TCRLA_Public/080605.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Thursday, June 5, 2008, Vol. 9, No. 111

                            Headlines


A N T I G U A  &  B A R B U D A

BETONSPORTS PLC: Liquidators Urge Owed Players to File Claim


A R G E N T I N A

ACEROS STEELGRAF: Proofs of Claim Verification Is Until Aug. 18
ALITALIA SPA: Intesa Sanpaolo Not Planning to Acquire Stake
ALITALIA SPA: Italian Government Approves Privatization Decree
ARCOR SAI: Fitch Simultaneously Affirms and Withdraws Ratings
BONIFACIO RUBEN: Court Appoints Victor Hugo Sanchez as Trustee

BUENOS AIRES TRANSFER: Claims Verification Deadline Is July 10
EDITORIAL 25: Files for Reorganization in Buenos Aires Court
MAGALCUER SA: Trustee to File Individual Reports on Oct. 23
PALERVIAL SA: Proofs of Claim Verification Is Until Sept. 13
PETROBRAS ENERGIA: Inks Lease Deal With SBM Offshore for US$1BB

SURTIR SRL: Trustee Verifies Proofs of Claim Until June 23
TEKNI-PLEX INC: Consummates Terms of Restructuring Agreement


B R A Z I L

ARANTES ALIMENTOS: Moody's Puts B2 Rating to US$150 Mil. Notes
BANCO NACIONAL: OKs BRL174.4MM Financing for Rodovias Integradas
BANCO NACIONAL: Will Sell Up to 47.7 Mln. Common Shares in Light
BR MALLS: Adds 2.5% Indirect Interest in Osasco Plaza Shopping
CIA. SIDERURGICA: Prosper Recommends "Buy" on Firm's Shares

FLEXTRONICS INT'L: Fitch Holds Ratings, Outlook Now Stable
GOL LINHAS: Taps Richard Lark as New Board Member & CEO Advisor
XERIUM TECHNOLOGIES: S&P Affirms CCC+ Corporate Credit Rating


C A Y M A N  I S L A N D S

ARDSLEY CLO I: Proofs of Claim Filing Deadline Is June 12
ARDSLEY CLO 2007-1: Proofs of Claim Filing Is Until June 12
BAYWATER GLOBAL: Proofs of Claim Filing Deadline Is June 12
BAYWATER GLOBAL ALPHA: Proofs of Claim Filing Is Until June 12
BILP HOLDINGS: Proofs of Claim Filing Deadline Is June 10

CAM FOUR: Deadline for Proofs of Claim Filing Is June 11
LAGUNA INVESTMENT: Proofs of Claim Filing Deadline Is June 11
LAGUNA INVESTMENT 2004: Proofs of Claim Filing Is Until June 11
WIMBLEDON SCHONFELD: Proofs of Claim Filing Deadline Is June 12
WIMBLEDON SCHONFELD MULTISTRATEGY: Claims Filing Ends on June 12

OLD MUTUAL: Deadline for Proofs of Claims Filing Is June 12
OLD MUTUAL: Proofs of Claims Filing Deadline Is June 12


C H I L E

SCIENTIFIC GAMES: S&P Lifts Sub Debt Rating to BB- From B+
SCIENTIFIC GAMES: Unit Prices 7.875% Senior Notes' Offering
WARNER MUSIC: Discontinues Payment of Quarterly Dividend
WARNER MUSIC: March 31 Balance Sheet Upside-Down by US$103MM


C O L O M B I A

BANCOLOMBIA SA: Stock Plunges on Rates Increase Speculation
TRANSTEL INTERMEDIA: Fitch Downgrades ID Ratings to C From CCC


D O M I N I C A N   R E P U B L I C

DELTA AIR: To Cancel New York-Santo Domingo Flights in September


G U A T E M A L A

BRITISH AIRWAYS: May Ground Flights Over High Fuel Costs


G U Y A N A

DELTA AIR: Launches New York-Guyana Flight Service


J A M A I C A

NATIONAL WATER: Says Disaster Preparedness Machinery Is Ready


M E X I C O

ASARCO LLC: Grupo Mexico Challenges Sale of Assets to Vedanta
GRAFTECH INT'L: Improved Performance Cues Moody's to Up Ratings
IRON MOUNTAIN: S&P Puts 'B+' Rating on US$300 Million Notes
XERIUM TECH: S&P Keeps Junk Rating on High Leverage
XERIUM TECHNOLOGIES: Secures Fifth Amendment to Credit Facility


P A N A M A

CABLE & WIRELESS: Needs to Raise Offer, Thus Investor Says


P E R U

IRON MOUNTAIN: Discloses Offering of US$300 Million Senior Notes


P U E R T O  R I C O

HORIZON LINES: Elects Class III Directors at Stockholder Meeting
NBTY INC: To Acquire Leiner Health Assets for US$230,000,000
NBTY INC: Leiner Health Agreement Won't Affect S&P's 'BB' Rating
NORTH SIDE: Case Summary & 24 Largest Unsecured Creditors


V I R G I N  I S L A N D S

DIGICEL LTD: Promotes Alan Bates as CEO-British Virgin Islands


                         - - - - -


===============================
A N T I G U A  &  B A R B U D A
===============================

BETONSPORTS PLC: Liquidators Urge Owed Players to File Claim
------------------------------------------------------------
BetonSports plc's owed players were urged by Peter Wastell and
Nigel Hamilton-Smith of Vantis plc, appointed liquidators of the
firm's subsidiary, Betonsports (Antigua) Ltd, to submit their
claims as the firm was declared insolvent by over US$25 million,
various reports say.

As reported in the Troubled Company Reporter-Latin America on
June 11, 2007, Vantis Business Recovery Services, a division of
Vantis plc, has placed BetonSports into creditors' voluntary
liquidation on May 16, 2007.  BetonSports ceased trading as a
result of an indictment and permanent injunction issued by the
U.S. Department of Justice against the company and certain of
its subsidiaries.  The suspension of trading of the company's
shares at the London Stock Exchange was confirmed on July 19,
2006, with de-listing taking effect on Jan. 19, 2007.

The liquidators, Online-Casinos.com relates, said they and
BetonSports have faced difficulties since the July 2006
shutdown.  Vantis has described the U.S. DOJ's actions as having
a "devastating effect" on the company.

On Nov. 22, 2006, the Financial Services Regulatory Commission
sought and obtained an order from the High Court in Antigua
freezing BetonSports' assets and disallowing trading or
distribution of assets.

According to the Online-Casinos report, the company's board of
directors disclosed, in February 2007, that the company' balance
sheet showed US$10 million in total assets and US$26.9 million
in total debts.  "Although the liabilities figure includes
betters/players/customers balances of $6.8million, we now know
that these players are owed over $15.8million (as per the
company's database)," the report adds, citing Vantis as saying.

Vantis is attempting to collect an additional US$8 million,
which is known to be outstanding from BetonSports' debtors
across the globe, IGamingBusiness.com reports.

Vantis reportedly disclosed that its fee structure from the
liquidation is 5% of asset recoveries and US$20 per creditor
claim agreed, reconciled to the BetonSports system, and paid.  
According to IGamingBusiness, the 5% collection fee won't be
applied to funds passed to the liquidator by the FSRC, and legal
fees and disbursements are charged to the liquidation estate at
cost.

Owed players who have not yet submitted a claim are obliged to
file at: https://betonsports.vantisplc.com/

BetonSports plc is an online gaming company publicly trading on
the London Stock Exchange, but has no operations in the United
Kingdom.  Around 80% of the company's business operates in the
United States, where sports betting is illegal except in the
State of Nevada.  The group also has operations in China,
Argentina, and Mexico.  BetonSports was ordered last year by a
U.S. federal court to stop operating in Antigua and Costa Rica
-- from where it accepted bets from thousands of American
customers.



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

ACEROS STEELGRAF: Proofs of Claim Verification Is Until Aug. 18
---------------------------------------------------------------
Liliana Oliveros Peralta, the court-appointed trustee for Aceros
Steelgraf S.A.'s bankruptcy proceeding, will be verifying
creditors' proofs of claim until Aug. 18, 2008.

Ms. Peralta will present the validated claims in court as
individual reports Sept. 29, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Aceros Steelgraf 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 Aceros Steelgraf's
accounting and banking records will be submitted in court on
Nov. 10, 2008.

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

The debtor can be reached at:

           Aceros Steelgraf S.A.
           Pacheco de Melo 2533
           Buenos Aires, Argentina

The trustee can be reached at:

           Liliana Oliveros Peralta
           Viamonte 1337
           Buenos Aires, Argentina


ALITALIA SPA: Intesa Sanpaolo Not Planning to Acquire Stake
-----------------------------------------------------------
Intesa Sanpaolo S.p.A. is currently not planning to acquire  
part of the Italian government's 49.9 stake in Alitalia S.p.A.,
which sale the bank is advising, Reuters reports.

Giovanni Bazoli, chairman of Intesa's supervisory board,
however, said the bank is not ruling out a possible stake
acquisition, Reuters says.

According Mr. Bazoli, Reuters relates, Intesa's current focus is
to draft a report on Alitalia's financial situation, which would
be presented the carrier's board of directors by end of
June 2008.

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

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


ALITALIA SPA: Italian Government Approves Privatization Decree
--------------------------------------------------------------
The Italian government has approved a decree setting the
guidelines for the sale of its 49.9% stake in Alitalia S.p.A.,
various reports say.

The government also named Economy Minister Giulio Tremonti to
oversee the auction process.  Mr. Tremonti has tapped Intesa
Sanpaolo S.p.A. as sale advisor, Bloomberg News relates.

Mr. Tremonti was quoted by Thomson Financial News as saying that  
the decree should pose no problem with the European Commission
since it is line with the European Union's orientation on
privatizations.

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

Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively.  Alitalia posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, EUR625.6 million
in 2006, and EUR494.64 million in 2007.


ARCOR SAI: Fitch Simultaneously Affirms and Withdraws Ratings
-------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn these ratings for Arcor
S.A.I. y C.:

  -- Foreign currency Issuer Default Rating 'B+';
  -- Local currency IDR 'BB';
  -- National long-term Rating 'AA+(arg)'.

Fitch will no longer provide ratings or analysis of this issuer.

Arcor -- http://www.arcor.com.ar/-- was founded on 1951 in the  
city of Arroyito, Cordova (Argentina). The company is a world
producer of caramel and the main exporter of nutritional cakes,
chocolates, ice creams and treats in Argentina, Brazil, Chile
and Peru.  


BONIFACIO RUBEN: Court Appoints Victor Hugo Sanchez as Trustee
--------------------------------------------------------------
The National Commercial Court of First Instance in Rosario,
Santa Fe, has appointed Victor Hugo Sanchez as trustee for
Bonifacio Ruben y Mansur Jorge S.H.'s bankruptcy proceeding.

Mr. Sanchez 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 Bonifacio Ruben 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 Bonifacio Ruben's
accounting and banking records will be submitted in court.

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

The trustee can be reached at:

           Victor Hugo Sanchez
           Rioja 1254
           Buenos Aires, Argentina


BUENOS AIRES TRANSFER: Claims Verification Deadline Is July 10
--------------------------------------------------------------
The court-appointed trustee for Buenos Aires Transfer S.R.L.'s
bankruptcy proceeding, will be verifying creditors' proofs of
claim until July 10, 2008.

The trustee will present the validated claims in court as
individual reports on Sept. 4, 2008.  The National Commercial
Court of First Instance in Buenos Aires will determine if the
verified claims are admissible, taking into account the
trustee's opinion, and the objections and challenges that will
be raised by Buenos Aires Transfer 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 Buenos Aires
Transfer's accounting and banking records will be submitted in
court on Oct. 16, 2008.


EDITORIAL 25: Files for Reorganization in Buenos Aires Court
------------------------------------------------------------
Editorial 25 de Mayo S.A. has requested for reorganization
approval after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Editorial 25 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.  


MAGALCUER SA: Trustee to File Individual Reports on Oct. 23
-----------------------------------------------------------
Lopez Santiso, Alanis y Asoc. -- the court-appointed trustee for
Magalcuer S.A.'s reorganization proceeding -- will  present the
validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
Oct. 23, 2008.

Lopez Santiso will be verifying creditors' proofs of claim until
Aug. 28, 2008.  Lopez Santiso will submit to court a general
report containing an audit of Magalcuer's accounting and banking
records on Dec. 18, 2008.

Creditors will vote to ratify the completed settlement plan  
during the assembly on Aug. 18, 2009.

The debtor can be reached at:

           Magalcuer S.A.
           Sanchez 2054
           Buenos Aires, Argentina

The trustee can be reached at:

           Lopez Santiso, Alanis y Asoc.
           Florida 234
           Buenos Aires, Argentina


PALERVIAL SA: Proofs of Claim Verification Is Until Sept. 13
------------------------------------------------------------
The court-appointed trustee for Palervial S.A.'s bankruptcy
proceeding, will be verifying creditors' proofs of claim until
Sept. 13, 2008.

The trustee will present the validated claims in court as
individual reports on Oct. 25, 2008.  The National Commercial
Court of First Instance in San Isidro, Buenos Aires, will
determine if the verified claims are admissible, taking into
account the trustee's opinion, and the objections and challenges
that will be raised by Palervial 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 Palervial's
accounting and banking records will be submitted in court on
Dec. 6, 2008.

The debtor can be reached at:

           Palervial S.A.
           E. Lopez 456, Pilar
           Buenos Aires, Argentina
           Phone: (02322)432390        


PETROBRAS ENERGIA: Inks Lease Deal With SBM Offshore for US$1BB
---------------------------------------------------------------
Petrobras Energia S.A. has sent a letter of intent to SBM
Offshore NV for a 12-year lease-and-operate contract, valued at
at around US$1 billion, for the Dutch firm's floating
production, storage and offloading platform, reports say.

Reuters reports that the pact is for the upgrading and for a new
lease of an existing platform.  With the order, SBM Offshore's
platform would be transferred from the Golfinho field offshore
Brazil in June 2009, to a shipyard, then would be upgraded and
shifted to the Cachalote field in February 2010, Reuters
relates.

Thomson Financial states that the new order's relocation value
includes non-discounted total fixed lease rates after some
deductions made of outstanding revenue under the original
platform Capixaba lease.

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

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 12, 2008, Fitch Ratings affirmed both the foreign currency
and local currency issuer default ratings of Petrobras Energia
S.A. at 'BB.'  Fitch said the rating outlook for all issuer
default ratings is stable.  These issuances, senior unsecured
notes due 2009; senior unsecured notes due 2010; senior
unsecured notes due 2011; and senior unsecured notes due 2013,
were affirmed at 'BB'.

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


SURTIR SRL: Trustee Verifies Proofs of Claim Until June 23
----------------------------------------------------------
The court-appointed trustee for Surtir S.R.L.'s reorganization
proceeding will be verifying creditors' proofs of claim until
June 23, 2008.

The trustee will present the validated claims in court as  
individual reports on Aug. 19, 2008.  The National Commercial
Court of First Instance in Salta 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 Surtir 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 Surtir's accounting
and banking records will be submitted in court.  Infobae didn't
state the submission deadline for the general report.


TEKNI-PLEX INC: Consummates Terms of Restructuring Agreement
------------------------------------------------------------
Tekni-Plex, Inc. consummated a restructuring on the terms and
conditions contemplated by a Restructuring Agreement on May 30,
2008.

As reported in the Troubled Company Reporter on April 15, 2008,
Tekni-Plex entered into a restructuring agreement with:

    (i) entities that have represented that they hold more than
        91% of the company's 12.75% Senior Subordinated Notes
        Due 2010 and more than 67% of the company's 8.75% Senior
        Secured Notes due 2013,

   (ii) holders of a majority of the company's preferred stock,

  (iii) holders of 100% of its common stock, and

   (iv) Dr. F. Patrick Smith, Chairman, Chief Executive Officer
        and President of Tekni-Plex.

The agreement memorializes the restructuring terms that were
agreed to in principle by certain stakeholders on March 27,
2008.

Approximately 96.3% of the company's outstanding 12.75% Senior
Subordinated Notes due 2010 have been exchanged for common stock
of the company, 100% of the common stock of the company
outstanding prior to the consummation of the Restructuring has
been purchased by the company for $250,000, and 100% of the
shares of the company's Series A Preferred Stock have been
exchanged for warrant securities.

Based in Coppell, Texas, Tekni-Plex Inc. -- http://www.tekni-
plex.com/ -- manufactures packaging, packaging products and
materials as well as tubing products.  The company primarily
serves the food, healthcare and consumer markets.  It has built
leadership positions in its core markets, and focuses on
vertically integrated production of highly specialized products.
Tekni-Plex has operations in the United States, Europe, China,
Argentina and Canada.

As reported in the Troubled Company Reporter on Feb. 22, 2008,
Tekni-Plex Inc.'s consolidated balance sheet at Dec. 28, 2007,
showed US$605.7 million in total assets and US$1.01 billion in
total liabilities, resulting in a US$403.4 million total
stockholders' deficit.

                           *    *    *

In December 2007, Moody's Investors Service downgraded the
Corporate Family Ratings of Tekni-Plex Inc. to Caa3 from Caa1.



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

ARANTES ALIMENTOS: Moody's Puts B2 Rating to US$150 Mil. Notes
--------------------------------------------------------------
Moody's Investors Service has assigned a B2 rating to Arantes
Alimentos Ltda.'s proposed US$150 million senior unsecured notes
due in 2013, issued by Arantes International Ltd., but
unconditionally and irrevocably guaranteed by Arantes Alimentos,
subject to closing.  The company's local currency corporate
family rating was affirmed at B2.  The rating outlook is stable.

"Arantes's B2 rating takes into account its initial high
leverage; relative small size in terms of revenues and scale;
limited operational history and geographic diversification of
its slaughterhouses compared to other Brazilian rated protein
processors; as well as its high reliance on significant revenue
and EBITDA increases in FY 2008 to reduce leverage and meet
financial covenants," says Moody's Vice-President Senior Analyst
Soummo Mukherjee.  "At the same time, the B2 rating continues to
be supported by the industry's competitive cost structure
resulting in higher margins than most of its global peers, the
company's experienced management team, its product
diversification strategy into higher-value added products and
the expected lower leverage going forward."

Arantes Alimentos intends to use the net proceeds of this
offering to repay a portion of existing short-term debt and for
capital expenditures and general corporate purposes.  Moody's
has reviewed preliminary draft legal documentation for the
transaction.  The rating assumes there will be no material
variation from the drafts reviewed and that all legal agreements
are legally valid, binding and enforceable.

The company's initial leverage as measured by Net Debt to EBITDA
(for the last twelve months ended in March 2007) continues to be
high for its rating category at approximately 4.3 times.  
Moody's further notes that Arantes Alimentos has very little
room under its bond financial covenants, which require the
company to reduce leverage to 4.25 times as of July 1, 2008, and
4.0 times as of Jan. 1, 2009, with further covenant step-downs
in July 2009 and January 2010.

Therefore, Moody's B2 rating and stable outlook are based on its
expectation that the company will be able to maintain sufficient
cushion on its financial covenants due to growth in revenues and
EBITDA and possible cash proceeds from its ongoing equity
capital raising efforts in the local and international private
and public capital markets.

Following the acquisition of Frigo Eder in October 2007, Arantes
Alimentos entered into a purchase agreement in February and
April of 2008 to acquire two additional specialty meats
processing facilities to complement its strategy to diversify
into higher margin value-added protein-based products.  While
Moody's views positively the company's steps to diversify its
product offering, the rating agency will monitor its ability to
successfully integrate new acquisitions without negatively
impacting its existing core beef processing business.

The B2 foreign-currency rating assigned to the senior unsecured
notes is at the same level as the global local currency
corporate family rating because of the guarantee from Arantes
Alimentos, which holds the of all of the group's operating
assets, cash generation and cash and has an overall low level of
secured debt (less than 10% of total adjusted debt).  The stable
outlook assumes that the company will maintain sufficient
cushion on its current bond financial covenants and deliver on
its strategic initiatives to expand slaughter capacity and
significantly grow sales and cash flow generation, leading to
improved debt protection measures going forward.

The company's rating could come under downward pressure if the
company experiences difficulties to deliver on its growth
strategy and/or its financial covenant cushion remains tight.  
To the extent that Arantes Alimentos' growth strategy leads to
higher net debt levels, the current rating and/or outlook could
also come under negative pressure.  Quantitatively, the ratings
would likely be downgraded if the company's Debt/EBITDA on a
last-twelve month basis is higher than 5.0 times.

Upward pressure on the company's current rating could be
considered if it delivers on its strategic plans to grow and
diversify its revenues and cash flow, with increased revenues
from processed products and reduced concentration of its export
markets.  An upgrade would also require improved financial
reporting standards, including ongoing quarterly financial
reporting with cash flow statements and management discussion
and analysis.  Quantitatively, upward pressure would arise if
Arantes Alimentos is able to reduce Debt/EBITDA to below 4.0
times on a sustainable basis.

For the last twelve months ending on March 31, 2008, Arantes
Alimentos had revenues of BRL743 million.

Headquartered in Sao Jose do Rio Preto, Brazil, Arantes
Alimentos Ltda. -- http://www.arantesalimentos.com.br/--  
started operations in February 2005 and is owned 50/50 by the
brothers Aderbal Luiz Arantes Junior and Danilo de Amo Arantes.  
The company has an aggregate daily slaughtering capacity of
approximately 5,500 head of cattle at the seven slaughterhouses
it operates in the Brazilian States of Mato Grosso, Goias and
Maranhao.  The company exports its products to more than 140
customers located in over 35 countries.  


BANCO NACIONAL: OKs BRL174.4MM Financing for Rodovias Integradas
----------------------------------------------------------------
Noticias Financieras reports that The Banco Nacional de
Desenvolvimento Economico e Social has authorized the financing
of BRL174.4 million to Sao Paulo road concessionary Rodovias
Integradas do Oeste - SP Vias.

According to Noticias Financieras, the project involves the
works in the lot number 20 (SP-270, SP-258, SP-255, SP- 127 and
SP- 280 state highways).

Noticias Financieras relates that the BRL174.4 million financing
is 60% of the BRL290.7 million total investment in the lot.

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

                        *     *     *

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


BANCO NACIONAL: Will Sell Up to 47.7 Mln. Common Shares in Light
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social SA and EDF
International SA will sell up to 47.7 million of Light SA's
common shares.

Fabio Alves at Bloomberg News relates that Banco Nacional and
EDF International didn't say how many common shares each will
sell or the price.

According to Bloomberg, Banco Nacional holds a 33.7% stake in
Light; EDF International owns 6.58%.

Banco Nacional de Desenvolvimento Economico e Social SA 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.


BR MALLS: Adds 2.5% Indirect Interest in Osasco Plaza Shopping
--------------------------------------------------------------
BR Malls Participacoes S.A. has acquired, through one of its
subsidiaries, an indirect interest of 2.5% in Osasco Plaza
Shopping.  

Osasco Plaza Shopping is a mall located in the city of Osasco,
state of Sao Paulo, with 12,800 square meters in Total Gross
Leasable Area and 175 stores.  Additionally, the other current
stakeholders of the shopping mall are committed to carrying out
an expansion to be launched in 2009, which will expand the
mall's GLA by 16,000 square meters.

After the above mentioned acquisition, BR Malls increased its
owned Gross Leasable Area from 412.7 thousand square meters to
413 thousand square meters, holding ownership interest in 32
Shopping Malls, and maintaining a total GLA of 941.5 thousand
square meters.

Headquartered in Rio de Janeiro, Brazil, BR Malls is the largest
integrated shopping mall company in Brazil with a portfolio of
31 malls, representing 909.2 thousand square meters in total
Gross Leasable Area (GLA) and 376.8 thousand square meters in
owned GLA.  BR Malls is also Brazil's largest shopping mall
service provider, managing and leasing 29 malls.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 29, 2007, Standard & Poor's Ratings Services assigned its
'BB-' rating to BR Malls International Finance Ltd.'s
forthcoming perpetual notes.  It is a wholly owned subsidiary of
Brazil-based shopping mall company BR Malls Participacoes S.A.
(BR Malls; BB-/Stable/--).  BR Malls and its direct subsidiaries
unconditionally guarantee the perpetual notes.


CIA. SIDERURGICA: Prosper Recommends "Buy" on Firm's Shares
-----------------------------------------------------------
Noticias Financieras reports that brokerage firm Prosper
Corretora has assigned a "buy" recommendation on Companhia
Siderurgica Nacional SA's shares.

A fair price for Companhia Siderurgica's shares is BRL79,
Noticias Financieras relates, citing Prosper Corretora.

Propsper Corretora analyst Andre Segadilha told Noticias
Financieras that Companhia Siderurgica's decision to buy up to
10.8 million outstanding shares, or 2.4% of the firm's total
outstanding shares, "for permanence in the treasury and
posterior alienation or canceling" is good for the shareholders.  
"We believe that, due to the amount of the operation and its
terms, the value of CSN's [Companhia Siderurgica] shares should
be favored in the short term," Mr. Segadilha added.

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

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 3, 2008, Standard & Poor's Ratings Services placed its BB
corporate credit rating on Companhia Siderurgica Nacional on
CreditWatch with positive implications.


FLEXTRONICS INT'L: Fitch Holds Ratings, Outlook Now Stable
----------------------------------------------------------
Fitch Ratings has revised the Rating Outlook for Flextronics
International Ltd. to Stable from Negative.  Fitch also affirmed
these ratings for Flextronics:

  -- Issuer Default Rating at 'BB+';
  -- Senior unsecured credit facility at 'BB+';
  -- Senior subordinated notes at 'BB-'

The Stable Outlook reflects these considerations:

  -- Flextronics has demonstrated two quarters of strong results
     following its US$3.6 billion acquisition of Solectron in
     October 2007.

  -- The company has completed the integration of Solectron's
     operations, achieving its targeted annual cost savings of
     US$238 million ahead of schedule with potential for further
     cost synergies.

  -- Fitch believes Flextronics continues to outperform its
     North American peers in operational execution which has led
     to incremental market share gains as evidenced by above
     industry-average revenue growth over the past several
     quarters.

  -- Fitch estimates pro forma leverage to be approximately 2.4x
     currently and expects leverage to decline closer to 2.0x
     over the next one to two years from a combination of debt
     reduction and profitability improvement.  Fitch estimates
     current pro forma leverage adjusted for off-balance sheet
     accounts receivable securitization and sales facilities as
     well as operating leases to be approximately 3.4x.

The ratings are supported by these:

  -- Significant advantage in scale and scope of operations as
     the second largest provider of electronics manufacturing
     services in the world.

  -- Very strong track record of execution as evidenced by peer
     leading return on invested capital and cash conversion
     cycle days.

  -- Blue chip customer base with strong exposure to faster
     growing market segments, particularly in the consumer
     space.

  -- High working capital is expected to represent an additional
     source of liquidity in a market downturn

Ratings concerns include these:

  -- The cost of future acquisitions could offset the expected
     reduction in leverage over the next several years.

  -- Flextronics has an aggressive acquisition growth strategy
     in an industry with significant execution risk with minimal
     room for execution missteps due to the relatively low
     profit margin inherent in the business model.

  -- A difficult competitive environment which has pressured
     profitability across the industry.

  -- Typical for the industry, Flextronics has customer
     concentration risk with the top 10 customers accounting for
     54% of revenue in fiscal 2008 (end Mar 2008) with one
     customer, Sony-Ericsson accounting for greater than 10% of
     total revenue

Liquidity as of March 31, 2008 was solid with US$1.7 billion in
cash and a fully available US$2 billion senior unsecured
revolving credit facility which expires in May 2012.  
Additionally, Fitch expects Flextronics to produce strong free
cash flow in excess of US$500 million annually although changes
in working capital requirements could have a significant
positive or negative affect on free cash flow in any given
period.  Flextronics utilizes an accounts receivable
securitization facility as well as accounts receivable sales
agreements for additional liquidity purposes.

Total debt as of March 31, 2008 was US$3.4 billion and consisted
primarily of US$1.7 billion outstanding under a senior unsecured
term loan facility which partially expires in October 2012 with
a final maturity in October 2014; US$195 million in 0% junior
convertible subordinated notes due July 2009; US$500 million in
1% convertible subordinated notes due August 2010; US$400
million in 6.5% senior subordinated notes due May 2013; and
US$400 million in 6.25% senior subordinated notes due November
2014.  Flextronics also had US$274 million outstanding under its
accounts receivable securitization facility and US$478 million
outstanding under various accounts receivable sales agreements.

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

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


GOL LINHAS: Taps Richard Lark as New Board Member & CEO Advisor
---------------------------------------------------------------
GOL Linhas Aereas Inteligentes SA, parent company of Brazilian
airlines GOL Transportes Aereos SA and VRG Linhas Aereas SA,
said that Richard Lark will assume a new role as a member of the
company's board of directors and as an advisor to the Chief
Executive Officer, Constantino de Oliveira Junior, effective
June 16, 2008.  As part of the board, Mr. Lark will continue to
coordinate several of the company's policy and operating
committees and continue to work closely with senior management.

Mr. Lark will remain heavily involved in the company's
strategic, financial and operational activities, but will
transition his responsibilities as Executive Vice President and
Chief Financial Officer to three senior members of GOL's current
management team.

Anna Bettencourt will assume the role of Finance Director and
Investor Relations Officer and responsibility as the primary
contact for market participants, analysts and investors.  Prior
to joining GOL in 2007, Ms. Bettencourt spent nine years running
the investor relations and capital markets areas of Embraer.

Fabio Pereira will continue in his role as Controller.

William Cattan will continue in his role as Accounting and Tax
Director, and assume the role of Principal Accounting Officer.

During Mr. Lark's term as finance chief, the company raised over
US$2 billion of long-term financing and was one of the first
non-U.S. issuers to certify its financial statements in
accordance with Section 404 of the Sarbanes Oxley Law of 2002.

"Richard has been a key player in our history, building GOL's
financial strength and team, and we are happy that we will be
able to draw upon his considerable experience through his
participation on our Board and our very important operating
committees," said Mr. de Oliveira Junior.  "We are sure we will
have a smooth transition, as Richard put together a very solid
structure in our financial area, and will continue to give the
team his support and advice."

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

                        *     *      *

As reported in the Troubled Company Reporter-Latin America on
May 29, 2008, Moody's Investors Service has downgraded all debt
ratings of Gol Linhas Aereas Inteligentes S.A. including
corporate family rating to Ba3 from Ba2 and downgraded the
senior unsecured debt of Gol Finance to Ba3 from Ba2.  The
outlook has been changed to negative from stable.

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


XERIUM TECHNOLOGIES: S&P Affirms CCC+ Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its ratings on
Xerium Technologies Inc., including the 'CCC+' corporate credit
rating, and removed them from CreditWatch, where they were
originally placed with negative implications on March 19, 2008.  
At the same time, S&P assigned a positive outlook.  The company
had total debt of roughly US$672 million as of March 31, 2008.
      
"The CreditWatch resolution reflects that Xerium has secured a
credit facility amendment that reduces the likelihood of a
financial covenant breach," said S&P's credit analyst James
Siahaan.  In addition, the positive outlook reflects the
possibility that S&P could raise the ratings in the near future,
provided that the company maintains adequate headroom under the
financial covenants through cash generation and debt repayment.
Headroom under the company's total leverage ratio, interest
coverage ratio, and fixed-charge coverage ratio has increased,
and dividend payments have been prohibited for the remaining
life of the credit agreement.  

In addition, the company now has the ability to exempt certain
exchange rate fluctuations in calculating its total leverage
ratio; the inability to do so had contributed to high leverage
figures under the previous calculations, as exchange rates moved
against the U.S. dollar and Xerium's foreign debt balance
outpaced its earnings growth.
     
The ratings on Xerium reflect the company's highly leveraged
balance sheet, its limited liquidity, its modest size as a
supplier to niche markets, and its dependence on the papermaking
industry, all of which limit the company's organic growth
potential.  Partly mitigating these weaknesses are the company's
good operating margins, its geographic diversity, and the strong
competitive position of its niche product.
     
The recent amendment to Xerium's credit agreement has alleviated
short-term liquidity pressures.  S&P could raise the ratings if
the company is successful in generating cash, reducing costs,
paying down debt, and maintaining adequate headroom under its
credit agreement.  However, S&P notes that while the receipt of
the amendment is positive, financial covenants will tighten in
the fourth quarter of 2008, which may potentially cause
liquidity issues to reappear.  S&P would want to see more
clarity on this possibility before taking further rating
actions.

Headquartered in Youngsville, North Carolina, Xerium
Technologies Inc. (NYSE: XRM) -- http://xerium.com/--
manufactures and supplies two types of consumable products used
primarily in the production of paper: clothing and roll covers.
The company, which operates around the world under a variety of
brand names, utilizes a broad portfolio of patented and
proprietary technologies to provide customers with tailored
solutions and products integral to production, all designed to
optimize performance and reduce operational costs.  With 35
manufacturing facilities in 15 countries around the world,
Xerium has approximately 3,700 employees.  

In Europe the company has subsidiaries in Austria, Italy,
Germany, Sweden, Spain, the United Kingdom, Finland, France,
Switzerland and Ireland.  Xerium also has subsidiaries in Asia,
particularly in China, Hong Kong, Australia, Japan and Vietnam.  
Three subsidiaries are meanwhile located in Central and South
America, specifically Brazil, Mexico and Argentina.



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

ARDSLEY CLO I: Proofs of Claim Filing Deadline Is June 12
---------------------------------------------------------
Ardsley CLO I Ltd.'s creditors have until June 12, 2008, to
prove their claims to Chris Watler and Emile Small, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

Ardsley CLO I's shareholder(s) decided on April 21, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Chris Watler and Emile Small
                c/o Maples Finance Limited,
                P.O. Box 1093GT, Grand Cayman,
                Cayman Islands


ARDSLEY CLO 2007-1: Proofs of Claim Filing Is Until June 12
-----------------------------------------------------------
Ardsley CLO 2007-1 Ltd.'s creditors have until June 12, 2008, to
prove their claims to Chris Watler and Emile Small, the
company's liquidators, or be excluded from receiving any
distribution or payment.

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

Ardsley CLO's shareholder(s) decided on April 21, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Chris Watler and Emile Small
                c/o Maples Finance Limited,
                P.O. Box 1093GT, Grand Cayman,
                Cayman Islands


BAYWATER GLOBAL: Proofs of Claim Filing Deadline Is June 12
-----------------------------------------------------------
Baywater Global Quant Alpha Fund Ltd.'s creditors have until
June 12, 2008, to prove their claims to Jan Neveril and Joshua
Grant, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

Baywater Global's shareholder(s) decided on May 1, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Jan Neveril and Joshua Grant
                c/o Maples Finance Limited,
                P.O. Box 1093GT, Grand Cayman,
                Cayman Islands


BAYWATER GLOBAL ALPHA: Proofs of Claim Filing Is Until June 12
--------------------------------------------------------------
Baywater Global Quant Alpha Master Fund Ltd.'s creditors have
until June 12, 2008, to prove their claims to Jan Neveril and
Joshua Grant, the company's liquidators, or be excluded from
receiving any distribution or payment.

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

Baywater Global's shareholder(s) decided on May 1, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Jan Neveril and Joshua Grant
                c/o Maples Finance Limited,
                P.O. Box 1093GT, Grand Cayman,
                Cayman Islands


BILP HOLDINGS: Proofs of Claim Filing Deadline Is June 10
---------------------------------------------------------
BILP Holdings Ltd.'s creditors have until June 10, 2008, to
prove their claims to Walkers SPV Limited, the company's
liquidator, or be excluded from receiving any distribution or
payment.

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

BILP Holdings' shareholder decided on May 9, 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

Contact for inquiries:

               Anthony Johnson
               Telephone: (345) 914-6314


CAM FOUR: Deadline for Proofs of Claim Filing Is June 11
--------------------------------------------------------
Cam Four's creditors have until June 11, 2008, to prove their
claims to Mark Hill and Giles Le Sueur, 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.

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

The liquidators can be reached at:

               Mark Hill and Giles Le Sueur
               c/o Maples Finance Limited,
               PO Box 1093GT, Grand Cayman,
               Cayman Islands


LAGUNA INVESTMENT: Proofs of Claim Filing Deadline Is June 11
-------------------------------------------------------------
Laguna Investment 2003 Ltd.'s creditors have until June 11,
2008, to prove their claims to Mark Hill and Giles Le Sueur, 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.

Laguna Investment's shareholder(s) decided on May 1, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

               Mark Hill and Giles Le Sueur
               c/o Maples Finance Jersey Limited,
               2nd Floor Le Masurier House,
               La Rue Le Masurier St. Helier,
               Jersey JE2 4YE


LAGUNA INVESTMENT 2004: Proofs of Claim Filing Is Until June 11
---------------------------------------------------------------
Laguna Investment 2004 Ltd.'s creditors have until June 11,
2008, to prove their claims to Mark Hill and Giles Le Sueur, 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.

Laguna Investment's shareholder(s) decided on May 1, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

               Mark Hill and Giles Le Sueur
               c/o Maples Finance Jersey Limited,
               2nd Floor Le Masurier House,
               La Rue Le Masurier St. Helier,
               Jersey JE2 4YE


WIMBLEDON SCHONFELD: Proofs of Claim Filing Deadline Is June 12
---------------------------------------------------------------
Wimbledon Schonfeld MultiStrategy Fund Ltd.'s creditors have
until June 12, 2008, to prove their claims to dms Corporate
Services Ltd., 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.

Wimbledon Schonfeld's shareholder decided on April 29, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                dms Corporate Services, Ltd.,
                Ansbacher House, 20 Genesis Close,
                P.O. Box 1344, George Town,
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Mourant du Feu & Jeune
                c/o P.O. Box 1348, Grand Cayman,
                Cayman Islands
                Telephone: (+1) 345 949 4123
                Fax: (+1) 345 949 4647


WIMBLEDON SCHONFELD MULTISTRATEGY: Claims Filing Ends on June 12
----------------------------------------------------------------
Wimbledon Schonfeld MultiStrategy Master Fund SPC's creditors
have until June 12, 2008, to prove their claims to dms Corporate
Services Ltd., 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.

Wimbledon Schonfeld's shareholder decided on April 29, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                dms Corporate Services, Ltd.,
                Ansbacher House, 20 Genesis Close,
                P.O. Box 1344, George Town,
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Mourant du Feu & Jeune
                c/o P.O. Box 1348, Grand Cayman,
                Cayman Islands
                Telephone: (+1) 345 949 4123
                Fax: (+1) 345 949 4647


OLD MUTUAL: Deadline for Proofs of Claims Filing Is June 12
-----------------------------------------------------------
Old Mutual Global Sector Opportunities Master Fund Ltd.'s
creditors have until June 12, 2008, to prove their claims to
John Sutlic and Warren Keens, 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.

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

The liquidators can be reached at:

                John Sutlic and Warren Keens
                c/o Close Brothers (Cayman) Limited
                Fourth Floor, Harbour Place
                P.O. Box 1034, Grand Cayman,
                Cayman Islands

Contact for inquiries:

                Kim Charaman
                Telephone: (345) 949 8455
                Fax: (345) 949 8499


OLD MUTUAL: Proofs of Claims Filing Deadline Is June 12
-------------------------------------------------------
Old Mutual Global Sector Opportunities Fund Ltd.'s creditors
have until June 12, 2008, to prove their claims to John Sutlic
and Warren Keens, 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.

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

The liquidators can be reached at:

                John Sutlic and Warren Keens
                c/o Close Brothers (Cayman) Limited
                Fourth Floor, Harbour Place
                P.O. Box 1034, Grand Cayman,
                Cayman Islands

Contact for inquiries:

                Kim Charaman
                Telephone: (345) 949 8455
                Fax: (345) 949 8499



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

SCIENTIFIC GAMES: S&P Lifts Sub Debt Rating to BB- From B+
----------------------------------------------------------
Standard & Poor's Ratings Services has raised its issue-level
rating on Scientific Games Corp.'s existing subordinated debt to
'BB-' from 'B+'.  The recovery rating on these securities was
revised to '5', indicating that lenders can expect modest (10%
to 30%) recovery in the event of a payment default, from '6'.
     
At the same time, Standard & Poor's assigned its 'BB-' issue-
level rating with a recovery rating of '5' to subsidiary
Scientific Games International Inc.'s proposed US$200 million
senior subordinated notes due 2016.
     
Standard & Poor's also affirmed its issue-level rating on
Scientific Games International's proposed US$800 million credit
facilities at 'BBB-'.  The recovery rating on these loans
remains at '1', indicating that lenders can expect very high
(90% to 100%) recovery in the event of a payment default.  The
proposed credit facilities consist of a US$250 million revolving
credit facility and a US$550 million term loan (US$50 million
less than previously proposed).
     
In addition, Standard & Poor's affirmed its 'BB' corporate
credit rating on Scientific Games Corp.  The rating outlook is
stable.
     
"The revisions of the subordinated debt issue-level and recovery
ratings reflect a net increase in total debt and a decrease in
senior secured debt outstanding from that used in our previous
recovery analysis," explained Standard & Poor's credit analyst
Ben Bubeck.  "As a result, a less significant deterioration in
cash flow would be required to produce a payment default, which
also increases the emergence enterprise value and improves the
recovery prospects for the subordinated debt holders."
     
Despite the fact that Scientific Games will be placing a net of
US$150 million more debt than previously proposed, S&P's
affirmation of the 'BB' corporate credit rating reflects
Scientific Games' solid credit metrics for the rating.  As
indicated in our May 13, 2008 research update, these metrics
allowed for moderate capacity to continue to invest in the
business and/or pursue additional acquisition opportunities.  
Furthermore, S&P view the additional liquidity as a positive
rating factor given the company's recent success in winning new
contracts and the associated capital spending needs as these
contracts are ramped up.  Still, following the proposed debt
issuances, capacity for additional debt is limited at the
current rating and outlook.
     
Proceeds from the proposed US$550 million term loan and
US$200 million senior subordinated notes will be used to
refinance the existing credit facilities and are expected to add
in excess of US$110 million of cash to the balance sheet.  The
proposed US$250 million revolving credit facility will be
undrawn at close, although availability will be about
US$210 million, net of existing letters of credit.  The proposed
bank facility is due five years from the close of the
transaction, subject to certain requirements addressing the
refinancing of and a holders "put" option for the existing
subordinated debt obligations.  The proposed senior subordinated
notes will be due in 2016.
     
The rating on Scientific Games reflects the highly competitive
market conditions in the lottery and pari-mutuel industries, the
mature nature and capital intensity of the online lottery
industry, and the company's acquisitive growth strategy.  Still,
Scientific Games maintains a leadership position in the instant
ticket lottery and pari-mutuel gaming industries, which fuels
substantial recurring revenue and a stable cash flow base given
long-term contracts.  The company also has consistently
demonstrated credit metrics appropriate for the rating.

Scientific Games Corporation (NASDAQ: SGMS) --  
http://www.scientificgames.com/-- is an integrated supplier of   
instant tickets, systems and services to lotteries worldwide, a
leading supplier of fixed odds betting terminals and systems,
Amusement and Skill with Prize betting terminals, interactive
sports betting terminals and systems, and wagering systems and
services to pari-mutuel operators.  It is also a licensed pari-
mutuel gaming operator in Connecticut, Maine and the Netherlands
and is a leading supplier of prepaid phone cards to telephone
companies.  Scientific Games' customers are in the United States
and more than 60 other countries.  The company has additional
productions and operating facilities located in Austria, Chile
and the United Kingdom.


SCIENTIFIC GAMES: Unit Prices 7.875% Senior Notes' Offering
-----------------------------------------------------------
Scientific Games Corporation (Nasdaq: SGMS) said Monday that its
subsidiary, Scientific Games International, Inc., has priced
US$200 million of its 7.875% Senior Subordinated Notes due 2016
to be issued in a private offering to qualified institutional
buyers in accordance with Rule 144A and Regulation S under the
Securities Act of 1933, as amended.

Scientific Games intends to use the net proceeds from the
offering, together with the net proceeds of a new US$250 million
senior secured revolving credit facility and a new US$550
million senior secured term loan credit facility, to repay all
outstanding borrowings under its existing senior credit
facilities and for general corporate purposes.

Scientific Games Corporation (NASDAQ: SGMS) --  
http://www.scientificgames.com/-- is an integrated supplier of   
instant tickets, systems and services to lotteries worldwide, a
leading supplier of fixed odds betting terminals and systems,
Amusement and Skill with Prize betting terminals, interactive
sports betting terminals and systems, and wagering systems and
services to pari-mutuel operators.  It is also a licensed pari-
mutuel gaming operator in Connecticut, Maine and the Netherlands
and is a leading supplier of prepaid phone cards to telephone
companies.  Scientific Games' customers are in the United States
and more than 60 other countries.  The company has additional
productions and operating facilities located in Austria, Chile
and the United Kingdom.


WARNER MUSIC: Discontinues Payment of Quarterly Dividend
--------------------------------------------------------
Warner Music Group Corp. disclosed in a regulatory filing that
it has discontinued its previous policy of paying a regular
quarterly dividend.

On Feb. 29, 2008, the company paid its final quarterly dividend
of US$0.13 per share.

The company currently intends to retain future earnings to build
cash on the balance sheet and continue its successful A&R
investment track record.

Any future determination to pay dividends will be at the
discretion of the company's Board of Directors and will depend
on, among other things, the company's results of operations,
cash requirements, financial condition, contractual restrictions
and other factors the Board of Directors may deem relevant.

Warner Music Group Corp. -- http://www.wmg.com/-- (NYSE: WMG)  
is a publicly traded in the United States.  With its broad
roster of new stars and legendary artists, Warner Music Group is
home to a collection of the best-known record labels in the
music industry including Asylum, Atlantic, Bad Boy, Cordless,
East West, Elektra, Lava, Nonesuch, Reprise, Rhino, Roadrunner,
Rykodisc, Sire, Warner Bros. and Word.  Warner Music
International, a leading company in national and international
repertoire, operates through numerous international affiliates
and licensees in more than 50 countries.  Warner Music Group
also includes Warner/Chappell Music, one of the world's leading
music publishers, with a catalog of more than one million
copyrights worldwide.

Outside the United States, the company has two subsidiaries in
Austria, one in Nova Scotia and another in Luxembourg.  It has
Latin American operations in Argentina, Brazil and Chile.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 2, 2008, Standard & Poor's Rating Services affirmed its
ratings on Warner Music Group, including its 'BB-' corporate
credit rating, based on S&P's expectation that the company will
have sufficient resources to meet its financial covenant step-
downs over the near term.  S&P also removed all ratings from
CreditWatch with negative implications, where they were placed
on Feb. 22, 2007.


WARNER MUSIC: March 31 Balance Sheet Upside-Down by US$103MM
------------------------------------------------------------
Warner Music Group Corp. reported second-quarter 2008 financial
results for the period ended March 31, 2008 and in an effort to
increase its financial flexibility has suspended its previous
policy of paying a regular quarterly dividend.

"Warner Music continues to outperform the industry and gain
share in key markets, which is a testament to our commitment to
investing in A&R and leading the recorded music industry's
transition through innovation and creativity," said Edgar
Bronfman, Jr., Warner Music Group's Chairman and CEO.  "While an
uncertain economic backdrop and evolving recorded music industry
make a conservative approach to our balance sheet a prudent
strategy, we remain excited about the long-term prospects for
our business.  In particular, we are gratified by WMG's
excellent digital results this quarter, which highlight our
leadership position in driving this critical segment of the
music business."

Michael Fleisher, Warner Music Group's Executive Vice President
and CFO, added, "We regularly evaluate our capital deployment
strategy.  Our Board and our management believe it is sensible
to maximize capital flexibility, given the vagaries of both the
economy and recorded music market, by suspending our dividend to
build cash reserves and reduce net debt.  This action will give
us the freedom to maintain our level of A&R investment, while
enhancing shareholder returns over time."

                       Second-Quarter Results

For the second quarter 2008, revenue grew 2.0% to US$800 million
from US$784 million in the prior-year quarter, and fell 3.6% on
a constant-currency basis.  This performance was tempered by the
ongoing transition in the recorded music industry characterized
by a shift in consumption patterns from physical sales to new
forms of digital music and the continued impact of digital
piracy.  Domestic revenue declined 13.8% while international
revenue grew 19.9%, and grew 6.7% on a constant-currency basis.
On a constant-currency basis, revenue grew in Europe, Asia-
Pacific, Latin America and Canada.

Operating income from continuing operations grew 47.4% to US$28
million from US$19 million in the prior-year quarter and
operating margin from continuing operations increased 1.1
percentage points to 3.5%.  OIBDA from continuing operations
increased 20.0% to US$96 million from US$80 million in the
prior-year quarter and OIBDA margin from continuing operations
grew 1.8 percentage points to 12.0%.  Operating income, OIBDA,
operating margin and OIBDA margin for the second quarter of
fiscal 2007 reflected US$16 million in restructuring-related
charges in connection with the company's fiscal 2007 realignment
initiatives.

Loss from continuing operations was US$34 million, or US$0.23
per diluted share for the quarter.  Loss in the prior-year
quarter was US$27 million, or US$0.19 per diluted share.

As of March 31, 2008, the company reported a cash balance of
US$249 million, total long-term debt of US$2.27 billion and net
debt (total long-term debt minus cash) of US$2.0 billion.

For the quarter, net cash provided by operating activities was
US$132 million.  Free Cash Flow amounted to US$99 million,
compared to Free Cash Flow of US$49 million in the comparable
fiscal 2007 quarter.  Unlevered After-Tax Cash Flow (defined as
Free Cash Flow excluding cash interest paid) was US$128 million,
compared to Unlevered After-Tax Cash Flow of US$73 million in
the comparable fiscal 2007 quarter.

For the quarter ended March 31, 2008, the company reported a net
loss of US$37 million compared to a net loss of US$27 million
for the quarter ended March 31, 2007.  The company's balance
sheet on the other hand showed that as of March 31, 2008, the
company had total assets of US$4,532,000,000 and total
liabilities of US$4,635,000,000 resulting in a shareholders'
deficit of US$103 million.  

                          Recorded Music

Revenue from the company's Recorded Music business increased
0.6% from the prior-year quarter to US$652 million, and was down
4.4% on a constant-currency basis.  The decline in constant-
currency revenue primarily reflected strength in Europe, Asia-
Pacific, Latin America and Canada, more than offset by declines
in domestic revenue.  Year-over-year revenue increased in the
international physical Recorded Music business and the global
digital Recorded Music business on a constant-currency basis.

Recorded Music digital revenue of US$155 million grew 47.6% over
the prior-year quarter and represented 23.8% of total Recorded
Music revenue.  Domestic Recorded Music digital revenue amounted
to US$101 million or 34.0% of total domestic Recorded Music
revenue.  Digital sales strength was primarily driven by growth
in global online downloads, and to a lesser extent mobile.

Major sellers in the quarter included titles from R.E.M., Simple
Plan, Kobukuro, Nickelback and the Juno soundtrack.
International Recorded Music revenue surged 22.4% from the
prior-year quarter to US$355 million, and rose 9.6% on a
constant-currency basis, while domestic Recorded Music revenue
slid 17.0% from the prior-year quarter to US$297 million.

The constant-currency growth in international Recorded Music
revenue in the quarter was the result of increases in the U.K.,
Germany, France and Japan.  Gains in international revenue were
attributable to improved local repertoire and international
releases as compared to the prior-year quarter and a
contribution from international touring and management
businesses.

Year-over-year differences in the domestic Recorded Music
business were due to the timing of releases and declines in the
physical business, which are not currently being fully offset by
growth in the digital business, though digital performance was
quite strong.  Retailers are more actively managing their
inventory levels in response to the tougher economy and credit
markets as well as the changing underlying demand for physical
recorded music product.

Recorded Music operating income from continuing operations
totaled US$22 million in the quarter, up 69.2% from US$13
million in the prior-year quarter, resulting in an operating
margin from continuing operations of 3.4% compared to 2.0% in
the prior-year quarter.  Recorded Music OIBDA from continuing
operations rose 27.3% to US$70 million for the quarter, compared
to US$55 million in the prior-year quarter.  Recorded Music
OIBDA margin from continuing operations expanded 2.2 percentage
points to 10.7% from the prior-year quarter.  Recorded Music
operating income, OIBDA, operating margin and OIBDA margin for
the second quarter of fiscal 2007 reflected US$15 million in
Recorded Music restructuring-related charges in connection with
the company's fiscal 2007 realignment initiatives.

                      Music Publishing

Music Publishing revenue in the quarter increased by 8.4% from
the prior-year quarter to US$155 million, and was flat on a
constant-currency basis.  Music Publishing revenue grew 4.9%
domestically over the prior-year quarter, and grew 11.0%
internationally, but declined 3.2% internationally on a
constant-currency basis. Digital revenue from Music Publishing
amounted to US$9 million, representing 5.8% of total Music
Publishing revenue for the quarter.

On a constant-currency basis, declines in mechanical revenue of
9.5% and in synchronization revenue of 4.5% were offset by a
50.0% increase in digital revenue and a 3.4% increase in
performance revenue.  Mechanical revenue weakness reflected the
industry-wide decline in physical record sales.  Synchronization
revenue was negatively impacted by the Writers Guild of America
strike.

Music Publishing operating income amounted to US$36 million,
down 5.3% from US$38 million in the prior-year quarter,
resulting in an operating margin of 23.2% down 3.3 percentage
points from the prior-year quarter.  Music Publishing OIBDA
increased 1.9% to US$54 million for the quarter, compared to
US$53 million in the prior-year quarter.  Music Publishing OIBDA
and OIBDA margin were flat year-over-year, excluding a US$1
million favorable impact of foreign currency exchange rates.

A full-text copy of the company's quarterly report on Form 10-Q
for the quarter ended March 31, 2008 may be viewed for free at:

               http://ResearchArchives.com/t/s?2d3e

                  About Warner Music Group

Warner Music Group Corp. -- http://www.wmg.com/-- (NYSE: WMG)  
is a publicly traded in the United States.  With its broad
roster of new stars and legendary artists, Warner Music Group is
home to a collection of the best-known record labels in the
music industry including Asylum, Atlantic, Bad Boy, Cordless,
East West, Elektra, Lava, Nonesuch, Reprise, Rhino, Roadrunner,
Rykodisc, Sire, Warner Bros. and Word.  Warner Music
International, a leading company in national and international
repertoire, operates through numerous international affiliates
and licensees in more than 50 countries.  Warner Music Group
also includes Warner/Chappell Music, one of the world's leading
music publishers, with a catalog of more than one million
copyrights worldwide.

Outside the United States, the company has two subsidiaries in
Austria, one in Nova Scotia and another in Luxembourg.  It has
Latin American operations in Argentina, Brazil and Chile.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 2, 2008, Standard & Poor's Rating Services affirmed its
ratings on Warner Music Group, including its 'BB-' corporate
credit rating, based on S&P's expectation that the company will
have sufficient resources to meet its financial covenant step-
downs over the near term.  S&P also removed all ratings from
CreditWatch with negative implications, where they were placed
on Feb. 22, 2007.  



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

BANCOLOMBIA SA: Stock Plunges on Rates Increase Speculation
-----------------------------------------------------------
Bancolombia SA's stock has dropped the most in a month in Bogota
trading on speculation that the central bank will raise interest
rates, reducing demand for credit, James Attwood of Bloomberg
News.

Bloomberg says that the company had the biggest fall since May
8, as it decreased 2.6% to COP15,880.  Its parent company,
Suramericana de Inversiones SA was down to COP17,960 by 2.7%.

The monthly inflation rate, in a June 1 report, climbed to 0.93%
in May, more than twice the 0.4% median forecast in a Bloomberg
survey of economists, the report adds.

Marcela Giraldo, head of equities research at Bogota-based
brokerage Corredores Asociados, told Bloomberg that, "People are
selling financial shares because there may be further increases
in interest rates."

Bancolombia S.A. is Colombia's largest full-service financial
institution, formed by a merger of three leading Colombian
financial institutions.  Bancolombia's market capitalization is
over US$5.5 billion, with US$13.8 billion asset base and
US$1.4 billion in shareholders' equity as of Sept. 30, 2006.  
Bancolombia is the only Colombian company with an ADR level III
program in the New York S0tock Exchange.

                         *     *     *

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


TRANSTEL INTERMEDIA: Fitch Downgrades ID Ratings to C From CCC
--------------------------------------------------------------
Fitch Ratings has downgraded these ratings for Transtel
Intermedia SA:

  -- Foreign currency issuer default rating downgraded to 'C'
     from 'CCC';

  -- Local currency issuer default rating downgraded to 'C' from
    'CCC';

  -- US$170 million senior notes due 2016 downgraded to 'C/RR4'
     from 'CCC+/RR3'.

All ratings are placed of rating watch negative.

The rating action reflects the partial payment of the coupon of
the US$170 million notes due 2016 that was due in June 1, 2008
as well as the associated low liquidity and weaker than expected
operating results.  The rating watch will be resolved within 30
days depending on the company's ability to collect funds to pay
the rest of the interest payment of approximately US$5.5
million.  Transtel has 30 days for the payment of the interest
due before it is considered and event of default.  Fitch will
reevaluate the ratings after the cure period if the company
meets the interest payment within the 30 day grace period.

Headquartered in Cali, Colombia, Transtel Intermedia, S.A. is a
subsidiary of Transtel SA.  The company controls and operates
seven telephone systems and one cable system serving residential
and commercial subscribers in ten cities including Cali and its
metropolitan area, the municipalities of Popayan and Jamundi.  
It offers local telephone, data, Internet and to a lesser extent
pay television services.  As of March 31, 2008, the company had
over 228,746 lines in service, 38,850 Internet subscribers
including 21,408 broadband users and 12,600 pay television
subscribers.  Revenues and EBITDA for the latest 12 months ended
March 31, 2008, amounted to approximately US$52 million and
US$35 million respectively.



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

DELTA AIR: To Cancel New York-Santo Domingo Flights in September
----------------------------------------------------------------
DR1 Newsletter reports that Delta Air Lines Inc will cancel its
New York City-Santo Domingo flight services from Sept. 9 to 12.  

According to DR1, Delta Air cites high fuel prices and the low
profitability of the route as the reasons for the flight
cancellations.

Delta Air's Regional Communications Manager Carlos Santos told
DR1 that the New York City-Santo Domingo route hasn't been
profitable for the airline.  

Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline      
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners.  Delta flies to
Argentina, Australia and the United Kingdom.

The company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts.  Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice.  Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice.  John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.  On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  In April 25, 2007, the Court confirmed
the Debtors' plan.  That plan became effective on April 30,
2007.  The Court entered a final decree closing 17 cases on
Sept. 26, 2007.  (Delta Air Lines Bankruptcy News, Issue No. 97;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or  215/945-7000)  



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

BRITISH AIRWAYS: May Ground Flights Over High Fuel Costs
--------------------------------------------------------
British Airways plc may opt to ground flights as oil price hits
US$130 a barrel, David Millward writes for the Daily Telegraph.

BA chief executive Willie Walsh told the Daily Telegraph "we
will be looking at some routes to see if we can take out some
frequency."

However, according to sources at BA, it is unlikely that the
airline will axe all flights, although it may cut some services
on popular routes, the Daily Telegraph discloses.

BA, the paper adds, is expected to implement changes in the
autumn.

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

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

                        *     *     *

British Airways Plc carries a senior unsecured debt rating of
Ba1 from Moody's Investors' Service with a stable outlook.  
Ratings apply to date.



===========
G U Y A N A
===========

DELTA AIR: Launches New York-Guyana Flight Service
--------------------------------------------------
Caribbean Net News reports that Delta Air Lines Inc. has
launched a flight service for a New York-Guyana route.

According to Caribbean Net, the flight service will connect
Guyana's Cheddi Jagan International Airport to New York's John
F. Kennedy International Airport.  

As reported in the Troubled Company Reporter-Latin America on
May 23, 2008, Guyana's Tourism Minister Manniram Prashad
confirmed that Delta Airlines planned to have operations
beginning June 1.  According to Mr. Prashad, both visitors and
Guyanese traveling through the Cheddi Jagan International
Airport in Guyana were beginning to worry with the exit of North
American Airlines from the Guyanese market on May 19 and the
arrival of the carrier was timely.  The Airlines 757's first
flight would leave JFK International Airport at 1:00 a.m. and
arrive at CJIA at 7:00.  Roraima Airways staff would manage the
local operations.

Caribbean Net relates that Delta Air's entry into the Guyana
followed the exit of North American airlines from Guyana early
last week.

Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline      
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners.  Delta flies to
Argentina, Australia and the United Kingdom.

The company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts.  Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice.  Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice.  John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.

The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007.  On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007.  On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement.  In April 25, 2007, the Court confirmed
the Debtors' plan.  That plan became effective on April 30,
2007.  The Court entered a final decree closing 17 cases on
Sept. 26, 2007.  (Delta Air Lines Bankruptcy News, Issue No. 97;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or  215/945-7000)  



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

NATIONAL WATER: Says Disaster Preparedness Machinery Is Ready
-------------------------------------------------------------
The National Water Commission of Jamaica told Radio Jamaica that
its disaster preparedness machinery is ready.

The Commission, however, added that its systems are still
vulnerable and may be affected by seasonal events.  

The Commission's Corporate Public Relations Manager Charles
Buchanan told Radio Jamaica that the agency's 460 water supply
systems have intakes vulnerable to flood damage and blockages.  
"Of the others, wells are often located in low lying plains and
are often susceptible to flooding ... most systems are heavily
dependent on the of national power grid for operations, more
than 900 kilometers of undulating pipelines all of which are
susceptible to landslides, pipeline dislocation and breakages.  
Water sources are also at risk of contamination from muddy
inflows after heavy rainfall," Mr. Buchanan added.

The Commission has taken several steps to lessen the risk of
damage to its systems and to let them return to normal
operations as fast as possible, Radio Jamaica says, citing Mr.
Buchanan.  "We have taken into consideration both the best
practices within the water industry world wide and the
cumulative experience of our employees and managers in managing
our particular systems under disaster conditions," Mr. Buchanan
added.

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

                          *     *     *

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

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



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

ASARCO LLC: Grupo Mexico Challenges Sale of Assets to Vedanta
-------------------------------------------------------------
Grupo Mexico S.A.B. de C.V., the parent of ASARCO LLC and its
debtor-affiliates, said it will do "absolutely everything" in
its power to block the sale of ASARCO LLC's assets to Vedanta
Resources Plc's India-based subsidiary Sterlite Industries
(India) Ltd., Reuters quoted ASARCO's parent company as saying.

Sterlite Industries won as the stalking horse bidder for
ASARCO LLC's assets after offering US$2,600,000,000 for ASARCO's
assets.  Vedanta outbid three other interested buyers including
ASARCO's 100% equity holder, Grupo Mexico S.A.B. de C.V.

The acquisition will be financed through a mix of debt and
existing cash reserves, Sterlite said in a public statement.  
Assets included in the sale are three open-pit copper mines and
a copper smelter in Arizona, a copper refinery, rod and cake
plant, and precious metal plants in Texas.

Sterlite will assume ASARCO's operating liabilities but will not
assume legacy liabilities for asbestos and environmental claims
for ceased operations.  In March 2007, ASARCO estimated that its
asbestos liabilities range from US$242,100,000 to
US$446,900,000.  ASARCO also estimated that its environmental
liabilities total more than US$6,000,000,000 as of February
2007.

                      Grupo Mexico Undaunted

Grupo Mexico said it wanted to challenge the sale, saying that
"it was denied key information that would have allowed it to
properly value ASARCO," and that it is "willing to drag on the
legal battle."

"[I]t's unfair that Grupo Mexico must bid for a company it
already owns," Luc A. Despins, Esq., at Milbank, Tweed, Hadley &
McCloy LLP, on behalf of Grupo Mexico, told Bloomberg News.

To recall, Grupo Mexico submitted a plan of reorganization for
ASARCO on April 30, 2008, which contemplates full claims payment
to ASARCO's creditors.

In response, ASARCO's counsel, Jack Kinzie, Esq., at Baker Botts
L.L.P., said "Grupo Mexico's repayment promise wasn't backed
with cash so is worth less than the stalking horse bid,"
according to Bloomberg.  Mr. Despins retorted, asserting that
Grupo Mexico is willing to put a US$500,000,000 deposit toward
paying whatever claims Judge Richard Schmidt decides are
legitimate, Bloomberg said.

Days after the May 12 commencement of the auction process, Grupo
Mexico, through its subsidiary, Asarco Incorporated, wanted to
compel ASARCO LLC, Robert Pate as the Future Claims
Representative, the U.S. Department of Justice, the Official
Committee of Unsecured Creditors of the Asbestos Subsidiary
Committee, and the creditor constituents, including the United
Steelworkers Union, to produce documents relative to the bid
procedures in connection with ASARCO LLC's Chapter 11 Plan
Sponsor selection process.

The requested documents include all documents concerning the
Successful Bidder, the bid and offers submitted by Grupo Mexico,
the award of a break-up fee to the Successful Bidder, the
consideration of all bids, the yield to ASARCO LLC's
stakeholders of the sale of substantially all of the company's
assets pursuant to the final bid of the Bidder, and the yield to
ASARCO LLC's stakeholders pursuant to the terms of Grupo
Mexico's Bid.

ASARCO LLC, the FCR, and the Asbestos Committee objected to
Asarco Inc.'s motion to compel, asserting that Asarco Inc.'s
document request combined with its public opposition to the
entire plan process reveals its purpose to disrupt the plan
sponsor selection process and chill the bidding to ensure that
Asarco Inc. is the winning plan sponsor.  "The production of
most of the documents sought from the DOJ, the FCR, and the
Asbestos Committee would negatively impact the value of the
Debtors' estate," ASARCO LLC said.

The deal is still subject to the approval of the U.S. Bankruptcy
Court for the Southern District of Texas.  The Court will
convene a hearing on June 12 and 13, 2008, to consider approval
of Vedanta's bid.  To top the stalking horse bid, an interested
bidder will have to offer at least US$75,000,000 more than the
stalking horse's purchase price, Bloomberg News said.

Debtwire.com previously said that a vigorous bidding process for
ASARCO could yield valuations as high as seven times the
company's US$584,000,000 EBITDA, garnering a price of about
US$4,100,000,000.

                          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 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.  (ASARCO Bankruptcy News, Issue
No. 73; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


GRAFTECH INT'L: Improved Performance Cues Moody's to Up Ratings
---------------------------------------------------------------
Moody's Investors Service upgraded GrafTech International Ltd.'s  
corporate family rating to Ba2 from B1 and upgraded the ratings
on its debt issues.

The company's upgrade follows improvement in its operating
performance and credit metrics, significant de-levering, and
reflects the anticipated robust business conditions for the
remainder of 2008.  The SGL-1 speculative grade liquidity rating
was affirmed and the ratings outlook was revised to stable from
positive.  The following summarizes the ratings activity.

Ratings upgraded for GrafTech International Ltd.:

   -- Corporate family rating -- Ba2 from B1

   -- Probability of default rating -- Ba2 from B1

   -- US$225 million 1.625% Gtd sr unsec conv debentures due
      2024 -- Ba3 (LGD5, 73%) from B2 (LGD4, 66%)

Ratings upgraded for GrafTech's special purpose financing
vehicle, GrafTech Finance, Inc.:

   -- US$215mm Gtd sr sec revolving credit facility due 2010 --
      Baa3 (LGD2, 21%) from Ba1 (LGD2, 11%)

   -- 10.25% Gtd sr unsec global notes due 2012 -- Ba3 (LGD5,
      73%) from B2 (LGD4, 66%)

Ratings affirmed for GrafTech International Ltd.:

   -- Speculative grade liquidity rating: SGL-1

The recent upgrade in GrafTech's corporate family rating
reflects the company's improved operating performance which has
resulted in the firm generating positive free cash flow over the
past eight quarters and making significant debt reduction such
that credit metrics are supportive of the higher rating.  Debt
reduction has been achieved with free cash flow as well as the
proceeds from the 2006 sale of the company's cathodes business
(approximately US$135 million in gross proceeds) and other asset
sales.  GrafTech's success in passing on higher raw material and
energy costs to its customers in 2007 and 2008 has allowed it to
generate free cash flow.

The company typically sets its graphite electrode prices
annually and negotiates needle coke prices with its suppliers on
an annual basis, and as a result Moody's expects the company to
continue to enjoy attractive operating margins for the balance
of 2008.  The ratings incorporate Moody's assumption that the
company will likely re-lever its balance sheet after the
redemption of its convertible debentures and potentially
redeeming the remaining US$75 million of the 10.25% senior notes
due 2012 with at least US$200 million of debt.  Additionally,
the company has stated that it is looking at internal as well as
external growth opportunities, which may include acquisitions.

GrafTech's stable rating outlook reflects the company's strong
free cash flow generation, excellent liquidity and conservative
financial philosophy that may lead to further debt reduction in
the next year.  This outlook is supported by robust conditions
in the steel industry, and strong demand for GrafTech's
electrodes which is expected to allow GrafTech to continue to
offset future raw material and energy cost increases with higher
prices for its electrodes.  The ratings could come under
downward pressure if the company made a large acquisition or
took other actions to re-lever its balance sheet such that its
debt to EBITDA ratio exceeded 3x.

Headquartered in Parma, Ohio, GrafTech International Ltd. -–
http://www.graftech.com/-- (NYSE:GTI) manufactures and provides   
high quality synthetic and natural graphite and carbon based
products and technical and research and development services,
with customers in 80 countries engaged in the manufacture of
steel, automotive products and electronics.  The company
manufactures graphite electrodes, products essential to the
production of electric arc furnace steel.  The company also
manufactures thermal management, fuel cell and other specialty
graphite and carbon products for, and provide services to, the
electronics, power generation, solar, oil and gas,
transportation, petrochemical and other metals markets.  The
company operates 11 manufacturing facilities strategically
located on four continents.

As of Feb. 28, 2008, the company has a subsidiary in
Switzerland, GrafTech Switzerland S.A.  GrafTech Switzerland has
subsidiaries located in other parts of Europe as well as Mexico
and Brazil in Latin America.


IRON MOUNTAIN: S&P Puts 'B+' Rating on US$300 Million Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services has assigned an issue and
recovery rating to Iron Mountain Inc.'s US$300 million
subordinated notes due 2020.  The debt was assigned an issue-
level rating of 'B+', and a recovery rating of '5', indicating
our expectation of modest (10% to 30%) recovery in the event of
a payment default.
     
Proceeds of the new subordinated notes will be used to redeem
the company's 8.25% senior subordinated notes due 2011, repay
borrowing under the revolving credit facility and for general
corporate purposes.  The issue and recovery ratings on Iron
Mountain Inc.'s other secured and unsecured debt remains
unchanged.

Ratings List

Iron Mountain Inc.                      BB-/Negative/--


New Rating

Iron Mountain Inc.
Subordinated
  US$300 mil sr sub nts due 2020        B+   

Iron Mountain Incorporated -- http://www.ironmountain.com/--  
(NYSE: IRM) helps organizations around the world reduce the
costs and risks associated with information protection and
storage.  The company offers comprehensive records management
and data protection solutions, along with the expertise and
experience to address complex information challenges such as
rising storage costs, litigation, regulatory compliance and
disaster recovery.  Founded in 1951, Iron Mountain is a trusted
partner to more than 100,000 corporate clients throughout North
America, Europe, Latin America and Asia Pacific.  Its Latin
American operations are located in Argentina, Brazil, Chile,
Mexico and Peru.


XERIUM TECH: S&P Keeps Junk Rating on High Leverage
---------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Xerium Technologies Inc., including the 'CCC+' corporate credit
rating, and removed them from CreditWatch, where they were
originally placed with negative implications on March 19, 2008.

At the same time, S&P assigned a positive outlook. T he
Youngsville, N.C.–based manufacturer of consumable products
necessary for paper manufacturing had total debt of roughly
US$672 million as of March 31, 2008.

"The CreditWatch resolution reflects that Xerium has secured a
credit facility amendment that reduces the likelihood of a
financial covenant breach," said Standard & Poor's credit
analyst James Siahaan.  In addition, the positive outlook
reflects the possibility that we could raise the ratings in
the near future, provided that the company maintains adequate
headroom under the financial covenants through cash generation
and debt repayment.  Headroom under the company's total leverage
ratio, interest coverage ratio, and fixed-charge coverage ratio
has increased, and dividend payments (which had been a heavy use
of Xerium's cash in recent years) have been prohibited for
the remaining life of the credit agreement.  In addition, the
company now has the ability to exempt certain exchange rate
fluctuations in calculating its total leverage ratio; the
inability to do so had contributed to high leverage figures
under the previous calculations, as exchange rates moved against
the U.S. dollar and Xerium's foreign debt balance outpaced its
earnings growth.

The ratings on Xerium reflect the company's highly leveraged
balance sheet, its limited liquidity, its modest size as a
supplier to niche markets, and its dependence on the papermaking
industry, all of which limit the company's organic growth
potential.  Partly mitigating these weaknesses are the
company's good operating margins, its geographic diversity, and
the strong competitive position of its niche product.

The recent amendment to Xerium's credit agreement has alleviated
short-term liquidity pressures.  S&P could raise the ratings if
the company is successful in generating cash, reducing costs,
paying down debt, and maintaining adequate headroom under its
credit agreement.  However, Standard & Poor's notes that while
the receipt of the amendment is positive, financial covenants
will tighten in the fourth quarter of 2008, which maypotentially
cause liquidity issues to reappear.  S&P would want to see more
clarity on this possibility before taking further rating
actions.

Headquartered in Youngsville, North Carolina, Xerium
Technologies Inc. (NYSE: XRM) -- http://xerium.com/--
manufactures and supplies two types of consumable products used
primarily in the production of paper: clothing and roll covers.
The company, which operates around the world under a variety of
brand names, utilizes a broad portfolio of patented and
proprietary technologies to provide customers with tailored
solutions and products integral to production, all designed to
optimize performance and reduce operational costs.  With 35
manufacturing facilities in 15 countries around the world,
Xerium has approximately 3,700 employees.  

In Europe the company has subsidiaries in Austria, Italy,
Germany, Sweden, Spain, the United Kingdom, Finland, France,
Switzerland and Ireland.  Xerium also has subsidiaries in Asia,
particularly in China, Hong Kong, Australia, Japan and Vietnam.  
Three subsidiaries are meanwhile located in Central and South
America, specifically Brazil, Mexico and Argentina.


XERIUM TECHNOLOGIES: Secures Fifth Amendment to Credit Facility
---------------------------------------------------------------
Xerium Technologies, Inc. disclosed in a regulatory filing that
on May 30, 2008, it secured a fifth amendment to its existing
senior credit facility.  Citigroup Global Markets Inc. acted as
the sole lead arranger, with more than 60 lenders participating.

The term loan portions of the amended and restated
US$660 million Credit Facility mature on May 19, 2012, and the
revolving credit portion matures on November 19, 2011.  The
amended facility requires the company to comply with revised
operating controls and financial covenants.  The revised
covenants place the company in compliance with the financial
requirements of the credit facility for the period ending and as
of March 31, 2008.

"We appreciate the active engagement and support of our many
lenders, who concur with the recently announced new strategic
direction of the company.  Through this amendment process, the
lenders recognized that Xerium's historical covenant compliance
issues were the consequence of applying the Company's very
strong cash flows to purposes other than debt repayment," said
Stephen Light, President and Chief Executive Officer.  
"Substantially reducing our debt through the term of the new
agreement is at the very heart of our strategic plan to improve
the company, enhance operational efficiencies, and maximize
value on behalf of our numerous stakeholders.  We believe this
new agreement provides us access to the funds we need to execute
our plan. I'm very pleased we've reached this agreement with our
lenders in a timely manner and thank them, CitiBank and the Alix
Partners for their perseverance throughout this complex
process."

Key provisions of the Amended and Restated Credit Facility
include:

     -- Libor based grid rate pricing at an initial rate of
        Libor + 5.50% with three identified step downs
        contingent upon future improvements in credit ratings:
        Libor + 4.25%, Libor + 3.75%, and Libor + 2.75%

     -- Covenants governing the use of proceeds from asset and
        equity sales

     -- Prohibition against dividend payments for the term of
        the agreement

     -- Limits on capital expenditures, restructuring,
        acquisitions and certain other investments

     -- Freezing foreign exchange rates for the purpose of
        calculating debt for certain covenant purposes

     -- Increased debt pay down requirements

     -- Increased performance reporting requirements

                      Avoiding Bankruptcy

As a result of the amendment, it is likely that the company may
have avoided a possible bankruptcy, Chris Coletta of the
Triangle Business Journal reports.  Mr. Coletta adds under the
agreement, the company's expenditures is limited to US$50
million for 2008 and then US$35 million onwards until 2012.

                        About Xerium

Headquartered in Youngsville, North Carolina, Xerium
Technologies Inc. (NYSE: XRM) -- http://xerium.com/--   
manufactures and supplies two types of consumable products used
primarily in the production of paper: clothing and roll covers.
The company, which operates around the world under a variety of
brand names, utilizes a broad portfolio of patented and
proprietary technologies to provide customers with tailored
solutions and products integral to production, all designed to
optimize performance and reduce operational costs.  With 35
manufacturing facilities in 15 countries around the world,
Xerium has approximately 3,700 employees.   

In Europe the company has subsidiaries in Austria, Italy,
Germany, Sweden, Spain, the United Kingdom, Finland, France,
Switzerland and Ireland.  Xerium also has subsidiaries in Asia,
particularly in China, Hong Kong, Australia, Japan and Vietnam.   
Three subsidiaries are meanwhile located in Central and South
America, specifically Brazil, Mexico and Argentina.

                       Going Concern Doubt

As reported in the Troubled Company Reporter-Latin America on
April 23, 2008, Ernst & Young LLP raised substantial doubt on
the ability of Xerium Technologies to continue as a going
concern after it audited the company's financial statements for
the year ended Dec. 31, 2007.  

The auditing firm stated that the company will likely have
future debt covenant violations under its existing loan
agreements.  Failing to meet financial covenants constitutes an
event of default, upon which the company's lenders could
accelerate the debt causing it to become payable and due.



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

CABLE & WIRELESS: Needs to Raise Offer, Thus Investor Says
----------------------------------------------------------
Cable & Wireless PLc needs to offer more than 200p a share to
acquire Thus Plc, Dominic White writes for the Daily Telegraph,
citing Thus shareholder Investec Asset Management.

"We think that Thus is worth over GBP2 in independent form and
considerably more than this to another player," Peter Lowery, a  
fund manager at Investec, told the Daily Telegraph.

Investec, which holds a 5% stake in Thus stock, claims the
firm's value is more than 160p a share -- its price when C&W
announced it made a preliminary approach over a possible
takeover offer, the Telegraph relates.

Thus rejected C&W's approach but is reportedly open to
negotiations if the company submits a higher bid, the Telegrapg
reports.  Thus has tasked adviser Greenhill & Co., Inc. to
review its net value in case C&W submits a formal offer.

Meanwhile, sources privy to the situation told the Telegraph
that C&W views the potential acquisition as a strategic in-fill
rather an essential deal.  C&W has appointed Gleacher Shacklock
and Rothschild as advisers on the deal.

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, 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 has 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.



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

IRON MOUNTAIN: Discloses Offering of US$300 Million Senior Notes
----------------------------------------------------------------
Iron Mountain Incorporated disclosed Monday a proposed public
offering of US$300 million in aggregate principal amount of
Senior Subordinated Notes due 2020.  

The company intends to use the net proceeds from the offering
for the repayment of outstanding indebtedness under its
revolving credit facility, redemption of all its outstanding 8-
1/4% Senior Subordinated Notes due 2011, the possible repayment,
repurchase or retirement of other indebtedness and for general
corporate purposes, including possible future acquisitions and
investments.  The exact terms and timing of the offering will
depend upon market conditions and other factors.

Iron Mountain is making the offering under a shelf registration
statement previously declared effective by the Securities and
Exchange Commission.  This offering will be made solely by means
of a prospectus.

A copy of the prospectus supplement and related base prospectus
for the offering may be obtained on the SEC website at
http://www.sec.gov/

Alternatively, the underwriters will arrange to send you the
prospectus supplement and related base prospectus if you request
them by contacting J.P. Morgan Securities Inc. at 270 Park
Avenue, 8th Floor, New York, New York 10017, attention Syndicate
Desk.

                      About Iron Mountain

Iron Mountain Incorporated -- http://www.ironmountain.com/--  
(NYSE: IRM) helps organizations around the world reduce the
costs and risks associated with information protection and
storage.  The company offers comprehensive records management
and data protection solutions, along with the expertise and
experience to address complex information challenges such as
rising storage costs, litigation, regulatory compliance and
disaster recovery.  Founded in 1951, Iron Mountain is a trusted
partner to more than 100,000 corporate clients throughout North
America, Europe, Latin America and Asia Pacific.  Its Latin
American operations are located in Argentina, Brazil, Chile,
Mexico and Peru.



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

HORIZON LINES: Elects Class III Directors at Stockholder Meeting
----------------------------------------------------------------
Horizon Lines Inc.'s shareholders of record as of the close of
business on April 7, 2008, have elected three Class III
directors, namely Thomas P. Storrs, James W. Down and Charles G.
Raymond to serve for three-year terms or until their successors
are duly elected and qualified.  

In addition, the shareholders voted to amend the company's
certificate of incorporation to increase the number of
authorized shares of common stock to 100 million and to ratify
the appointment of Ernst & Young LLP as the company's
independent registered public accounting firm for its fiscal
year ending Dec. 21, 2008.

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.


NBTY INC: To Acquire Leiner Health Assets for US$230,000,000
------------------------------------------------------------
Leiner Health Products, Inc., entered into an Asset Purchase
Agreement for the sale of substantially all of its assets to
NBTY, Inc., on May 30, 2008.

NBTY will acquire the company for US$230,000,000 plus assumption
of certain liabilities.

The Agreement is subject to higher or better offers that may be
submitted by competing bidders in connection with a process
conducted under the supervision of the bankruptcy court
presiding over Leiner's chapter 11 bankruptcy case.  If a higher
or better offer is submitted, an auction will be conducted on
June 9, 2008, in which case the terms of the Agreement may
change.

The NBTY Agreement provides for a purchase price adjustment
downward if the amount of actual working capital at closing is
less than US$116,500,000, and for a purchase price adjustment
upward if the amount of actual working capital at closing is
greater than US$126,500,000.

Simultaneously with the execution of the Agreement, NBTY and
Leiner also entered into an escrow agreement pursuant to which a
portion of the purchase price is held in escrow until the
closing of the purchase transaction.  In addition to the
bankruptcy court process, the transaction is subject to
regulatory and other customary approvals.  If no higher or
better offer is submitted by a competing bidder, the purchase
transaction contemplated by the Agreement is expected to close
no later than September 2008.

                       About Leiner Health

Based in Carson, California, Leiner Health Products Inc. --
http://www.leiner.com/-- manufacture and supply store brand
vitamins, minerals and nutritional supplements products, and
over-the-counter pharmaceuticals in the US food, drug and mass
merchant and warehouse club retail market.  In addition to their
primary VMS and OTC products, they provide contract
manufacturing services.  During the fiscal year ended March 31,
2007, the VMS business comprised approximately 61% of net sales.  
On March 20, 2007, they voluntarily suspended the production and
distribution of all OTC products manufactured, packaged or
tested at its facilities in the US.

The company filed for Chapter 11 protection on March 10, 2008
(Bankr. D. Del. Lead Case No.08-10446).  Jason M. Madron, Esq.,
and Mark D. Collins, Esq., at Richards, Layton & Finger, P.A.,
represent the Debtors.  Houlihan Lokey Howard & Zukin Capital,
Inc., provides investment banking and financial advisory
services to the Debtors.  Garden City Group Inc. serves as the
Debtors' noticing, claims and balloting agent.

The U.S. Trustee for Region 3 appointed creditors to serve on an
Official Committee of Unsecured Creditors in these cases.  The
Committee is represented by Saul Ewing LLP as bankruptcy
counsel, and FTI Consulting Inc., as financial advisors.

                        About NBTY Inc.

Headquartered in Bohemia, New York, NBTY Inc. (NYSE: NTY) --
http://www.NBTY.com/-- manufactures, markets and distributes    
nutritional supplements in the United States and throughout the
world.  As of Sept. 30, 2005, it operated 542 Vitamin World and
Nutrition Warehouse retail stores in the United States, Guam,
Puerto Rico, and the Virgin Islands.


NBTY INC: Leiner Health Agreement Won't Affect S&P's 'BB' Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services said that there would be no
immediate impact on Bohemia, New York-based NBTY Inc.'s
(BB/Stable/--) ratings or outlook following the company's
announcement that it entered into an Asset Purchase Agreement
for the purchase of substantially all of the assets of Leiner
Health Products Inc.(unrated).  The current purchase price is
US$230 million plus the assumption of certain liabilities, yet
is subject to higher or better offers that may be submitted by
competing bidders under Leiner's current chapter 11 proceedings.

Terms of the agreement may change if a higher offer is
submitted, and an auction will be conducted on June 9, 2008.  
S&P estimate that at the currently proposed price, NBTY's
leverage will increase to closer to 2x (from levels of about
1.6x at March 31, 2008), and that credit measures will remain
strong enough for the current rating.  However, if NBTY proceeds
with the purchase at a materially higher price, S&P will then
determine what, if any, impact this could have on the rating or
outlook when more details emerge.  NBTY is a vertically
integrated vitamin, minerals, and supplements manufacturer and
marketer, with a three-tier distribution strategy, which
includes retail, wholesale, and direct-response channels.

Headquartered in Bohemia, New York, NBTY Inc. (NYSE: NTY) --
http://www.NBTY.com/-- manufactures, markets and distributes    
nutritional supplements in the United States and throughout the
world.  As of Sept. 30, 2005, it operated 542 Vitamin World and
Nutrition Warehouse retail stores in the United States, Guam,
Puerto Rico, and the Virgin Islands.


NORTH SIDE: Case Summary & 24 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: North Side Hospital, Inc.
        P.O. Box 456
        Arecibo, PR 00613-0456

Bankruptcy Case No.: 08-03069

Chapter 11 Petition Date: May 13, 2008

Court: District of Puerto Rico (Old San Juan)

Debtor's Counsel: Emil Rodriguez Escudero, Esq.
                  Email: emil@poapr.com
                  Bupete Pedro Ortiz Alvarez
                  P.O. Box 9009
                  Ponce, PR 00732-9009
                  http://www.poapr.com/

Estimated Assets: US$1 million to US$100 million

Estimated Debts:  US$1 million to US$100 million

A copy of North Side Hospital, Inc's list of 24 largest
unsecured creditors is available for free at:

      http://bankrupt.com/misc/prb08-03069.pdf



==========================
V I R G I N  I S L A N D S
==========================

DIGICEL LTD: Promotes Alan Bates as CEO-British Virgin Islands
--------------------------------------------------------------
Digicel Ltd. has promoted Alan Bates, a 10-year
telecommunications industry expert and former Sales Director for
Digicel Bermuda and the Dutch Caribbean, to the position of
Digicel CEO British Virgin Islands (BVI).  Digicel has also
appointed Wayne Michael Caines, former Chief of Staff to the
Premier of Bermuda, Senator and Junior Minister of Transport,
Tourism, Environment and Sport, to the position of Digicel CEO
for Bermuda.

British Virgin Islands

Digicel was awarded a GSM license in BVI in December 2007 and
the company is set to launch its 24th market before the end of
2008.  As one of the most growing economies in the Caribbean,
Digicel looks forward to maximizing growth opportunities in BVI
and has earmarked US$15 million as its initial investment to
build a state-of-the-art network, offering close to 100%
population coverage.

"As CEO, Alan will leverage his vast experience to ensure
Digicel's entry into BVI delivers crystal clear coverage,
excellent customer care and innovative services that offer
customers the best value for their money," said Kevin White,
Digicel Group COO.  "We are confident that by bringing the real
benefits of competition to the market, Digicel can become the
mobile telecommunications operator of choice for the people of
BVI."

Alan Bates has worked with Digicel since 2003 serving many
roles, including head of sales and distribution for Digicel
Aruba and head of sales and distribution for the Dutch Caribbean
region.  In 2006, he was promoted to sales director for Bermuda
where he played an instrumental role on the team that led
Digicel to the number one position in the market, increased the
total number of subscribers by over 100 percent since 2006, and
positioned Digicel Bermuda as the number one cellular provider
in the market.

Prior to joining Digicel, he worked as a consultant and held a
number of senior sales and management positions in the Irish
telecommunications company ESAT.

"I am delighted to take on the new role of as CEO of Digicel
BVI.  This is a very exciting and vibrant market with a
fantastic workforce.  As the third entrant in the market, I am
committed to leading the local team and creating real value for
our customers while making Digicel the number one provider of
choice for mobile telecommunications in the BVI," said Mr.
Bates.

As well as creating local employment, Digicel BVI also plans to
become very involved in a wide range of sponsorships, as well as
social and community initiatives.

Digicel Bermuda

Digicel continues to expand its global footprint in markets such
as Bermuda.  Wayne Michael Caines, former Chief of Staff to the
Premier of Bermuda, Senator and Junior Minister of Transport,
Tourism, Environment and Sport, assumes the position of Digicel
CEO for Bermuda – replacing David Hunter, who now serves as
Digicel CEO of Jamaica.

Digicel entered Bermuda in 2006 and quickly grew to the number
one position in this market, increasing its total number of
customers by 75 percent.  Born in Bermuda, Wayne Michael Caines
offers a unique understanding of this market and will be
responsible for ensuring the people of Bermuda continue to
benefit from Digicel's value, best technology and mobile choice.

"We are pleased to announce Wayne Michael Caines as CEO for
Digicel Bermuda," said David Hall, CEO for Digicel North
Caribbean.  "Wayne's exceptional energy, focus and commitment to
his community make him a perfect match for Digicel.  I am sure
that with Wayne at the helm, Digicel will continue to grow in
the Bermuda market."

In December 2007, Digicel recorded six million customers.  The
company has invested more than US$2 billion in rolling out
state-of-the-art networks across 23 markets.

                          About Digicel

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

                         *     *     *

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


                            ***********


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

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

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

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