populates
the upper echelons of the vulnerability rankings in light of the
significant economic imbalances in the region that have been
fuelled by rapid private credit growth.  Russia is also the most
vulnerable of the BRICs (Brazil, Russia, India and China) by a
wide margin.

A key conclusion of the report is that, though the current
inflation shock has a large international component, the
inflation challenges facing EMs are far from a "pure" supply
shock.  Significant chunks of the EM universe are facing
underlying inflationary pressures, including in emerging Europe,
parts of Asia, the Gulf Co-operation Council (GCC) countries and
other commodity exporters.  With fixed or heavily managed
exchange rates back in vogue, the reluctance to allow nominal
appreciation is ensuring that real exchange rate appreciation
warranted by fundamentals occurs through higher inflation.

Many youthful EM monetary policy regimes are facing their first
real tests.  Inflation targets are being exceeded by a wide
margin in many countries and core inflation has been rising
since August of last year.  There is an elevated risk of rising
inflation expectations and second-round effects from higher
headline inflation.  This is much more severe than in the
advanced economies, where slower growth will provide a dis-
inflationary counter-balance to high food and energy prices and
where central bank credibility is deeper.  This makes swift
policy responses crucial to prevent inflation becoming
entrenched.

The full report, entitled, "Inflation and Emerging Market
Sovereign Risk" is available on the agency's public website
http://www.fitchratings.com/


                            ***********


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

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

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed
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members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
subscription information, contact Christopher Beard at
240/629-3300.


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