TCRLA_Public/080609.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

               Monday, June 9, 2008, Vol. 9, No. 113

                             Headlines


A R G E N T I N A

ALITALIA SPA: Italian Government Restarts Stake Sale
ALITALIA SPA: European Commission May Launch Probe vs Loan
ALITALIA SPA: British Airways Asks EU to Reject Emergency Loan
AGRONOMIA SA: Trustee to File General Report in Court Today
ARES NASIM: Trustee to File General Report in Court Today

COOPERATIVA DE CREDITOS: Files for Reorganization in Court
CUARTO SA: Proofs of Claim Verification Deadline Is Aug. 8
DACASA SA: Proofs of Claim Verification Is Until Aug. 25
ENVASES DEL OESTE: Files for Reorganization in Court
JOSE EZEQUIEL: Files for Reorganization in Buenos Aires Court

MAXXIM SA: Trustee to Submit General Report in Court Today
NORTHWEST AIRLINES: Moody's Cuts Corporate Family Rating to B2
PELPASA SA: Trustee to Submit General Report in Court Today
PIET MONDRIAN: Trustee to Submit General Report to Court Today
RESIDENTIAL CAPITAL: S&P Puts 'SD' Rating After Completed Offer

SANATORIO PRIVADO: Proofs of Claim Verification Is Until Aug. 15
SUN MICROSYSTEMS: Global Sales & Services Chief Resigns


B A H A M A S

* BAHAMAS: Moody's Publishes Annual Report


B A R B A D O S

CABLE & WIRELESS: Starts Disaster & Business Continuity Plan
CONEXANT SYSTEMS: Expects Above Target Guidance for Third Qtr.


B E L I Z E

CONTINENTAL AIRLINES: To Retire 67 Aircraft and Cut 3,000 Jobs


B E R M U D A

GP INVESTMENTS: Fitch Upgrades Foreign Currency ID Rating to B+
TYCO INTERNATIONALL Acquires Winner Security Assets for US$90MM


B O L I V I A

COEUR D'ALENE: Will Retain Ownership of Rochester Mine


B R A Z I L

BANCO NACIONAL: Wants to Put Up Steel Slab Plant With Cia. Vale
BANCO NACIONAL: Will Manage Credit Lines for Brazil
BANCO PROSPER: Moody's Reviews Low-B Debt Ratings for Downgrade
BRASKEM SA: Invests BRL1 Billion in 3-Year Polythylene Project
DELPHI CORP: Hearing on Appaloosa Trial Adjourned to June 9

FORD MOTOR: Has Ample Liquidity to Fund Turnaround Program
HUGHES NETWORK: Moody's Affirms B1 Corporate Family Rating
JBS SA: Discloses Auction for Remaining Shares
M-REAL CORP: E.U. Approves Reflex Mill Sale to Arjowiggins
SANYO ELECTRIC: S&P Upgrades Long-Term Credit Rating to 'BB'

TELE NORTE: To Submit Notices of Tender Offers to Bovespa
UAL CORPORATION: Cuts Fleet and Staff to Survive Economic Slump


C A Y M A N  I S L A N D S

CRESCENT POINT: Proofs of Claim Filing Deadline is June 12
GRYPHON HIDDEN: Deadline for Proofs of Claim Filing Is June 12
HERO I LIMITED: Proofs of Claim Filing Deadline Is June 13
INTEGRATED DEVICE: Claims Filing Deadline Is Until June 12
KENT FUNDING IV: Claims Filing Deadline Is Until June 13

SANTOSHI CLO: Deadline for Proofs of Claim Filing Is June 13
SSGA CM CAPITAL: Proofs of Claim Filing Deadline Is June 13
SSGA CM CREDIT: Deadline for Proofs of Claim Filing Is June 13
SSGA CM EQUITY: Proofs of Claim Filing Deadline Is June 13
SSGA CM GLOBAL: Deadline for Claims Filing is Until June 13

SSGA CM GLOBAL MACRO: Claims Filing Deadline is Until June 13
SSGA CM GLOBAL VOLATILITY: Claims Filing Deadline is June 13
SSGA CM MULTI-ALPHA: Proofs of Claim Filing Deadline is June 13


C H I L E

BOSTON SCIENTIFIC: Fitch Affirms 'BB+' Issuer Default Rating
SCIENTIFIC GAMES: Moody's Rates US$200MM Sr. Note Offering Ba3


C U B A

CENVEO CORP: Moody's Assigns B2 Rating to US$175MM Sr. Notes


G U A T E M A L A

BRITISH AIRWAYS: Asks E.U. to Reject Alitalia Emergency Loan


M E X I C O

AXTEL SAB: Begins Operations in Matamoros as Part of Expansion
CREDITO INMOBILIARIO: Moody's Assigns B1 Local Currency Rating
EMPRESAS ICA: Inks MXN6 Bil. Financing for Nuevo Nexaca Project
FRONTIER AIRLINES: Teamsters Supports Wage & Benefit Concessions
IXE BANCO: Fitch Holds BB/B Foreign & Local Currency ID Ratings

LEAR CORP: Revises 2008 Sales Outlook to US$15.3 Billion
LEAR CORP: S&P's Rating Unmoved by Lower Full-Year 2008 Guidance
MOVIE GALLERY: Wants to Clarify Timing of Claim Allowances
MOVIE GALLERY: Delays Filing of 2008 Quarterly Financial Results


N I C A R A G U A

CENTRAL SUN: Posts US$5,022,000 Net Loss in 2008 First Quarter


P A N A M A

WILLBROS GROUP: Elects M. Bayer, W. Berry, & A. DeKraai to Board
WILLBROS GROUP: Amends Employee & Director Stock Plans
* PANAMA: Global Bonds Reopening Cues S&P's BB+ Sovereign Rating


P E R U

IRON MOUNTAIN: Moody's Assigns B2 to Proposed Note Offering


P U E R T O  R I C O

COOPER COMPANIES: Earns US$11.2 Mil. in Second Quarter of 2008
HARLAND CLARKE: S&P Holds B+ Rating, Revises Outlook to Stable
PEP BOYS: Moody's Junks Rating on US$200MM Senior Sub. Notes


V E N E Z U E L A

PETROLEOS DE VENEZUELA: Enap Awaits Firm's Reply for Ayacucho
PETROLEOS DE VENEZUELA: Officials Deny Links in Wilson Scandal
PETROLEOS DE VENEZUELA: Citgo Does Not Set Prices, Exec Says


* BOND PRICING: For the Week June 2 - June 6, 2008


                         - - - - -


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

ALITALIA SPA: Italian Government Restarts Stake Sale
----------------------------------------------------
The Italian government headed by Prime Minister Silvio
Berlusconi has commenced its latest attempt to sell its 49.9%
stake in Alitalia S.p.A., Agenzia Giornalistica Italia reports.

The Gazzetta Ufficiale has published Alitalia's privatization
procedures, which would be the basis for selecting the buyer for
the government's stake in the carrier, AGI relates.

Qualified bidders will allowed access to Alitalia's data and
information necessary to submit an offer, AGI says citing part
the published procedures.

The Commissione Nazionale per le Societa e la Borsa, regulatory
body for the Italian Stock Exchange,  has suspended the trading
of Alitalia's shareholder until further notice after the
government relaunched the carrier's sale.

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: European Commission May Launch Probe vs Loan
----------------------------------------------------------
The European Commission may open a probe into the EUR300 million
funding provided by the Italian government to Alitalia S.p.A.,
Reuters reports, citing a source close to the regulator.

According to the source, Reuters relates, the Commission is not
likely to take an immediate decision whether the emergency loan
to Alitalia is illegal and must be returned, contrary to a
report by La Repubblica.

The source added to Reuters that the Commission will likely open
a probe due the complexity of the transaction.  The probe,
however, may last up to 18 months.  The Italian government has
said the funding would allow Alitalia to survive for 12 months.

According to La Repubblica, the Commission has taken a negative
stance towards the loan and will announce it decision on
June 11, 2008.

EC spokesman Mark English told Thomson Financial that the EU
executive is reviewing the loan as well as the details provided
by the Italian government.  

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: British Airways Asks EU to Reject Emergency Loan
--------------------------------------------------------------
British Airways plc CEO Willie Walsh is calling on the European
Commission to reject the Italian government's EUR300 million
(US$468 million) emergency loan to Alitalia SpA, Andrea Rothman
and Marco Bertacche write for Bloomberg News.

In an interview at an industry meeting in Istanbul, Mr. Walsh
said that the loan, which was granted to Alitalia to give new
Prime Minister Silvio Berlusconi more time to find a buyer, is a
"case of state aid," Bloomberg relates.

Mr. Walsh stressed "it's an issue of credibility for Europe,
certainly for the commission," Bloomberg discloses.

However, Italy's Finance Minister Giulio Tremonti argued the
loan shouldn't be considered state aid as it is aimed at the
sale of the airline, the paper adds.

                      About British Airways

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

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

                         About Alitalia

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

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


AGRONOMIA SA: Trustee to File General Report in Court Today
-----------------------------------------------------------
Jorge Azar, Americo Pedro Despuy y Jose Luis Lavezzari -- the
court-appointed trustee for Agronomia S.A.'s bankruptcy
proceeding -- will submit to the National Commercial Court of
First Instance in Buenos Aires a general report containing an
audit of the company's accounting and banking records on June 9,
2008.

Jorge Azar verified creditors' proofs of claim until
March 10, 2008.  He presented the validated claims in court as
individual reports on April 25, 2008.  

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

The debtor can be reached at:

         Agronomia S.A.
         Avenida Elguea Roman y Larrea, Chacabuco
         Buenos Aires, Argentina

The trustee can be reached at:

         Jorge Azar, Americo Pedro Despuy y Jose Luis Lavezzari
         R. Vazquez 55, Junin
         Buenos Aires, Argentina


ARES NASIM: Trustee to File General Report in Court Today
---------------------------------------------------------
Pedro Alfredo Valle, the court-appointed trustee for Ares Nasim
S.R.L.'s reorganization proceeding, will submit to the National
Commercial Court of First Instance in Buenos Aires a general
report that contains an audit of the firm's accounting and
banking records on June 9, 2008.

Mr. Valle verified creditors' proofs of claim until
March 14, 2008.  He presented the validated claims in court as
individual reports on April 25, 2008.  

Creditors will vote to ratify the completed settlement plan
during the assembly on Nov. 11, 2008.

The trustee can be reached at:

        Pedro Alfredo Valle
        Avenida de Mayo 1260
        Buenos Aires, Argentina


COOPERATIVA DE CREDITOS: Files for Reorganization in Court
----------------------------------------------------------
Cooperativa de Creditos Pampero LTDA has requested for
reorganization approval after failing to pay its liabilities.

The reorganization petition, once approved by the court, will
allow Cooperativa de Creditos 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 No. 3 in Buenos Aires.  Clerk No. 6 assists the court
in this case.

The debtor can be reached at:

               Cooperativa de Creditos Pampero LTDA
               25 de Mayo 298
               Buenos Aires, Argentina


CUARTO SA: Proofs of Claim Verification Deadline Is Aug. 8
----------------------------------------------------------
Donato Sacurno, the court-appointed trustee for Cuarto SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until Aug. 8, 2008.

Mr. Sacurno will present the validated claims in court as   
individual reports.  The National Commercial Court of First  
Instance No. 17 in Buenos Aires, with the assistance of Clerk
No. 33, 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 Cuarto 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 Antares' accounting  
and banking records will be submitted in court.

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

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

The debtor can be reached at:

          Cuarto SA
          Avenida Cordoba 873
          Buenos Aires, Argentina

The trustee can be reached at:

          Donato Sacurno
          Bernardo de Irigoyen 330
          Buenos Aires, Argentina


DACASA SA: Proofs of Claim Verification Is Until Aug. 25
--------------------------------------------------------
Fernando Marziale, the court-appointed trustee for Dacasa SA's
bankruptcy proceeding, will be verifying creditors' proofs of
claim until Aug. 25, 2008.

Mr. Marziale will present the validated claims in court as   
individual reports.  The National Commercial Court of First  
Instance No. 3 in Buenos Aires, with the assistance of Clerk
No. 5, 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 Dacasa 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 Dacasa's accounting  
and banking records will be submitted in court.

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

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

The debtor can be reached at:

          Dacasa SA
          Brandsen 457
          Buenos Aires, Argentina

The trustee can be reached at:

          Fernando Marziale
          Avenida Callao 930
          Buenos Aires, Argentina


ENVASES DEL OESTE: Files for Reorganization in Court
----------------------------------------------------
Envases del Oeste SA has requested for reorganization approval
after failing to pay its liabilities since May 27, 2007.

The reorganization petition, once approved by the court, will
allow Envases del Oeste 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 No. 5 in Buenos Aires.  Clerk No. 9 assists the court
in this case.

The debtor can e reached at:

             Envases del Oeste SA
             Ciudad de la Paz 242
             Buenos Aires, Argentina


JOSE EZEQUIEL: Files for Reorganization in Buenos Aires Court
-------------------------------------------------------------
Jose Ezequiel Goldenstein-Ana Goldemberg (Sociedad de Hecho) has
requested for reorganization approval after failing to pay its
liabilities.

The reorganization petition, once approved by the court, will
allow Jose Ezequiel 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 No. 9 in Buenos Aires.  Clerk No. 18 assists the court
in this case.

The debtor can be reached at:

               Jose Ezequiel Goldenstein-Ana Goldemberg
               (Sociedad de Hecho
               Nazarre 3190
               Buenos Aires, Argentina


MAXXIM SA: Trustee to Submit General Report in Court Today
----------------------------------------------------------
Juan Carlos Herr, the court-appointed trustee for Maxxim S.A.'s
bankruptcy proceeding, will submit to the National Commercial
Court of First Instance in Buenos Aires a general report
containing an audit of the firm's accounting and banking records
on June 9, 2008.

Mr. Herr verified creditors' proofs of claim until
March 14, 2008.  He presented the validated claims in court as
individual reports on April 25, 2008.  

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

The trustee can be reached at:

         Juan Carlos Herr
         Avenida Cordoba 1351
         Buenos Aires, Argentina


NORTHWEST AIRLINES: Moody's Cuts Corporate Family Rating to B2
--------------------------------------------------------------
Moody's Investors Service has downgraded the Corporate Family
Rating of Northwest Airlines Corp. to B2 from B1, as well as the
ratings of its outstanding corporate debt instruments and
selected classes of Northwest's Enhanced Equipment Trust
Certificates (EETC).  The Speculative Grade Liquidity rating was
lowered to SGL-3 from SGL-2.  The ratings remain on review for
possible downgrade.

The rating downgrade reflects the weakening financial
performance of Northwest which, despite a reduced cost structure
following its restructuring, reported operating and net losses
and deteriorating financial metrics during the first quarter of
2008.  Sustained high fuel costs are likely to increase the
potential for near term cash operating losses at a time when
Northwest faces approximately US$450 million in near term debt
maturities.  Despite the elimination of approximately
US$4.2 billion of unsecured debt and lease obligations upon
emergence from bankruptcy in 2007, the company's capital
structure remains highly leveraged.

Although Northwest's dominant position at its core hubs may
provide the company the ability to differentiate its product and
charge higher ticket prices, Moody's does not expect Northwest
will be able to increase fares sufficiently to offset the cost
increases it faces from the escalation in fuel prices.  As a
consequence, Moody's expects the company will sustain operating
cash losses that will erode the cash position over time.  Debt
to EBITDA of 6.9x and EBIT to interest expense of 1.3x for the
12 months to March 31, 2008 (both using Moody's standard
adjustments) have weakened, and expected continued negative
operating profits and free cash flow are likely to exert
pressure on the ratings.  Northwest's fleet, older than mainline
competitors is less efficient and likely to increase costs in
the current environment of high fuel costs.

In lowering the Speculative Grade Liquidity rating to SGL-3,
Moody's noted that Northwest should maintain an adequate
liquidity profile during the next 12 months despite the
expectation that cash losses from operations will represent an
increasing use of funds.  Although the company has financed most
of the cost of its 2008 aircraft deliveries, Northwest's
US$175 million revolving credit facility which is secured by a
first lien on the company's Pacific route authorities, is fully
drawn.  Northwest reported approximately US$3.2 billion of
unrestricted cash and short term investments at March 31, 2008,
the highest percentage of last twelve months revenue among U.S.
network airlines.  Importantly, Northwest has achieved a waiver
on its fixed charge covenant through June 30, 2009, followed by
a slow ramp up, and as a result, is expected to comply with all
of its debt covenants.  Northwest is not subject to any
holdbacks by its credit card processors at this time.

Moody's downgraded the Class A and B certificates of the Series
2007-1 Pass Through Certificates consistent with the downgrade
of the underlying Corporate Family rating of Northwest.  The
ratings of the Certificates also reflect the continuing
availability of liquidity facilities to meet interest payments
for 18 months in the event of a default by Northwest, and the
asset values of specific aircraft which secure the Certificates.
The junior classes of any EETC are generally more vulnerable to
uncertainty in recovery as they hold a first loss position.
Moody's notes that the transaction is secured by new vintage
Embraer regional jets, for which demand is expected to remain
strong.  As a result, Moody's has not changed its view of
relative value for the Series 2007-1 Pass Through Certificates.

The rating remains under review for possible downgrade (see
Press Release "Moody's reviews debt ratings of Delta and
Northwest for possible downgrade" dated April 15, 2008) pending
Moody's review of Northwest's merger plans.  During its review,
Moody's will assess the potential for a combined Delta and
Northwest to achieve expected revenue and cost synergies in
relation to the ongoing pressures on performance from rising
costs, as well as the financial structure and liquidity profile
of the combined entity.

Downgrades:

Issuer: Northwest Airlines Corporation

* Probability of Default Rating, Downgraded to B2 from B1

* Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
   SGL-2

* Corporate Family Rating, Downgraded to B2 from B1

Issuer: Northwest Airlines, Inc.

* Senior Secured Bank Credit Facility, Downgraded to B1, LGD3
   (32%) from Ba3, LGD3 (41%)

* Senior Secured Enhanced Equipment Trust

   -- Class A Certificates, downgraded to Baa1 from A3

   -- Class B Certificates, downgraded to Ba2 from Ba1

Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures.  Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks.  Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents.  Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.


PELPASA SA: Trustee to Submit General Report in Court Today
-----------------------------------------------------------
Susana Ruth Zapata, the court-appointed trustee for Pelpasa SA's
bankruptcy proceeding, will submit to the National Commercial
Court of First Instance in Buenos Aires a general report
containing an audit of the firm's accounting and banking records
on June 9, 2008.

Ms. Zapata verified creditors' proofs of claim until
March 10, 2008.  She presented the validated claims in court as
individual reports.

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

The debtor can be reached at:

         Pelpasa SA
         Felipe Vallese 624
         Buenos Aires, Argentina
        
The trustee can be reached at:

         Susana Ruth Zapata
         Tucuman 1567
         Buenos Aires, Argentina


PIET MONDRIAN: Trustee to Submit General Report to Court Today
--------------------------------------------------------------
The court-appointed trustee for Piet Mondrian S.R.L.'s
reorganization proceeding will submit to the the National
Commercial Court of First Instance in Buenos Aires a general
containing an audit of the firm's accounting and banking records
on June 9, 2008.

The trustee verified creditors' proofs of claim until
March 14, 2008.  He presented the validated claims in court as
individual reports on April 25, 2008.  

Creditors will vote to ratify the completed settlement plan
during the assembly on Dec. 19, 2008.

The debtor can be reached at:

        Piet Mondrian S.R.L.
        San Martin 633, San Miguel de Tucuman
        Tucuman, Argentina


RESIDENTIAL CAPITAL: S&P Puts 'SD' Rating After Completed Offer
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered selected ratings on
Residential Capital LLC, including lowering the long-term
counterparty credit rating to 'SD' from 'CC'.  The ratings were
removed from CreditWatch Negative, where they were placed
April 24, 2008.
     
"This action follows the company's completion of an exchange
offer for unsecured bonds that we interpret as a distressed debt
exchange.  There are no ratings or outlook changes on GMAC LLC,
Residential Capital LLC's parent," said Standard & Poor's credit
analyst John K. Bartko, C.P.A.
   
The downgrade reflects the fact that the exchange offer paid
less than face value to certain Residential Capital LLC
bondholders and left untendered bonds in a subordinated position
to the new notes.  Notably, the exchange does not constitute a
legal default.  The exchange extends debt maturities, providing
needed relief, but the action illustrates the gravity of the
company's financial position.  S&P will reassess its rating on
Residential Capital LLC in the near term, factoring into our
assessment among other considerations the new liability
structure, cash flow projections, and the company's overall
business strategy.
   
Residential Capital LLC's newly issued securities consist of two
classes: 8.5% second-lien notes due May 15, 2010, which it will
exchange for certain debt maturing in 2008 and 2009; and 9.625%
junior lien notes due in 2015 exchanged for debt maturing
between 2010 and 2015.
   
The exchange offer is intended to advance Residential Capital
LLC's overall restructuring plan, which includes a focus on the
production of prime, conforming products; the reduction of
credit risk through the sale or elimination of noncore
businesses and products; increased production at GMAC Bank in an
effort to leverage the bank's lower-cost funding; structural
cost reductions; and deleveraging the balance sheet.

Headquartered in Minneapolis, Minnesota, Residential Capital LLC
-- http://www.rescapholdings.com/-- is the home mortgage unit
of GMAC Financial Services, which is in turn wholly owned by
GMAC LLC.  Its Latin American operations are located in
Argentina, Brazil, Chile, Colombia, Mexico and Venezuela.


SANATORIO PRIVADO: Proofs of Claim Verification Is Until Aug. 15
----------------------------------------------------------------
Pablo Amante, the court-appointed trustee for Sanatorio Privado
de Buenos Aires SA's bankruptcy proceeding, will be verifying
creditors' proofs of claim until Aug. 15, 2008.

Mr. Amante will present the validated claims in court as   
individual reports.  The National Commercial Court of First  
Instance No. 26 in Buenos Aires, with the assistance of Clerk
No. 52, 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 Sanatorio Privado 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 Sanatorio Privado's
accounting and banking records will be submitted in court.

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

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

The debtor can be reached at:

          Sanatorio Privado de Buenos Aires SA
          Escalada 1648
          Buenos Aires, Argentina

The trustee can be reached at:

          Pablo Amante
          Lavalle 1537
          Buenos Aires, Argentina


SUN MICROSYSTEMS: Global Sales & Services Chief Resigns
-------------------------------------------------------
IDG News Service reports that Don Grantham has resigned as Sun
Microsystems Inc.'s Global Sales and Services Chief.

IDG News relates that Mr. Grantham is now The Hewlett-Packard
Co.'s Senior Vice President and Chief Sales Officer, taking the
place of Andy Mattes, who has been appointed as general manager
of the firm's outsourcing unit.  Mr. Grantham will report to
Hewlett-Packard's Technology Solutions Group Executive Vice
President Ann Livermore.  

According to IDG News, Sun Microsystems has appointed Peter Ryan
to take Mr. Grantham's place as global sales and services chief.
He will report to Sun Microsystems Chief Executive Officer
Jonathan Schwartz.  Mr. Ryan is previously Sun Microsystems'
Americas Sales Region Senior Vice President.  

IDG News notes that Mr. Schwartz said in a blog post, "Don's
[Grantham] leaving Sun to help HP [Hewlett-Packard] secure a
Solaris license before their EDS transaction closes."

Sun Microsystems told IDG News that it is creating "a new
Emerging Markets sales territory."  Sun Microsystems said it
wants to increasing business in southern and eastern Europe,
India, China, and Latin America.  Sun Microsystems' Asia-Pacific
Division Chief Denis Heraud will lead the expansion.

IDG News states that Mr. Schwartz said on his blog, "Bluntly
put, we're elevating our focus on developing economies because
that's where free software, and Sun's businesses, are growing
fastest."

Headquartered in Santa Clara, California, Sun Microsystems Inc.
(NASDAQ: JAVA) -- http://sun.com/-- provides network computing       
infrastructure product and service solutions worldwide.  Sun
Microsystems conducts business in 100 countries around the
globe, including Brazil, Argentina, India, Hungary, and the
United Kingdom.

                          *     *     *

Moody's Investors Service placed Sun Microsystems Inc.'s
corporate family and unsecured debt rating at 'Ba1' in September
2005.  The ratings still hold to date with a stable outlook.



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

* BAHAMAS: Moody's Publishes Annual Report
------------------------------------------
In its annual report on The Bahamas, Moody's Investors Service
says the country's A3 foreign currency and A1 local currency
ratings are supported by the country's economic development,
which has resulted in one of the region's highest levels of GDP
per capita.

"Like most other Caribbean members of the Commonwealth, the
Bahamas benefits from a history of political stability and
policy predictability and consensus," Moody's Vice President and
author of the report, Gabriel Torres said.  "Its two major
industries, tourism and financial services, are well established
and -- in the case of the banking sector -- well regulated."

The country further benefits from low external debt and has one
of the lowest external vulnerability indicators of countries in
its rating category based, according to a Moody's index that
measures a nation's exposure to external financial shocks.

"The ratings are limited by the country's narrow economic base,
fiscal inflexibility and comparatively high government debt, and
vulnerability to external shocks," Mr. Torres noted.  "Tourism
represents over 60% of GDP and more than 40% of employment, an
indication of its dependency."

The high degree of dependence of the Bahamian economy on tourism
translated into a sharp economic shock following the terrorism
attack in the United States on Sept. 11, 2001.  Although the
effects on the real economy have bottomed out, a return to
favorable budgetary trends has been delayed, said the Moody's
analyst.

"Government debt as percentage of revenues has trended downwards
since 2003, but at a forecast 150% for 2008 it is one of the
highest in its rating group.  This exacerbates existing fiscal
spending rigidities, which are potentially troublesome given the
island nation's exposure to natural disasters and external
shocks." Mr. Torres concluded.

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



===============
B A R B A D O S
===============

CABLE & WIRELESS: Starts Disaster & Business Continuity Plan
------------------------------------------------------------
Cable & Wireless PLC has started activating its regional
disaster and business continuity plan to guarantee that its
significant investment in its telecommunications infrastructure
is protected, Cayman Net News reports citing a company
statement.

Cable & Wireless said, "The reports indicate that 2008 is
expected to be an active hurricane season and in light of this
Cable & Wireless' businesses across the region have already
begun activating their robust regional disaster and business
continuity plan to ensure the protection of the company's
significant investment in its telecommunications infrastructure.  
At the center of these plans is a two-pronged approach which
combines proactive, personal employee preparedness planning, and
a comprehensive organizational disaster management and business
continuity program for its Caribbean operations.  This
preparedness plan is designed to ensure that in the event of a
service disruption, the company will be ready to restore service
to its customers in the shortest possible time."

Cable & Wireless (Barbados)'s President Donald Austin told
Cayman Net News, "Every year, prior to the start of the season,
the company sets the wheels in motion to update its
comprehensive disaster preparedness plan with cross-functional
teams from every island and confirms its state of readiness for
roll out in the event of a natural disaster.  This process among
other things includes testing key equipment, securing supplies
and spares, addressing any issues raised in the previous year
and liaising with key stakeholders like CDERA (the Caribbean
Disaster and Emergency Response Agency) and the local agencies."

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.


CONEXANT SYSTEMS: Expects Above Target Guidance for Third Qtr.
--------------------------------------------------------------
Conexant Systems Inc. expects financial results for the third
quarter of fiscal 2008 to be at the high end of the guidance
range established entering the quarter.  The company also
provided guidance for the fourth fiscal quarter based on the
expected performance of its two continuing businesses, which
consist of Imaging and PC Media and Broadband Access.  On
April 29, 2008, Conexant disclosed a definitive agreement to
sell its Broadband Media Processing product lines to NXP
Semiconductors for up to US$145 million.  That transaction is
expected to close within approximately 45 days.

In addition, the company plans to execute a reverse stock split
at a split ratio of 1-for-10, effective after the close of
trading on June 27, 2008.

             Third Quarter Fiscal 2008 Expectations

Entering the third quarter of fiscal 2008, the company expected
revenues to be in a range between US$167 million and
US$171 million, core gross margins to be between 44.5% and 45.5%
of revenues, core operating expenses to be in a range between
US$72 million and US$74 million, and core operating income to be
in a range between breakeven and US$5 million.  Including the
effects of the reverse stock split, the company anticipated a
core net loss of between US$0.17 and US$0.06 per share.

The company now expects to deliver performance at the high end
of the ranges provided for revenues and core gross margins, and
at the low end of the range on core operating expenses.

             Fourth Quarter Fiscal 2008 Expectations

For the September-ending fourth fiscal quarter, excluding
results from its Broadband Media Processing product lines,
Conexant expects revenues to be in a range between
US$115 million and US$120 million, core gross margins to be
between 49.5% and 50.5% of revenues, and core operating expenses
to be between US$45 million and US$47 million.  As a result, and
including the effects of the reverse stock split, the company
anticipates core operating income of US$12 million to US$14
million, and core net income of US$0.08 to US$0.12 per share.

"Over the past three quarters, the Conexant team has done an
outstanding job of reducing operating expenses," Scott Mercer,
Conexant's chief executive officer, said.  "As part of our
strategic restructuring, we also exited several unprofitable
product segments.  When we complete the sale of our Broadband
Media Processing assets, we will be a new company with a
dramatically improved cost structure, higher gross margins, and
lower operating expenses, which is reflected in our expectations
for the fourth fiscal quarter."

                        The New Conexant

The new Conexant will consist of two business units delivering
semiconductor solutions for a total available market that is
greater than US$3 billion today and expected to grow over the
next three years.  The Imaging and PC Media team will be focused
on providing products targeted at high-volume, high-growth
applications that include imaging, audio, PC video, and video
surveillance.  The Broadband Access team will continue to
deliver DSL products for client-side and central-office
applications, and for higher-speed, next-generation technologies
that include VDSL2 and passive optical networking.

The company holds a top-three leadership position in each of the
major segments it addresses.

"We are focused on strengthening our market-leading positions by
accelerating investments in the areas that offer the best
opportunities for profitable growth in the future," Mr. Mercer
said.  "For the next fiscal year, we expect to deliver moderate
revenue growth.  We also anticipate that we will maintain core
gross margins of approximately 50% of revenues and deliver
additional savings in core operating expenses, which should
enable us to generate cash consistently on an operating basis."

                 Conexant's Reverse Stock Split

In February 2008, Conexant shareholders approved a proposal
giving the company's board of directors the authority to effect
a reverse stock split.  In May, the board approved a reverse
stock split at a 1-for-10 split ratio that will take effect on
Friday, June 27, 2008 after the close of trading on the NASDAQ
Stock Market.  At that time, shareholders will be entitled to
receive one new share for each 10 shares held, and cash
consideration for any resulting fractional shares.  All Conexant
common stock, stock options, and restricted stock will be
proportionally adjusted to reflect the reverse split.

The reverse stock split will increase the per-share trading
price of the company's common stock, which is intended to make
the stock more attractive to a broader range of investors and
satisfy NASDAQ's "minimum-bid" listing requirement.

                         About Conexant

Headquartered in Newport Beach, California, Conexant Systems,
Inc. (NASDAQ: CNXT) -– http://www.conexant.com/-- has a   
comprehensive portfolio of innovative semiconductor solutions
includes products for Internet connectivity, digital imaging,
and media processing applications.  Conexant is a fabless
semiconductor company that recorded revenues of US$809 million
in fiscal year 2007.

Outside the United States, the company has subsidiaries in
Northern Ireland, China, Barbados, Korea, Mauritius, Hong Kong,
France, Germany, the United Kingdom, Iceland, India, Israel,
Japan, Netherlands, Singapore and Israel.



===========
B E L I Z E
===========

CONTINENTAL AIRLINES: To Retire 67 Aircraft and Cut 3,000 Jobs
--------------------------------------------------------------
Continental Airlines Inc. disclosed, in a letter and employee
bulletin, significant reductions in flying and staffing that are
necessary for the company to further adjust to today's extremely
high cost of fuel.  These actions are among many steps
Continental is taking to respond to record-high fuel prices as
the industry faces its worst crisis since 9/11.

The price of Gulf Coast jet fuel closed on June 4 at US$151.26
-- about 75% higher than what it was a year ago.  At that price
and at its current capacity, its fuel expense this year would be
US$2.3 billion more than it was last year.  That increase alone
amounts to about US$50,000 per employee.

These record fuel costs have fundamentally shifted the economics
of Continental's business.  At these fuel prices, a large number
of its flights are losing money, and Continental needs to react
to this changed marketplace.

                         Network Changes

Starting in September, at the conclusion of the peak summer
season, Continental will reduce its flights, with fourth quarter
domestic mainline departures to be down 16% year-over-year.  
This will result in a reduction of domestic mainline capacity
(available seat miles, or ASMs) by 11% in the fourth quarter,
compared to the same period last year.

By the end of next week, Continental will provide details on
specific flights and destinations that are subject to reduction
or elimination.  

                          Co-worker Impact

As a result of the capacity reductions, Continental will need
fewer co-workers worldwide to support the reduced flight
schedule.  About 3,000 positions, including management
positions, will be eliminated through voluntary and involuntary
separations, with the majority expected to be through voluntary
programs.

The company will offer voluntary programs in an effort to reduce
the number of co-workers who will be furloughed or involuntarily
terminated due to the capacity cuts.

The reductions will take effect after the peak summer season,
except for management and clerical reductions, which will begin
sooner.

In recognition of the crisis and its effect on their co-workers,
Larry Kellner, chairman and chief executive officer, and Jeff
Smisek, president, have declined their salaries for the
remainder
of the year and have declined any payment under the annual
incentive program for 2008.

                          Fleet Changes

Continental will reduce the size of its fleet by removing the
least efficient aircraft from its network.  To accomplish this,
Continental is accelerating the retirement of its Boeing 737-300
and 737-500 fleets.  In the first six months of 2008,
Continental removed six older aircraft from service.  
Continental will retire an additional 67 Boeing 737-300 and 737-
500 aircraft, with 37 of these additional retirements occurring
in 2008 and 30 in 2009.  Given the need for prompt capacity
reductions in today's environment, 27 of the 67 aircraft will be
removed in September.  By the end of 2009, all 737-300 aircraft
will be retired from Continental's fleet.

Continental will continue to take delivery of new, fuel-
efficient NextGen Boeing 737-800s and 737-900ERs.  Overall fuel
efficiency will improve measurably as Continental takes delivery
of 16 of these aircraft in the second half of 2008 and 18 in
2009 and accelerates the retirement of the older, less fuel-
efficient aircraft as mentioned previously.

By the end of the second quarter of 2008, Continental will
operate 375 mainline aircraft.  Taking into account both the
accelerated retirements and scheduled deliveries, Continental's
fleet count will shrink to 356 aircraft in September 2008 and
344 aircraft at the end of 2009.

                       Letter To Employees

A letter from Messrs. Smisek and Kellner stated that the company
has always said that the its employees deserve open, honest and
direct communication and that the letter and the attached
employee bulletin and Q&A are part of that commitment.

According to the executives, the airline industry is in a crisis
and its business model doesn't work with the current price of
fuel and the existing level of capacity in the marketplace.  The
company needs to make changes in response.

While there have been several successful fare increases, those
increases haven't been sufficient to cover the rising cost of
fuel.  As fares increase, fewer customers will fly.  As fewer
customers fly, the airline will need to reduce its capacity to
match the reduced demand.  As Continental reduces its capacity,
it will need fewer employees to operate the airline.  Although
these changes will be painful, the company must adapt to the
reality of today's market to successfully navigate these
difficult times.

The letter said that the situation for all airlines is serious,
and the actions the company is disclosing are necessary to
secure its future.  Continental regrets the loss of jobs caused
by this crisis, and it will do its best to minimize furloughs
and involuntary terminations.

These actions, the letter relates, will help Continental survive
this crisis.  The airline is committed to keep employees
informed as the industry evolves and adapts to these
unprecedented challenges.  It is important that Continental will
keep its focus on working together during these difficult times.

Continental does not anticipate any further comment until after
it has had the opportunity to meet with employees during the
next week.

                  About Continental Airlines

Continental Airlines Inc. (NYSE: CAL) -- http://continental.com/      
-- is the world's fifth largest airline.  Continental, together
with Continental Express and Continental Connection, has more
than 2,900 daily departures throughout Belize, Mexico, Europe
and Asia, serving 144 domestic and 139 international
destinations.  More than 500 additional points are served via
SkyTeam alliance airlines.  With more than 45,000 employees,
Continental has hubs serving New York, Houston, Cleveland and
Guam, and together with Continental Express, carries
approximately 69 million passengers per year.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 22, 2008, that Moody's Investors Service affirmed the B2
Corporate Family Rating of Continental Airlines, Inc. as well as
the ratings of its outstanding corporate debt instruments and
selected classes of Continental's Enhanced Equipment Trust
Certificates.  The Speculative Grade Liquidity rating was
lowered to SGL-3 from SGL-2. The outlook has been changed to
negative from stable.

As reported by the Troubled Company Reporter-Latin America on
April 23, 2008, Standard & Poor's Ratings Services revised its
rating outlook on Continental Airlines Inc. (B/Negative/B-3) to
negative from stable.  S&P also placed its ratings on selected
enhanced equipment trust certificates that are secured by
regional jets on CreditWatch with negative implications.

In December 2007, Fitch Ratings affirmed Continental Airlines
'B-' issuer default rating with a stable outlook.



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

GP INVESTMENTS: Fitch Upgrades Foreign Currency ID Rating to B+
---------------------------------------------------------------
Fitch Ratings has upgraded these ratings from GP Investments
Ltd.:

  -- Foreign currency issuer default rating to 'B+' from 'B';
  -- US$190 million perpetual notes to 'B+/RR4' from 'B/RR4'.

The rating outlook is stable.  Fitch's rating action reflects
the
enhanced recurring cash flow of the company boosted by a larger
size of assets under management and still conservative capital
ratios.

Also, GP Investments' franchise and the experience of the
management team that bodes well for positive prospects going
forward were incorporated. The ratings are constrained, however,
by the concentrated nature of the intended investment portfolio,
the still volatile cash flow implied by recurring fixed expenses
(operational and debt service) versus recurring income, and the
uncertainty related to the maturation period of the investment
portfolio and the company's ability to realize investment gains.

Since 1993, GP Investments has built up a successful track
record in the Brazilian private equity market, having invested
more than US$4 billion in 47 companies in Brazil as of May 2008.  
Over time the company has refined its investment strategies.  It
currently looks to acquire investments only with control or
joint control positions, with a preference for larger companies,
and will not invest in start-ups and green field projects; while
some limits regarding maximum exposures by company or sector are
in place, the company's investment portfolio is, and will
remain, concentrated.  

As of March 2008, the company managed a portfolio of 10
investments and has announced the subscription of two additional
investments.  The significant increase in the size of the
investment portfolio up to US$1.088 billion at the end of March
2008 (including minority interest), have resulted in a sustained
increase in fee income which has almost reach a break even point
for the coverage of recurring operating expenses.

Historically total recurring income has not been sufficient to
cover operating expenses, which have been funded through the
income generated by the positive results of the valuation and
exits in the investment portfolio and the maintenance of
liquidity on hand for these purposes.  Given the unpredictable
nature of the results and timing of capital gains in the
investment portfolio or of the possible positive results in
future exits of those investments and the concentration of the
portfolio, Fitch believes that a more ample array of recurring
income would be needed to sustain current operating expenses,
debt service and enhance the risk profile of the company.

During 2008, GP Investments was able to raise around US$240
million in additional equity from investors, which helped to
sustain adequate capitalization ratios despite the increase of
its financial debt.  Going forward, Fitch expects that the
company will keep a liabilities to equity ratio in the 60%
region, being that this is a key strength of to cope with its
current business model.

Based in Hamilton, Bermuda, GP Investments Ltd. --
http://www.gpinvestments.com/is a Bermuda-exempted company that  
consolidates the activities of a private equity business and an
asset management business in Latin America.  The company's
activities started in 1993 as an asset manager dedicated to
private equity activities, managed by partners with substantial
experience in the Brazilian market.  The company is listed on
the Luxembourg Stock Exchange and also has a BDS program on the
Brazilian Stock Market (Bovespa).


TYCO INTERNATIONALL Acquires Winner Security Assets for US$90MM
---------------------------------------------------------------
Tyco International Ltd. has purchased substantially all of the
assets of Winner Security Services, LLC, for approximately
US$90 million.  Winner Security is a franchisee of Sensormatic
Electronics Corporation in the states of Pennsylvania and
Delaware.

The franchise was originally granted by Sensormatic Electronics
Corporation more than 40 years ago, prior to Tyco's acquisition
of Sensormatic in 2001.  Under the original agreement, Winner
was granted rights to sell, install and service certain
Sensormatic products and was entitled to commissions on products
sold, installed or shipped into its franchise territories by
other companies.

Sensormatic, part of Tyco International, is the industry leading
provider of retail loss prevention solutions.  The Sensormatic
solutions portfolio is sold through ADT and Tyco partners around
the world.

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

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

                           *     *     *

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



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

COEUR D'ALENE: Will Retain Ownership of Rochester Mine
------------------------------------------------------
Coeur d'Alene Mines Corporation has decided to retain ownership
of its Rochester silver and gold mine in Nevada after reviewing
strategic alternatives for the mine.

"Rochester continues to provide Coeur with an important source
of cash flow at these silver and gold prices.  In the first
quarter alone, Rochester generated over $12.4 million of free
cash flow and is continuing to exceed budgeted levels," said
Dennis E. Wheeler, Coeur's Chairman, President, and Chief
Executive Officer.  "In addition to contributing low-cost silver
and gold production to Coeur, we are evaluating new
opportunities to recover additional silver and gold ounces at
Rochester that could extend the mine life beyond 2011, which is
when residual leaching operations are expected to be completed."

Late last year, the company completed a seven-hole core drilling
program designed to test the extension of silver and gold
mineralization in the bottom of the Rochester pit.  All of the
seven holes encountered significant precious and base metal
mineralization.  Plans are underway to recommence exploration on
these and other targets in the large Rochester property this
year.  Coeur is also evaluating opportunities to recover silver
and gold mineralization remaining in additional measured and
indicated mineral resources that may be economical to mine in
the current silver and gold price environment.

As of Dec. 31, 2007, Rochester contained measured and indicated
mineral resources of over 27.8 million contained ounces of
silver and over 180,000 ounces of gold.  These resources were
calculated based on an US$11 per ounce silver price and a
US$600 per ounce gold price.

                               Average Grade
                                  (oz/ton)      Contained Ounces
Rochester Mineral             ---------------------------------
    Resources      Short Tons   Gold   Silver    Gold     Silver
----------------  ----------   ----   ------    ----     ------
Measured           25,153,000  0.006    0.85  142,700 21,407,900  
Indicated           7,511,300  0.006    0.86   40,000  6,464,900  
Total              32,664,300  0.006    0.85  182,700 27,872,800  

Mineral resources in addition to mineral reserves have not
demonstrated economic viability.

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

                         *     *     *

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



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

BANCO NACIONAL: Wants to Put Up Steel Slab Plant With Cia. Vale
---------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social wants to
collaborate with Companhia Vale do Rio Doce to launch a steel
slab plant in Para, Business News Americas reports.

Companhia Vale's Chief Executive Officer Roger Agnelli told
SteelGuru that the firm will proceed with mill project whether
or not it secures a partner.  

Banco Nacional's President Luciano Coutinho commented to
SteelGuru, "It is an interesting undertaking adding that a
project of this kind requires at least a US$5 billion
investment."

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 Manage Credit Lines for Brazil
---------------------------------------------------
John Hecht of The Hollywood Reporter says Banco Nacional de
Desenvolvimento Economico e Social, along with audiovisual
entity Ancine, will manage credit lines for Brazil.

Brazil will make US$250 million available in financing for the
audiovisual industry in 2008, The Hollywood Reporter notes.  
This will include new lines of credit to finance local projects,
international co-productions, and investments in film and
television.

Ancine's Co-director Sergio SA Leitao told The Hollywood
Reporter, "It's the largest effort that the Brazilian government
has ever made to fund the audiovisual industry."

The Hollywood Reporter relates that the first line of credit is
US$30 million for television production fund.  It will foster
collaborations between television stations in Brazil and
independent producers worldwide.  It will start operating in
August.

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 PROSPER: Moody's Reviews Low-B Debt Ratings for Downgrade
---------------------------------------------------------------
Moody's Investors Service has placed the bank financial strength
and long-term deposit ratings of Banco Prosper S.A. under review
for possible downgrade.  The bank is rated D- for bank financial
strength, and Ba3/Not-Prime for long and short-term local and
foreign currency deposit ratings.  The long and short-term
national scale ratings are A3.br and BR-2.

The rating agency noted that the review was prompted by a more
challenging environment for Banco Prosper's core business, which
is the origination of credit operations based on banking credit
certificates (CCBs).  During recent years, the sale of CCBs has
accounted for a substantial portion of the bank's revenues.
Increasing competition by large banks in this market, coupled
with an overall decline in investor demand for these instruments
have the potential to weaken the intermediation of CCBs and,
thus, the bank's earnings generation.

Moody's also said that management's intended efforts to
diversify product offering and to increase the volume of on-
balance sheet credit operations could ultimately benefit the
bank's profitability, while mitigating the effects of a decline
in revenues from the sale of CCBs.  The recent capitalization by
the bank's shareholders would therefore, support additional loan
retention; nevertheless, a fast growth of the loan book could
result in asset quality pressure.

The ratings review will focus on management's strategy for Banco
Prosper's business franchise and its ability to sustain the
generation of recurring revenues from credit operations in the
context of increasing competition.  Moody's will also monitor
the bank's financial performance and particularly its
profitability in light of lower contribution from the sale of
CCBs as well as its sizable equity investments, which are
inherently volatile.

These ratings of Banco Prosper S.A. were placed on review for
possible downgrade:

  -- Bank financial strength rating: D-
  -- Long-term global local currency deposit rating: Ba3
  -- Long-term foreign currency deposit rating: Ba3
  -- Brazilian national scale deposit rating: A3.br

Established in 1983, Banco Prosper is headquartered in Rio de
Janeiro, Brazil.  As of December 2007, the bank had total assets
of approximately US$621 million and equity of US$121.2 million.


BRASKEM SA: Invests BRL1 Billion in 3-Year Polythylene Project
--------------------------------------------------------------
Braskem S.A. will construct a green polyethylene plant in
Triunfo, Rio Grande do Suls.  According to a media release,
Braskem will invest more than BRL1 billion over the next three
for the project.

The highlight of the new investment commitment is the decision
to install the green polyethylene project at the Southern
Complex, with estimated investments of BRL400-BRL500 million.  
The project will be the first commercial-scale operation in the
world to produce green polyethylene made from 100% renewable
feedstock.

The green polyethylene project is expected to have annual
production capacity of 200,000 tons and to generate annual
revenue of approximately US$400 million.  The feedstock for the
plant will be received through the Santa Clara Terminal, and the
ethanol used will initially be acquired in the Southeast region
of Brazil.  The project will consume approximately 450 million
liters of ethanol.

Once the project is formally approved by Braskem's Board of
Directors, initial investments should begin by the year-end,
with the unit's operational startup expected in 2010.

The potential demand for the green polyethylene already
identified by Braskem is roughly three times higher than the
capacity of the plant to be installed at the Southern
Petrochemical Complex.  The resin has applications in markets
such as blow molding packaging for food and hygiene products,
and injected molding packaging for home appliances, toy and
automotive industries.  Green ethylene is a highly valued
niche, with clients willing to pay a premium of between 20% and
30% over traditional resin prices, with strong demand
particularly from countries where environmental issues are more
prominent, such as Europe, United States and Japan.

The investment program is aligned with company's strategy of
growth with value creation, with the aim of making Braskem one
of the ten largest petrochemical companies in the world. In this
context, Braskem has been investing to expand all of its
industrial units also in the states of Alagoas and Bahia, and
has just inaugurated a new polypropylene plant in Paulinia, in
the state of Sao Paulo, with annual production capacity of
350,000 tons.

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

                           *     *    *

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

TCR-LA reported on Dec. 10, 2007, that Standard & Poor's raised
Braskem's long-term corporate credit to 'BB+' from 'BB'.  

On Nov. 28, 2007, Moody's Investors Service assigned the company
a corporate family rating of Ba1 on the agency's global scale.



DELPHI CORP: Hearing on Appaloosa Trial Adjourned to June 9
-----------------------------------------------------------
Edward A. Fridman, Esq., at Friedman Kaplan Seiler & Adelman
LLP, in New York, informs parties-in-interest that the hearing
on Delphi Corp. and its debtor-affiliates' request for an
expedited trial and discovery schedule on their lawsuits against
Appaloosa Management, L.P., et al., which was scheduled for
June 4, 2008, has been adjourned to June 9.  Jacob W. Buchdahl,
Esq., at Susman Godfrey LLP, in New York, also said that the
hearing for the trial schedule for the separate lawsuit against
UBS Securities LLC has been moved to June 9.

Delphi targeted an August 9 trial for its US$2,550,000,000
lawsuits against nine parties who have backed out of an
agreement to provide equity financing in Delphi, but the
defendants opposed the schedule.  The Hon. Robert Drain of the
U.S. Bankruptcy Court for the District of New York at the May 29
hearing agreed that the schedule proposed by Delphi was "too
ambitious" and asked the parties to set a mutually acceptable
schedule.

In the lawsuits, Delphi wants to compel the Plan Investors to
honor their equity financing commitment:

                                                     Commitment
  Defendants                                             Amount
  ----------                                         ----------
  Appaloosa Management L.P.
  A-D Acquisition Holdings, LLC                US$1,076,394,180

  Harbinger Del-Auto Investment Company, Ltd.
  Harbinger Capital Partners Master Fund I       US$397,225,891

  Pardus DPH Holding LLC
  Pardus Special Opportunities Master Fund L.P.  US$342,655,959

  Merrill Lynch, Pierce, Fenner & Smith Inc.     US$166,866,749

  Goldman Sachs & Co.                            US$166,866,749

  UBS Securities LLC                             US$166,866,749

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

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

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

(Delphi Bankruptcy News, Issue No. 132; Bankruptcy Creditors'
Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)


FORD MOTOR: Has Ample Liquidity to Fund Turnaround Program
----------------------------------------------------------
The remark of Ford Motor Company Chief Executive Officer Alan
Mullaly that company has enough cash to cope with another round
of losses next year, was confirmed by Ford's president for the
Americas Mark Fields when he was interviewed at the launch of
the Ford Flex plant production in Oakville, Ontario.  Mr. Fields
stated that Ford has ample liquidity to help fund the turnaround
program announced in 2006.

John McCrank of Reuters relates that Mr. Fields reacted to the
question on the adequacy of a US$23 billion borrowing program
for the company's revised restructuring plan.

Greg Bensinger of Bloomberg News writes that unlike General
Motors Corp., which is planning to focus production of small
cars, Mr. Mullaly said Ford will retain its trucks yet balance
its products with small, medium and large cars.

As disclosed in the Troubled Company Reporter on May 23, 2008,
Ford is making adjustments to its production plan and revising
downward its near-term North American Automotive profit outlook,
while planning further manufacturing capacity realignments,
additional cost reductions and changes to its product mix to
respond to the rapidly changing business environment in the U.S.

The lower overall production, dramatic model mix shifts and
substantially higher commodity costs are forcing a change in
Ford's near-term financial outlook, the company said.

"Rapidly rising commodity prices -- particularly steel prices --
and higher gasoline prices that are accelerating consumers'
shift away from large trucks and SUVs together are having a
tremendous impact on our sales, our manufacturing operations and
our profitability as we look to 2009," Mr. Fields said.

Reuters, citing Mr. Fields, adds that Ford's approach changes as
customer demand changes so forecasts are uncertain as the market
does a quick turnabout.  He added, to elucidate his point, that
in 2005, trucks and SUVs were in demand.  Approximately 70% of
the products Ford sold were trucks and SUVs, while 30% made up
of crossovers and cars.  In April, it was 62% cars and
crossovers and 38% trucks and SUVs.

As reported in the TCR on last week, Ford may terminate salaried
workers in the U.S. instead of offering them compensation
packages to shave off expenses amid the decline of truck sales
and the increase of gasoline prices.  According to Bill Koenig
of Bloomberg News, Ford CEO Alan Mulally announced in a memo
that by August 1, the reductions must be completed.  The
automaker might reduce as much as 12% or 2,000 of its U.S.
salaried workforce.

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

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

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 27, 2008, Standard & Poor's Ratings Services revised its
outlook on Ford Motor Co. and related entities, including Ford
Motor Credit Co. and FCE Bank PLC, to negative from stable.  At
the same time, S&P affirmed the 'B' long-term and 'B-3' short-
term ratings on Ford and Ford Credit, and the 'B+/B-3' ratings
on FCE.

As reported in the Troubled Company Reporter-Latin America on
May 26, 2008, Moody's Investors Service affirmed the ratings of
Ford Motor Company following the company's announcement that
declining demand in the US market and the ongoing shift in
consumer preference away from trucks and SUVs will result in an
operating loss during 2009, and require further restructuring
initiatives.

The ratings affirmed were Corporate Family Rating at B3;
Probability of Default at B3; secured credit facility rating at
Ba3; senior unsecured debt rating at Caa1; and SGL-1 Speculative
Grade Liquidity rating.

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


HUGHES NETWORK: Moody's Affirms B1 Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service has upgraded Hughes Network Systems,
LLC's (HNS) speculative grade liquidity rating to SGL-2
(indicating good liquidity) from SGL-3 (indicating adequate
liquidity).  All of the company's other ratings were affirmed,
and the outlook continues to be stable (B1 corporate family
rating and probability of default rating, Ba1 senior secured and
B1 senior unsecured).  

The rating action was prompted by Hughes Communications, Inc.'s
(HCI) sale of approximately 2,000,000 shares for gross proceeds
of US$100 million.  HCI is HNS' publicly traded parent company.  
Net proceeds will be down-streamed into HNS and will be set
aside to assist with the acquisition of additional satellite
capacity and for general corporate purposes.

With cash resources significantly bolstered, the company's
liquidity position is much improved.  With over US$250 million
of cash and committed external financing available to assist
with meeting cash flow requirements, the company has good
liquidity, and the SGL rating was upgraded to SGL-2 to reflect
this change.  The transaction does not change the relationship
between HNS' near term cash generating capability and its debt
load, and therefore has no long term ratings impact.  The rating
outlook continues to be stable.

Rating Actions:

Issuer: Hughes Network Systems, LLC

Upgrades:

* Speculative Grade Liquidity Rating: to SGL-2 from SGL-3

Affirmations:

* Corporate Family Rating: B1

* Probability of Default Rating: B1

* Senior Secured Bank Credit Facility: Ba1 (LGD1, 2%)

* Senior Unsecured Term Loan / Global Notes: B1 (LGD4, 53%)

The ratings continue to be supported by HNS' strong market
position in the VSAT enterprise segment, and favorable industry
dynamics in the consumer segment where the company has an
advantage in its selected niche compared with terrestrial
networks service providers.  The ratings are also supported by
the sizable backlog of roughly US$750 million of non-cancelable
enterprise contracts.  The company's small size, vulnerability
to technological erosion of its market access advantage and its
evolving business profile continue to constrain ratings.

Based in Germantown, Maryland, Hughes Network Systems LLC
(NASDAQ:HUGH) -- http://www.hughes.com/-- a wholly owned   
subsidiary of Hughes Communications Inc., provides broadband
satellite networks and services for large enterprises,
governments, small businesses, and consumers.  Hughes offers
complete turnkey solutions, including program management,
installation, training, maintenance and support-for professional
and rapid deployment anywhere, worldwide.  The company owns and
operates a global base of HughesNet shared hub services
throughout the United States, Brazil, China, Europe, and India.  
In Europe, Hughes maintains operations facilities and sales
offices in Germany, U.K., Italy, Czech Republic, and Russia.

                          *     *     *

Moody's Investors Service assigned a B1 rating to Hughes Network
Systems LLC's proposed US$115 million senior unsecured term
loan, due 2014.  In addition, the ratings agency affirmed the B1
corporate family rating, the B1 rating on the existing US$450
million senior notes due 2014 and the Ba1 rating on the US$50
million senior secured revolving credit facility.  The proceeds
of the new term loan will be used primarily to fund capital
expenditures and for general corporate purposes.


JBS SA: Discloses Auction for Remaining Shares
----------------------------------------------
JBS S.A., considering the end of the period for the first
allocation of the remaining shares in the private subscription
of shares issued by the company on May 30, 2008, has informed
the shareholders, based on information provided by Banco
Bradesco S.A., depositary institution of JBS shares:

  (i) the number of new common shares subscribed by JBS'
      shareholders after the first allocation of the remaining
      shares in connection to the capital increase, by private
      subscription of shares, that ended on May 30, 2008; and

(ii) the number of remaining shares that will be auctioned in a
      special auction to be held at the Bolsa de Valores de Sao
      Paulo (BOVESPA).

Total shares subscribed after the first allocation of remaining
shares:

        Shareholder         No. of Shares  % of Capital Increase
        -----------         -------------  ---------------------
J&F Participacoes S.A.         35,586,600          9.87%
PROT Fundo de Investimento    205,365,101         56.94%
em Participacoes
BNDES Participacoes S.A.       47,421,190         13.15%
- BNDESPAR
Others                         72,040,137         19.97%

Remaining unsubscribed shares:

         Amount of Shares        % of Capital Increase
         ----------------        ---------------------
            265,898                      0.07%

The company informed that the auction for the remaining shares
will be held at BOVESPA on June 9, 2008 at 15:00.  Bradesco S.A.
– Corretora de Titulos e Valores Mobiliarios is the broker
contracted by JBS to represent the company on this occasion.  
During the auction, shareholders that are interested may
subscribe to JBS' shares at the issue price established at the
Extraordinary Shareholders Meeting held on April 11, 2008, or
BRL$7.07 (seven reais point zero seven) per share.  Investors
that wish to participate in the auction should contact a
brokerage institution authorized to operate at BOVESPA to
represent them at the auction.

                           About JBS

Headquartered in Sao Paulo, Brazil, JBS SA --
http://www.jbs.com.br/ir/-- is a public company with its shares
listed on Bovespa's Novo Mercado under the symbol JBSS3.  The
company operates 23 plants in Brazil and six plants in Argentina
in addition to its operations in Australia and the United States
resulting from last year's purchase of Swift & Company.  In the
12 months ending September 2007, JBS generated pro forma net
revenue of US$11.9 billion and processed nine million head of
cattle.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 7, 2008, Moody's Investors Service's ratings for JBS S.A.,
including its B1 local currency corporate family rating and B1
senior unsecured bond rating, remained under review for possible
downgrade following the company's announced agreement to acquire
National Beef Packing Company, LLC; Smithfield Beef Group Inc.,
including full ownership of its subsidiary, Five Rivers Ranch
Cattle Feeding; and Tasman Group for a total consideration of
approximately US$1.8 billion.


M-REAL CORP: E.U. Approves Reflex Mill Sale to Arjowiggins
----------------------------------------------------------
The European Commission has approved the sale of M-real's Reflex
mill to Arjowiggins with the condition that Arjowiggins divests
the Reflex carbonless and digital imaging businesses to a third
party within 180 days time.

Mr. Mikko Helander, CEO of M-real, said "M-real and Arjowiggins
are now jointly analysing the decision and considering the
possibilities how to move forward.  M-real will give further
information as soon as possible.  Reflex mill operations
continue normally and with full support of M-real."

Headquartered in Espoo, Finland, M-real Corp. --
http://www.M-Real.com/-- produces and distributes coated and    
uncoated fine papers for printing and packaging industries.  The
company has operations in Brazil and Mexico.

                        *     *     *

M-real Oyj continues to carry a B2 long-term corporate family
rating and a B2 senior unsecured debt rating from Moody's
Investor Service, with negative outlook.

Standard & Poor's rates the company's long-term foreign and
local issuer credit at B+ and  its short-term foreign and local
issuer credit at B.  The outlook is negative.


SANYO ELECTRIC: S&P Upgrades Long-Term Credit Rating to 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services has raised to 'BB' from 'BB-'
its long-term corporate credit rating on Sanyo Electric Co. Ltd,
reflecting the company's stable cash flow generating ability
and improving financial profile.  At the same time, Standard &
Poor's raised to 'BB+' from 'BB' its issue ratings on Sanyo
Electric's senior unsecured debt.

The outlook on the ratings is stable.

Sanyo Electric has endeavored to reform its business structure
over the past few years.  The company has reduced costs at its
unprofitable businesses, such as the semiconductor, home
appliances, and TV divisions. Sanyo Electric has sold its mobile
phone and other businesses, which were experiencing severe
competition and performance volatility.  As a result of this,
the company's cash flow has stabilized.  Its financial profile
has also been improving, as evidenced by its reduction of debt
to less than JPY500 billion as of March 31, 2008, from over
JPY1.2 trillion as of March 31, 2005.  Sanyo Electric has
announced a policy of maintaining positive free cash flow over
the next three years, which has alleviated Standard & Poor's
concerns regarding a substantial deterioration in the company's
financial profile.  In addition, the company has made steady
progress in improving its management system, as exemplified by
stricter corporate governance.

The outlook on the ratings is stable.  Sanyo Electric is
operating in a severe business environment characterized by
intensifying competition and raw material price hikes.  However,
the company is highly likely to maintain its stable cash flow,
given that it has a strong business base and advanced
technologies in its core businesses, such as rechargeable
batteries and solar cells.  In addition, Sanyo Electric intends
to increase business efficiency through cost reductions and
other measures.  Further upward movement in the ratings or
outlook may be precipitated by more stable prospects for cash
flow generation or an improvement in the company's financial
status.  On the other hand, the ratings may come under downward
pressure if Standard & Poor's concerns over cash flow generation
and financial profile grow.  The downside risks would also
increase if the supportive attitudes of major shareholders
and financial institutions were to alter, which would lead to
increasing concerns over management stability.

Standard & Poor's considers that analysis of Sanyo Electric's
outstanding preferred shares will be an increasingly important
factor in evaluating the ratings on the company as its earnings
performance improves.  Standard & Poor's will thus monitor Sanyo
Electric's policies regarding its preferred shares.

The rating on Sanyo Electric's long-term senior unsecured debt
remains one notch higher than the corporate credit rating on the
company.  This reflects expectations that creditor banks would
grant debt forgiveness in the event of a default, based on the
supportive positions of the principal financial institutions.

Ratings List Upgraded
                                      To                 From
Sanyo Electric Co. Ltd.
  Corporate Credit Rating        BB/Stable/--       BB-Stable/--
Senior Unsecured
  Local Currency                 BB+                BB

Headquartered in Osaka, Japan, Sanyo Electric Co., Ltd. --
http://www.sanyo.com/-- is one of the world's leading    
manufacturers of consumer electronics products.  The company has
global operations in Brazil, Germany, India, Ireland, Spain, the
United States and the United Kingdom.


TELE NORTE: To Submit Notices of Tender Offers to Bovespa
---------------------------------------------------------
Tele Norte Leste Participacoes S.A. and its subsidiary Telemar
Norte Leste SA has informed the market that they intend to file
drafts of notices of voluntary offers for the outstanding
preferred shares of Brasil Telecom Participacoes SA and Brasil
Telecom SA to the Sao Paulo Stock Exchange on June 5, 2008.

Tele Norte and Telemar has estimated that the notices will be
published on June 16 considering the Bovespa will need more time
to analyze such documentation.  During the period that these
notices are published, the offers to purchase directed to the
holders of ADS underlying preferred shares of tender offer will
be distributed to the U.S. Securities and Exchange Commission.

As announced in the Notices of Material Facts dated April 25,
2008 and May 8, 2008:

   -- Telemar intends to acquire, whether in the market or
      through the Tender Offers, up to 1/3 of the outstanding
      preferred shares of both Brazilian companies;

   -- the number of preferred shares of the said companies
      acquired in the market will be reduced from the number of
      preferred shares that will be the object of Tender Offers,
      pursuant to the limit of 1/3 established by CVM
      Instruction No. 361/02;

Tele Norte and Telemar said that, prior to this announcement,
they have indirectly acquired 45,822,400 preferred shares of
Brasil Telecom Participacoes, corresponding to 19.93% of its
total outstanding preferred shares, and 38,296,300 preferred
shares of Brasil Telecom, corresponding to 21.65% of its total
outstanding preferred shares.

                    About Brasil Telecom

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

                      About Tele Norte

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

                        *     *     *

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


UAL CORPORATION: Cuts Fleet and Staff to Survive Economic Slump
---------------------------------------------------------------
United Airlines Inc., UAL Corporation's unit, disclosed
significant fleet, capacity and personnel changes to enable the
company to build a stronger, more competitive business and
withstand record oil prices and a softening economy.

United will remove a total of 100 aircraft from its mainline
fleet, including the 30 previously announced Boeing 737s, and
reduce its mainline domestic capacity in the fourth quarter 2008
by 14% year over year.  The company expects to retire all of its
94 B737s, provided it can work out terms with certain lessors,
and six Boeing 747s.  Over the 2008 and 2009 period, cumulative
mainline domestic capacity will be reduced between 17% and 18%
and cumulative consolidated capacity between 9% and 10%.

"[W]e are taking additional, aggressive steps that demonstrate
our commitment to size our business appropriately to reflect the
current market reality, leverage capacity discipline to pass
commodity costs on to customers, develop new revenue streams and
continue to reduce non-fuel costs and capital expenditures,"
said Glenn Tilton, United's chairman, president and CEO.  

"This environment demands that we and the industry act
decisively and responsibly.  At United, we continue to do the
right work to reduce costs and increase revenue to respond to
record fuel costs and the challenging economic environment."

With fuel at current prices, it creates more than a US$3 billion
challenge to overcome.  United said it believes that these
actions will offset that challenge by 2009, assuming the
industry as a whole takes similar actions.

When complete, the fleet reduction is expected to retire
United's oldest and least fuel-efficient jets, and will lower
the company's average fleet age to 11.8 years.  The majority of
schedule changes related to the elimination of 30 B737s
previously announced are currently reflected in reservation
systems.  Further changes related to the retirement of an
additional 50 aircraft by year end will be reflected in these
systems in the near future.

Schedule changes will be principally accommodated through modest
reductions of underperforming markets and through frequency
reductions while retaining a commitment to all five U.S. hubs.

                       Fleet Reduction  

About 80 planes are expected to be out of the system by the end
of 2008, with the other 20 coming out by the end of 2009. The
fleet reduction also includes six Boeing 747s.

As part of these changes, United is eliminating its Ted product,
reconfiguring that fleet's 56 A320s to include United First
class seats.  The reconfiguration of the Ted aircraft will begin
in spring 2009 and be completed by year-end 2009.

"The decision to dramatically reduce our capacity profile,
particularly in the domestic marketplace, while over time
eliminating a fleet type, is a significant step leading to a
more effective and efficient operating fleet for United in the
years ahead, while improving our customer experience and
reliability," said John Tague, executive vice president and
chief operating officer.

                        Staff Reduction

As United reduces the size of its operation, it is further
reducing staff.  United expects to reduce the number of salaried
and management employees and contractors by 1,400-1,600,
including the previously announced 500 employee reduction by
year-end, and the company will determine the number of front-
line employee furloughs as it finalizes the schedule over the
next month.

                       Officer Promotion

The company named Joe Kolshak senior vice president of
operations, overseeing United Services, Flight Operations and
Operations Control.

Mr. Kolshak previously served as Delta's executive vice
president of operations, responsible for Delta's maintenance,
flight operations, ground operations, operations control, safety
and security as well as the Delta Express operations.  He will
be based in San Francisco, and will report to Mr. Tague.

"[Mr. Kolshak] brings a depth and breadth of experience to
United that will enable us to accelerate our work to improve
customer service and operational performance moving us toward a
goal to be the industry leader in the U.S.," Mr. Tague said.  
"We are committed to building a leadership team with the
capability and accountability to drive performance improvements
across our company and realize the full potential of United
Airlines."

Alexandria Marren was also promoted to senior vice president -
Onboard Service, and will also oversee flight attendant
scheduling.  She previously served as vice president - Onboard
Service.  Ms. Marren will report to Mr. Tague.

William Yantiss, vice president -- Corporate Safety, Security
and Environment, also will report to Mr. Tague.

Cindy Szadokierski, who has been responsible for Operations
Control, will now be vice president of United Express and
Airport Operations Planning, reporting to Scott Dolan, senior
vice president -- Airport Operations, Cargo and United Express.  
As a result of the reorganization, the company also announced
that Bill Norman, senior vice president -- United Services, and
Sean Donohue, senior vice president -- Flight Operations and
Onboard Service, will be leaving United.

"We thank Bill and Sean for their many contributions during
their long and successful careers with United, and wish them
well in their future endeavors," Mr. Tague said.

                      About UAL Corporation

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

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

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

(United Airlines Bankruptcy News, Issue No. 158; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or   
215/945-7000)

                       *     *     *

As reported in the Troubled Company Reporter-Latin America on
May 3, 2008, Fitch Ratings has affirmed the Issuer Default
Ratings of UAL Corp. and its principal operating subsidiary
United Airlines Inc. at B-.



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

CRESCENT POINT: Proofs of Claim Filing Deadline is June 12
----------------------------------------------------------
Crescent Point Middle East Ltd.'s creditors have until June 12,
2008, to prove their claims to Linburgh Martin and Jeff Arkley,
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.

Crescent Point's shareholder decided on April 24, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                Linburgh Martin and Jeff Arkley
                c/o Close Brothers (Cayman) Limited
                Fourth Floor, Harbour Place
                P.O. Box 1034, Grand Cayman
                Cayman Islands
               
Contact for inquiries:

                Neil Gray
                Telephone: (345) 949 8455
                Fax: (345) 949 8499


GRYPHON HIDDEN: Deadline for Proofs of Claim Filing Is June 12
--------------------------------------------------------------
Gryphon Hidden Values VII Ltd.'s creditors have until June 12,
2008, to prove their claims to Cititrust (Bahamas) 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.

Gryphon Hidden's shareholders decided on April 22, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                Cititrust (Bahamas) Limited
                Attn: Schell Stubbs
                P.O. Box N-1576, Citibank Building
                Thompson Blvd., Oakes Field
                Nassau, Bahamas


HERO I LIMITED: Proofs of Claim Filing Deadline Is June 13
----------------------------------------------------------
Hero I Limited's creditors have until June 13, 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.

Hero I's shareholder decided on May 12, 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
                c/o Walker House, 87 Mary Street,
                George Town, Grand Cayman,
                Cayman Islands

Contact for inquiries:

                Anthony Johnson
                Telephone: (345) 914-6314


INTEGRATED DEVICE: Claims Filing Deadline Is Until June 12
----------------------------------------------------------
Integrated Device Technology (Philippines) Ltd.'s creditors have
until June 12, 2008, to prove their claims to Cititrust
(Bahamas) Limited, the company's liquidators, or be excluded
from receiving any distribution or payment.

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

Integrated Device'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 liquidators can be reached at:

                Linburgh Martin and Jeff Arkley
                c/o Close Brothers (Cayman) Limited
                Fourth Floor, Harbour Place
                P.O. Box 1034, Grand Cayman
                Cayman Islands
               
Contact for inquiries:

                Neil Gray
                Telephone: (345) 949 8455
                Fax: (345) 949 8499




KENT FUNDING IV: Claims Filing Deadline Is Until June 13
--------------------------------------------------------
Kent Funding IV Ltd.'s creditors have until June 13, 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.

Kent Funding's shareholder decided on May 12, 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
                c/o Walker House, 87 Mary Street,
                George Town, Grand Cayman,
                Cayman Islands

Contact for inquiries:

                Anthony Johnson
                Telephone: (345) 914-6314


SANTOSHI CLO: Deadline for Proofs of Claim Filing Is June 13
------------------------------------------------------------
Santoshi CLO Capital Corp.'s creditors have until June 13, 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.

Santoshi CLO's shareholder decided on May 12, 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
                c/o Walker House, 87 Mary Street,
                George Town, Grand Cayman,
                Cayman Islands

Contact for inquiries:

                Anthony Johnson
                Telephone: (345) 914-6314


SSGA CM CAPITAL: Proofs of Claim Filing Deadline Is June 13
-----------------------------------------------------------
SSgA CM Capital Structure Arbitrage Fund Ltd.'s creditors have
until June 13, 2008, to prove their claims to Avalon Management
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.

SSgA CM Capital'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351


SSGA CM CREDIT: Deadline for Proofs of Claim Filing Is June 13
--------------------------------------------------------------
SSgA CM Credit Event-Driven Fund Ltd.'s creditors have until
June 13, 2008, to prove their claims to Avalon Management
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.

SSgA CM Credit'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351
      

SSGA CM EQUITY: Proofs of Claim Filing Deadline Is June 13
----------------------------------------------------------
SSgA CM Equity Event-Driven Fund Ltd.'s creditors have until
June 13, 2008, to prove their claims to Avalon Management
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.

SSgA CM Equity'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351


SSGA CM GLOBAL: Deadline for Claims Filing is Until June 13
-----------------------------------------------------------
SSgA CM Global Equity Market Neutral Fund Ltd.'s creditors have
until June 13, 2008, to prove their claims to Avalon Management
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.

SSgA CM Global'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351


SSGA CM GLOBAL MACRO: Claims Filing Deadline is Until June 13
-------------------------------------------------------------
SSgA CM Global Macro Fund Ltd.'s creditors have until June 13,
2008, to prove their claims to Avalon Management 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.

SSgA CM Global Macro'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351


SSGA CM GLOBAL VOLATILITY: Claims Filing Deadline is June 13
------------------------------------------------------------
SSgA CM Global Volatility Fund Ltd.'s creditors have until
June 13, 2008, to prove their claims to Avalon Management
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.

SSgA CM Global Volatility'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351


SSGA CM MULTI-ALPHA: Proofs of Claim Filing Deadline is June 13
---------------------------------------------------------------
SSgA CM Multi-Alpha Fund Ltd.'s creditors have until June 13,
2008, to prove their claims to Avalon Management 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.

SSgA CM Multi-Alpha'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:

                Avalon Management Limited
                Third Floor, Zephyr House,
                Mary Street, P.O. Box 715,
                Grand Cayman, Cayman Islands
                Telephone: (+1) 345 946-4422
                Fax: (+1) 345 769-9351



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

BOSTON SCIENTIFIC: Fitch Affirms 'BB+' Issuer Default Rating
------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating and
outstanding debt ratings on Boston Scientific Corp as:

-- IDR at 'BB+';
-- Senior unsecured notes at 'BB+';
-- Unsecured bank credit facility at 'BB+'.

Fitch has also revised the Rating Outlook to Stable from
Negative.

The Outlook revision is supported by the progress BSX is making
towards stabilizing its drug-eluting stent and cardiac rhythm
management businesses, while paying down debt in the process.  
During the last three quarters, leverage has decreased to 3.30
times for latest twelve months, ending March 31, 2008 from 4.24x
LTM ended June 30, 2007, owing to margin improvement and debt
reduction.  Fitch expects BSX's leverage will decline further in
the intermediate-term through increased cash flow growth and
debt reduction.  For BSX to retain a Stable Outlook, continued
progress needs to be made on shoring up the CRM and DES
businesses, combined with continued improvement of cash flow
generation and leverage reduction.

Despite the CRM and DES challenges, BSX's other businesses have
been performing well.  Nevertheless, the dynamics of the DES and
CRM businesses bear close monitoring.  BSX continues address an
FDA warning letter that is delaying the U.S. launch of Taxus
Liberte and other devices.  Liberte is an important product, as
it will help BSX to compete with the recent U.S. launch of a
Medtronic's DES (Endeavor) and the expected U.S. launch of an
Abbott Laboratories' DES (Xience), which BSX will co-market.  
Liberte is currently marketed.

Free Cash Flow for LTM ending March 31, 2008 was US$935 million.  
Interest coverage was 4.2x and leverage was 3.3x for LTM ending
March 31, 2008.  BSX has approximately US$1.7 billion in
cash/short-term investments and US$7.6 billion in debt.  BSX has
approximately US$5.4 billion in debt maturing through 2011, with
US$1.3 billion maturing in 2010 and US$3.8 billion maturing in
2011.  At March 31, 2008, BSX had full availability on its
US$2 billion revolver, maturing on April 21, 2011.

Headquartered in Natick, Massachusetts, Boston Scientific
Corporation (NYSE: BSX) -- http://www.bostonscientific.com/--    
develops, manufactures and markets medical devices used in a
broad range of interventional medical specialties.  The company
has offices in Argentina, Chile, France, Germany, and Japan.


SCIENTIFIC GAMES: Moody's Rates US$200MM Sr. Note Offering Ba3
--------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to
Scientific Games Corporation's (SGC) proposed US$200 million
senior subordinate note offering.  Moody's also upgraded the
rating of SGC's proposed US$550 million term loan (originally
US$600 million) and US$250 million revolving credit agreement
(collectively, the Facilties) to Baa3 from Ba1.  The upgrade
reflects the higher proportion of subordinated debt relative to
senior debt in SGC's capital structure as a result of the
subordinate note issuance.  Moody's also affirmed the company's
Ba2 corporate family (CFR) and probability of default rating,
and Ba3 rating on the existing US$200 million senior
subordinated notes.  Moody's will withdraw the ratings of the
company's existing term loans and revolver when the proposed
transaction closes. The rating outlook is stable.

The net proceeds of the senior subordinate note offering and
drawings under the company proposed new US$800 million bank
facilities will be used to repay existing debt and supplement
cash balances.  It is a condition to the closing of the
subordinated debt offering that the new credit facility closes
and repays the existing credit facilities.  The obligor under
the proposed senior subordinate notes and proposed Facilities
will be Scientific Games International, Inc., a wholly owned
subsidiary of SGC.

The Facilities will be secured by all assets and guaranteed by
all domestic subsidiaries, as well as by SGC. The senior
subordinated notes will be guaranteed on a subordinated basis by
all domestic subsidiaries, as well as by SGC.

The rating affirmation reflects SGC's leading position in the
faster growing instant ticket segment of the lottery industry,
good contract retention rates, and solid growth prospects
internationally. SGC has just finished absorbing several
acquisitions and consolidating instant ticket plant capacity.
Improvement in consolidated operating margins is expected as a
result of an improved cost structure along with the new instant
ticket contract in China, solid instant ticket growth in the UK
and Italy, and a growing installed base of server-based gaming
machines and sports betting terminals.

Credit concerns include above average leverage for the rating
category, a decline in consolidated operating margins over the
past few years, spending to support growth initiatives --
particularly in China, and a potential slow down in domestic
lottery demand due to weak macro-economic conditions.

Rating assigned:

Scientific Games International, Inc.

* US$200 million senior subordinated notes at Ba3 (LGD 5, 78%)

Ratings upgraded

* US$550 million term loan to Baa3 (LGD2, 22%) from Ba1
   (LGD 2, 29%)

* US$250 million revolving credit facility to Baa3 (LGD2, 22%)
   from Ba1 (LGD 2, 29%)

Scientific Games Corporation

Ratings to be withdrawn:

* US$300 million revolver at Ba1 (LGD2, 25%)
* US$100 million term loan C at Ba1 (LGD 2, 25%)
* US$150 million term loan D at Ba1 (LGD 2, 25%)
* US$200 million term loan E at Ba1 (LGD 2, 25%)

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.



=======
C U B A
=======

CENVEO CORP: Moody's Assigns B2 Rating to US$175MM Sr. Notes
------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Cenveo
Corporation's proposed US$175 million issuance of senior
unsecured notes, while affirming its B1 Corporate Family and
Probability of Default ratings.  The rating outlook remains
negative.

Rating assigned:

Cenveo Corporation

* Proposed US$175 million senior unsecured notes -- B2, LGD4,
   68%

Ratings affirmed:

* Corporate Family Rating -- B1

* Probability of Default Rating -- B1

* Senior Secured Bank Credit Facility -- Ba2, LGD2, 29%

* Senior Subordinated Bonds -- B3, LGD5, 87%

Cadmus Communications Corporation

* Senior Subordinated Bonds -- B3, LGD5, 87%

The rating outlook remains negative.

The B1 corporate family rating incorporates Cenveo's high debt
burden and leverage, continuing acquisition related risks and
the company's vulnerability to commercial print and envelope
manufacturing. However, the company's scale as the fourth
largest US printing company, its successful track record of cost
reduction, recent free cash flow generation, adequate liquidity
and an improved business profile pro forma for recent
acquisitions support the rating.

The negative outlook largely reflects the impact of industry
overcapacity and competitive pressure on Cenveo's business and
the likelihood that the company will continue to experience
single digit organic declines in sales, due in part to eleven
plant closures in 2007 and because of recent declines in sales
of customized envelope products related to a drop-off in direct
mail spending by financial institutions.

Moody's notes that proceeds of the proposed offering will be
largely used to remarket US$175 million of senior unsecured debt
which was put in place in connection with the August 2007
acquisition of Commercial Envelope.

Headquartered in Stamford, Connecticut, Cenveo, Inc., is one of
North America's leading providers of print and visual
communications, with one-stop services from design through
fulfillment.  The company's broad portfolio of services and
products include commercial printing, envelopes, labels,
packaging and business documents delivered through a network of
production, fulfillment and distribution facilities throughout
North America.  Cenveo Corp. is Cenveo Inc.'s wholly owned
subsidiary.

Cenveo acquired Cadmus Communications in a merger completed on
March 2007.  The company has operations in the U.S., India and
the Caribbean Rim, particularly in the Bahamas, Cuba, Jamaica,
Haiti, Dominican Republic, Puerto Rico, and Belize.



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

BRITISH AIRWAYS: Asks E.U. to Reject Alitalia Emergency Loan
------------------------------------------------------------
British Airways plc CEO Willie Walsh is calling on the European
Commission to reject the Italian government's EUR300 million
(US$468 million) emergency loan to Alitalia SpA, Andrea Rothman
and Marco Bertacche write for Bloomberg News.

In an interview at an industry meeting in Istanbul, Mr. Walsh
said that the loan, which was granted to Alitalia to give new
Prime Minister Silvio Berlusconi more time to find a buyer, is a
"case of state aid," Bloomberg relates.

Mr. Walsh stressed "it's an issue of credibility for Europe,
certainly for the commission," Bloomberg discloses.

However, Italy's Finance Minister Giulio Tremonti argued the
loan shouldn't be considered state aid as it is aimed at the
sale of the airline, the paper adds.

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.

                      About British Airways

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

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

                        *     *     *

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



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

AXTEL SAB: Begins Operations in Matamoros as Part of Expansion
--------------------------------------------------------------
Axtel S.A.B. de C.V., has commenced its operations in Matamoros,
Tamaulipas, the first new city of the company's 2008 expansion
program.

Matamoros represents the 28th city where Axtel provides local
and long distance telephony, broadband Internet, web hosting,
data storage and security, VPNs and built-to-suit communications
solutions, among others, in Mexico.

During the inaugural ceremony, Matamoros Mayor, Erick Silva
Santos made the initial Axtel call.  The event was attended by
local businessmen and press members who witnessed the actual
start of competition in fixed telephony in the city.

Company officials stated that carrier-class telecommunications
services will be provided in Matamoros using a comprehensive
portfolio of technological solutions including WiMAX, a new IP-
based voice and data wireless technology designed to deliver
voice and data solutions, under fixed, portable, nomadic and
mobile environments.  In Matamoros, Axtel's initial network
deployment covers 98% of the population, offering integrated
telecommunications services to residential and business
customers, as well as financial institutions and government
entities.

"We are celebrating this opportunity presented to Axtel by both
the local authorities and the community to offer our services in
Matamoros.  Axtel promises to work hard to provide modern
technology and top-notch customer service to quickly gain the
confidence of the community.  Bringing WiMAX solutions into
Matamoros will allow customers to evidence for themselves one of
the best wireless broadband solutions available in the world
today," Axtel's Northern Region Director, Antonio de Nigris Sada
said.

Listed in Mexico's Stock Exchange since December 2005, Axtel
reported 965 thousand lines in service and 111 thousand Internet
subscribers as of the end of the first quarter 2008.

                           About Axtel

Axtel S.A.B de C.V., formerly known as Axtel S.A. de C.V., is a
fixed-line integrated telecommunications company in Mexico.  The
company provides local and long distance hat provides local and
long distance telephony, broadband Internet, data and built-to-
suit communications solutions.

                          *     *     *

As reported by the Troubled Company Reporter-Latin America on
Aug. 16, 2007, Standard & Poor's affirmed the 'BB-' corporate
credit and senior unsecured debt ratings on Axtel and its notes
due 2013 and 2017.

In November 2007, Moody's Investors Service gave Axtel S.A.B Ba2
Long-Term Corporate Family Rating and Senior Unsecured Debt
Rating.


CREDITO INMOBILIARIO: Moody's Assigns B1 Local Currency Rating
--------------------------------------------------------------
Moody's de Mexico has assigned a Baa1.mx national scale issuer
rating, and a B1 global scale local currency issuer rating, to
Credito Inmobiliario, S.A. de C.V.  The rating outlook is
stable.  This is the first time Moody's rates Credito
Inmobiliario.

These ratings reflect Credito Inmobiliario's position as the
fourth largest non-bank financial institution (Sofom) in Mexico
in terms of total loan portfolio size.  The ratings also
incorporate the company's experienced management team, good
operating margins, loan processing and servicing efficiencies,
and technology systems, as well as its good corporate
infrastructure, which includes separation of duties across
business functions.  Moody's notes that Credito Inmobiliario has
a good liquidity position with sufficient alternative liquidity
sources to cover short-term debt through 2010 with roughly 1.1
coverage.

These credit strengths are attenuated by Credito Inmobiliario's
credit challenges, which include its relatively short operating
history.  However, it is one of the oldest Sofoms in the Mexican
mortgage market.  Also, as is typical with many of its peers, it
has not yet gone through a substantial market downturn.  The
company's portfolio mix is almost evenly split between mortgage
and construction loans, and Moody's believes that construction
financing can lead to earnings volatility and has no interest or
inflation hedge from SHF.  There is still some funding
dependency from SHF, and its business is a monoline business:
practically all of it servicing and originating fees are
generated from low-income housing development and mortgage
financings.  Credito Inmobiliario's business also relies on
Mexico's economic and political environment and support for
housing.

The stable rating outlooks for both the national scale and
global local currency ratings reflect Moody's expectation that
Credito Inmobiliario's management will continue to grow the
company prudently, and diversify successfully, while moving
towards a portfolio more weighted toward mortgage lending versus
construction lending.

Rating improvements will reflect a portfolio mix showing
individual loans as a percentage of total loans increasing to at
least 70% of the lending book, on and off-balance sheet, while
maintaining operating margins in mid-70% range.  Additional
steps supporting a positive ratings change include continued
progress with regional expansion and increased size.  Downward
ratings pressure will result from construction loans as a
percentage of total loans growing to 70% of the aggregate loan
book, operating margins falling below 70%, an increase in
delinquent loans to more than 5.5% of the total on and off-
balance sheet portfolio on a sustained basis, or an adverse
shift in governmental housing policy.

These ratings were assigned with a stable outlook:

  -- National scale issuer rating at Baa1.mx; global scale local
     currency issuer rating at B1.

Credito Inmobiliario is a non-bank financial institution (Sofom
Mortgage Company).  It is the fourth largest independent
mortgage originator of this kind in Mexico and its main
activities consist of extending mortgage loans financed by
monies from FOVI/SHF to low-income individuals and providing
construction financing to low-income housing developers.  The
firm reported total assets of MXN16.7 billion and total equity
of MXN1.7 billion as of March 31, 2008.


EMPRESAS ICA: Inks MXN6 Bil. Financing for Nuevo Nexaca Project
---------------------------------------------------------------
Empresas ICA, S.A.B de C.V.'s subsidiary Autovia Necaxa –
Tihuatlan, S.A. de C.V. (AUNETI), has signed long term financing
for the construction of the Nuevo Nexaca-Avila Camacho segment
of the Nuevo Necaxa–Tihuatlan highway, in the amount of
MXN6,061 million.

The project financing, which is non-recourse to the shareholders
of AUNETI, was structured by Banco Santander, with the
participation of Dexia and HSBC.  The proceeds will be used
principally to finance the construction of the 36.6 km segment
between Nuevo Necaxa and Avila Camacho, which is part of the
concession for the 84.7 km Nuevo Necaxa–Tihuatlan highway that
was awarded last year to the consortium made up by ICA and
Globalvia Infraestructura (Globalvia).  The segment between
Avila Camacho and Tihuatlán is already built.  The 30-year
concession includes the exploitation, conservation, operation,
and maintenance of both segments of the highway, which will be
key for linking Mexico City and the port of Tuxpan in Veracruz
state.

Empresas ICA, S.A.B de C.V. -- http://www.ica.com.mx/-- the    
largest engineering, construction, and procurement company in
Mexico, was founded in 1947.  ICA has completed construction and
engineering projects in 21 countries.  ICA's principal business
units include civil construction and industrial construction.
Through its subsidiaries, ICA also develops housing, manages
airports, and operates tunnels, highways, and municipal services
under government concession contracts and/or partial sale of
long-term contract rights.

                             *     *     *

As reported in the Troubled Company Reporter-Latin America on
Sept. 20, 2007, Standard & Poor's Ratings Services affirmed its
'BB-' long-term corporate credit rating on Empresas ICA S.A.B.
de C.V.  S&P said the outlook is stable.


FRONTIER AIRLINES: Teamsters Supports Wage & Benefit Concessions
----------------------------------------------------------------
The International Brotherhood of Teamsters Union voted in
support of temporary wage and benefit concessions requested by
Frontier Airlines Inc.  The Teamsters represent about 430 people
at Frontier including mechanics and related workers, tool room
employees, aircraft appearance agents and material specialists.

"This outcome clearly represents the incredible support and
confidence level that our employees have in Frontier," Chris
Collins, Frontier chief operating officer, said.  "These
employees are the individuals who ensure that we are operating a
safe and reliable airline everyday.  I not only want to thank
them but I would also like to thank the Teamsters for their
support throughout this process."

"We are pleased that our members have supported the short term
concessions to contribute to the long term success of Frontier,"
Matthew Fazakas, president and principal office of Teamsters
Local 961, said.  "We believe that their support is another
indication of the positive relationship that we have built with
Frontier."

Frontier asked all of its employees, both represented and non-
represented, to take temporary wage and benefit concessions to
help the airline as it attempts to, among other things, secure
debtor in possession financing.  

Frontier's other two unions: the Frontier Airlines Pilots
Association and the Transportation Workers Union, ratified
agreements for those concessions two weeks ago.  At the
beginning of May, Frontier CEO Sean Menke and other members of
the executive management team also agreed to up to 20% in wage
and benefits concessions.  Frontier plans to reexamine all the
employee concessions in September based on the developing
financial condition of the company and current economic
conditions.

                    About Frontier Airlines

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

The Debtor and its debtor-affiliates filed for Chapter 11
protection on April 10, 2008, (Bankr. S.D.N.Y. Case No. 08-11297
through 08-11299.)  Hugh R. McCullough, Esq. at Davis Polk &
Wardwell represent the Debtors in their restructuring efforts.
Togul, Segal & Segal LLP is Debtors' Conflicts Counsel, Faegre &
Benson LLP is the Debtors' Special Counsel, and Kekst and
Company is the Debtors' Communications Advisors.  Epiq
Bankruptcy Solutions serves as the Debtors' notice and claims
agent.  The Official Committee of Unsecured Creditors is
represented by Wilmer Cutler Pickering Hale and Dorr LLP.

At Dec. 31, 2007, Frontier Airlines and its subsidiaries' total
assets was US$1,126,748,000 and total debts was US$933,176,000.  
The Debtors have until Aug. 8, 2008, to exclusively file a
chapter 11 plan.


IXE BANCO: Fitch Holds BB/B Foreign & Local Currency ID Ratings
---------------------------------------------------------------
Fitch Ratings has affirmed the ratings of Ixe Banco S.A., and
revised the outlook to negative.  The outlook was revised from
stable given the continued pressures on the bank's profitability
and its gradually declining loss absorption capacity.

Fitch affirmed these, with a negative outlook:

  -- Long-term foreign and local currency issuer default ratings  
     at 'BB';

  -- Short-term foreign and local currency ratings at 'B';

  -- Individual rating at 'C/D';

  -- Support rating at '5';

  -- Support rating floor at 'NF';

  -- US$120 million junior subordinated perpetual securities at
     'B+';

  -- Long-term national-scale rating at 'A(mex)';

  -- Short-term national-scale rating at 'F1(mex)'.

Ixe Banco's ratings reflect its weak operating performance
amidst an aggressive branch expansion strategy, gradually
declining loss absorption capacity, and significant
concentrations and event risk in its predominantly corporate
loan portfolio.  The ratings also consider strong loan growth,
although they factor in as well its sound liquidity, low
delinquency, adequate capitalization and gradually strengthening
franchise.

Since 2007, the bank's operating performance has been negative,
underpinned by a relatively aggressive expansion in its branch
network related to the projected increased contribution from
retail products to the group's overall business mix.  Higher
non-interest costs, coupled with low margins and modest revenue
diversification, pose significant challenges to Ixe Banco's
profitability over the short- to medium-term.  Strong loan
growth and the gradually increasing credit costs also weigh on
the bank's prospects going forward, although some non-recurring
revenues that are likely to materialize in the upcoming months
could provide certain relief in the near future.  Internal
capital generation has been negative since 2007.  New capital
and hybrid securities, however, have prevented deterioration of
capital ratios, which remain adequate and provide some comfort
against the adverse earnings forecast for 2008-2010.

Continued declines on the bank's loss absorption capacity, asset
quality deterioration and tighter financial flexibility at the
bank and/or the holding company level, are all factors that
could put downward pressure on its individual and issuer
ratings.  In turn, the ability to rebuild profitability and to
prevent asset quality problems amidst a rapidly growing loan
portfolio while maintaining sound liquidity could eventually
trigger a revision of the rating outlook to stable.

Ixe Banco, a part of Ixe Grupo Financiero, is mostly
concentrated on loans to the commercial, corporate and financial
sectors, while the group is targeting a larger share of retail
loans.  In June 2007, Ixe Grupo Financiero and Brysam, a private
equity fund, reached an agreement under which the latter
subscribed capital in September 2007 to acquire a 28% stake in
the former following a capital injection of MXN2.67 billion.  

Ixe Banco's core business is commercial and corporate lending
and, to a lesser extent, loans to financial intermediaries
(together accounting for 87% of total loans at end-2007).  
Though rapidly growing, the contribution from retail loans is
still a low 13%.  Therefore, a key strategy has been the rapid
expansion of the bank's branch network, which has grown to 92
points at end-2007 from 38 at end-2005.  The bank expects to
continue growing its network until reaching around 300 agencies
by 2011.

Headquartered in Mexico City, Mexico, Ixe Banco SA --
http://www.ixe.com.mx/portal/-- is a customer-oriented
financial institution with more than US$1.5 billion in assets,
120 branches and 240,000 customers.


LEAR CORP: Revises 2008 Sales Outlook to US$15.3 Billion
--------------------------------------------------------
Lear Corporation disclosed revisions to its 2008 financial
outlook based on lower North American vehicle production and
increased commodity costs.

Subsequent to the 2008 financial outlook the Company provided on
April 29, 2008, Lear's major customers, industry forecasting
services and others have announced downward revisions in their
estimates for 2008 North American vehicle production based on
lower sales rates for full-size pickup trucks and large sport
utility vehicles.  

In response to these recent announcements, Lear is revising its
2008 forecast for North American industry production from around
14.1 million vehicles to around 13.8 million vehicles.  In
addition, raw material costs, particularly costs related to
steel, have continued to increase.

As a result, Lear is revising its sales outlook for 2008
downward to around US$15.3 billion, from the previous outlook of
US$15.5 billion, and lowering income before interest, other
expense, income taxes, restructuring costs and other special
items (core operating earnings) to a range of US$600 to US$640
million from the previous range of US$660 to US$700 million.

In addition, Lear is increasing its estimated restructuring
investment for 2008 to about US$125 million.  The revised
outlook for full-year 2008 free cash flow is around US$200
million.

Lear is continuing to evaluate and aggressively implement cost
reductions and restructuring actions to mitigate the impact of
lower production volumes and rising commodity prices.
Furthermore, the production realignment initiatives recently
announced by certain North American manufacturers are
anticipated to require further restructuring investments in
future years.

"Industry conditions in North America have continued to be
challenging, with the lowest expected production volumes since
the early 1990s and unprecedented increases in raw material and
energy costs," commented Bob Rossiter, Lear's Chairman,
President and CEO. "Like our customers, we are continuing to
aggressively realign our capacity and implement structural cost
reductions to improve our longer-term competitiveness. We are
also expanding our operations outside North America, which
represented around 55% of our net sales in 2007."

                    About Lear Corporation

Based in Southfield, Michigan, Lear Corporation (NYSE:LEA) --
http://www.lear.com/-- supplies automotive interior systems,   
electrical distribution systems and related electronic products.  
The company has around 91,000 employees at 215 facilities in 35
countries.  Outside the United States, Lear has subsidiaries in
Germany, Luxembourg, Sweden, Singapore, China, India and Mexico.

                         *     *     *

Lear Corp. still carries Standard & Poor's Ratings Services' B+
corporate credit, Long-Term Foreign and Local Issuer Credit
ratings, which the rating agency affirmed in May 2008.

Lear Corp. also carries B2 Corporate Family, Bank Loan Debt and
Probability-of-Default ratings, and B3 Senior Unsecured Debt
rating from Moody's Investors Service, which said the outlook is
stable.


LEAR CORP: S&P's Rating Unmoved by Lower Full-Year 2008 Guidance
----------------------------------------------------------------
Standard & Poor's Ratings Services said that Lear Corp.'s
(B+/Stable/--) lower full-year 2008 guidance, which results from
downward revisions to vehicle production in North America and
increased commodity costs, has no immediate impact on the
ratings or outlook on the company.  The current rating and
outlook adequately reflect the challenging operating environment
for auto suppliers in 2008, as S&P incorporated a very difficult
2008 into our review of Lear late last month.

Lear's leverage and heavy dependence on the U.S. auto
manufacturers make the company especially vulnerable to negative
developments.  Nevertheless, even if the company's financial
profile continues to weaken in 2008, S&P expect it to remain
broadly consistent with the current rating metrics of adjusted
debt to EBITDA of less than 4x and funds from operations to debt
of 15%.

Based in Southfield, Michigan, Lear Corporation (NYSE:LEA) --
http://www.lear.com/-- supplies automotive interior systems,   
electrical distribution systems and related electronic products.  
The company has around 91,000 employees at 215 facilities in 35
countries.  Outside the United States, Lear has subsidiaries in
Germany, Luxembourg, Sweden, Singapore, China, India and Mexico,
among others.


MOVIE GALLERY: Wants to Clarify Timing of Claim Allowances
----------------------------------------------------------
The provisions of Movie Gallery Inc. and its debtor-affiliates'
Plan of Reorganization, which was confirmed on April 9, 2007,
explains the timing by which proofs of claims will be resolved.

Specifically, the confirmed Plan includes provisions to
establish deadlines related to the allowance of claims in the
Debtors' Chapter 11 cases:

  -- Administrative Claims should be filed 60 days after the
     Plan Effective Date, or July 19, 2008;

  -- Administrative Claim Objections should be filed by the
     later of (i) 180 days after the Effective Date, and (ii) 90
     days after the filing of the Claim; and

  -- Cure Claims should be filed by the later of (i) 60 days
     after the Court's entry of the order approving the
     assumption of the lease or contract, and (ii) 60 days after
     the Effective Date.

Peter J. Barrett, Esq., at Kutak Rock LLP, in Richmond,
Virginia, relates that several claimants who have filed requests
for the allowance and payment of their Claims have set purported
objection deadlines and hearings for their requests, all of
which contravene the provisions in the Plan.

In anticipation of the Reorganized Debtors' need to reconcile
and resolve the multitude of claims that have been or will be
filed, the Reorganized Debtors should not be forced to comply
with notices that contradict the provisions of the Plan, Mr.
Barrett says.

"All creditors and parties-in-interest are bound by the
provisions under the Plan; therefore, claimants may not set
their own timeline by which their claim is to be resolved," Mr.
Barrett notes.

Accordingly, the Reorganized Debtors ask the U.S. Bankruptcy
Court for the Eastern District of Michigan to:

  (a) clarify that the Plan governs the timing of the allowance
      of Claims against the Debtors; and

  (b) approve the form of the notice which the Debtors intend to
      file with the Court and serve on parties who have filed or
      will file requests for the allowance and payment of their
      claims.

                      About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.  
The company has operations in Mexico.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853).  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kurtzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Court confirmed the Debtors' Second Amended Chapter 11 Plan
of Reorganization on April 9, 2008.  (Movie Gallery Bankruptcy
News Issue No. 29; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)


MOVIE GALLERY: Delays Filing of 2008 Quarterly Financial Results
----------------------------------------------------------------
In a regulatory filing with the U.S. Securities and Exchange
Commission dated May 22, 2008, Movie Gallery Inc. and its
debtor-affiliates disclosed that it was unable to file its
quarterly report for the quarter ended April 6, 2008, on Form
10-Q by the May 21 deadline.

As part of their business plan, the Reorganized Debtors were
focused on stabilizing and restructuring their operations that
enabled them to successfully emerge from Chapter 11; thus, the
Company was not able to timely file its Form 10Q without
unreasonable effort or expense, the SEC filing disclosed.

Thomas D. Johnson, Jr., Movie Gallery's executive vice president
and chief financial officer, stated that during the first and
second quarters of 2008, the Company's key personnel worked on,
among other things:

  * identifying and closing certain underperforming video rental
    stores; and

  * finalizing financing arrangements in preparation for the    
    confirmation of Movie Gallery's Plan of Reorganization.

Mr. Johnson told the SEC that it is undertaking "diligent
efforts" to file its quarterly report as soon as possible.

                      About Movie Gallery

Based in Dothan, Alabama, Movie Gallery Inc. --
http://www.moviegallery.com/-- is a home entertainment  
specialty retailer.  The company owns and operates 4,600 retail
stores that rent and sell DVDs, videocassettes and video games.  
The company has operations in Mexico.

The company and its debtor-affiliates filed for Chapter 11
protection on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849
to 07-33853).  Anup Sathy, Esq., Marc J. Carmel, Esq., and
Richard M. Cieri, Esq., at Kirkland & Ellis LLP, represent the
Debtors.  Michael A. Condyles, Esq., and Peter J. Barrett, Esq.,
at Kutak Rock LLP, is the Debtors' local counsel.  The Debtors'
claims & balloting agent is Kurtzman Carson Consultants LLC.  
When the Debtors' filed for protection from their creditors,
they listed total assets of US$891,993,000 and total liabilities
of US$1,419,215,000.

The Official Committee of Unsecured Creditors has selected
Robert J. Feinstein, Esq., James I. Stang, Esq., Robert B.
Orgel, Esq., and Brad Godshall, Esq., at Pachulski Stang Ziehl &
Jones LLP, as its lead counsel, and Brian F. Kenney, Esq., at
Miles & Stockbridge PC, as its local counsel.

The Court confirmed the Debtors' Second Amended Chapter 11 Plan
of Reorganization on April 9, 2008.  (Movie Gallery Bankruptcy
News Issue No. 29; Bankruptcy Creditors' Service Inc.;
http://bankrupt.com/newsstand/or 215/945-7000)



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

CENTRAL SUN: Posts US$5,022,000 Net Loss in 2008 First Quarter
--------------------------------------------------------------
Central Sun Mining Inc. reported a net loss of US$5,022,000, on
sales of US$12,310,000, in the first quarter ended March 31,
2008, compared with a net loss of US$1,173,000, on sales of
US$20,297,000, in the same period ended March 31, 2007.

The operating results for the first quarter of 2008 reflect only
the Limon Mine compared to the Bellavista, Orosi and Limon mines  
in the first quarter of 2007.  The Orosi Mill Project
development costs have been charged to income as these are prior
to the receipt of a positive feasibility study.

Gold sales decreased 57% to 13,524 ounces in the first quarter
of 2008 compared to 31,134 ounces in the first quarter of 2007.

Gold production decreased 69% to 9,844 ounces in the first
quarter of 2008 compared to 31,801 ounces in the first quarter
of 2007.

Income from mining operations increased 439% to US$4,075,000 in
the first quarter of 2008 compared to US$756,000 in the first
quarter of 2007.

Cash operating costs per ounce of gold sold increased to US$502
per ounce in the first quarter of 2008 compared to US$470 per
ounce in the first quarter of 2007.

Cash used in operations totalled US$3,344,000 in the first
quarter of 2008 compared to US$5,394,000 generated in the first
quarter of 2007.

Cash on hand totalled US$12,188,000 as at March 31, 2008,
compared to US$16,762,000 as at Dec. 31, 2007.

                           Limon Mine

Sales from the Limon Mine increased by US$6,741,000 in the first
quarter of 2008 compared to 2007.  The increase in sales revenue
was mainly attributed to an increase of 5,011 ounces sold, of
which 3,890 ounces were in inventory at Dec. 31, 2007.

                           Orosi Mine

The company suspended operations at the Orosi Mine on March 31,
2007.  Since that time, only residual gold ounces were being
recovered from the heap leach pads.  Production ceased
completely in the fourth quarter of 2007.

During 2008, there were no sales, cost of sales, royalties and
production taxes, or depreciation and depletion expenses at the
site.

                        Bellavista Mine

On July 25, 2007, Central Sun suspended all mining activities at
the Bellavista Mine due to ground movements.  Residual gold
ounces were recovered from the heap leach until the end of
August 2007.  The decline in gold produced and the resulting
reduction in sales and expenses in the first quarter of 2008
compared to the first quarter of 2007 are directly related to
mining activities ceasing on July 25, 2007.

                   Expenses and Other Income

General and administrative expenses decreased by US$75,000 or 5%
over the same period in the previous year.  

The Orosi Mine - Mill Project incurred expenditures of
US$4,216,000 during the first quarter of 2008 on consulting,
engineering and project support costs.  Non-recoverable
intangible costs relating to this project were expensed until
May 1, 2008, when a feasibility study with a positive outcome
was completed.

Care and maintenance costs of US$1,091,000 incurred at the Orosi
Mine were incurred to maintain a proper state of upkeep while
mining operations were suspended.  These costs primarily relate
to the maintenance of a basic administrative function as well as
expenditures on electricity, property holding costs, and
caretaking activities.  Also included in care and maintenance
were costs of US$123,000 not directly related to reclamation
activities at the Bellavista Mine.

Stock-based compensation expense increased by US$766,000 or 209%
over the same period in the previous fiscal year.  

In the first quarter of 2008, exploration expenses increased by
US$644,000 or 154% over the same period in the previous fiscal
year.  The costs incurred in 2008 relate to work being performed
at the Limon and Orosi mines and the Mestiza gold property and
is part of the company's planned exploration work.

Other expenses increased by US$431,000 or 170% over the same
period in the previous fiscal year.  In 2008, major components
of this balance included US$251,000 in foreign exchange losses
and US$110,000 in legal fee accruals.  These balances were
offset by interest and other miscellaneous income of US$193,000.  
In 2007, the components included a US$131,000 gain from sale of
marketable securities, foreign exchange gains of US$61,000, and
US$235,000 in interest and other miscellaneous income.  These
balances were offset by US$174,000 in interest and finance fees.

                         Balance Sheet

At March 31, 2008, the company's consolidated balance sheet
showed US$68,844,000 in total assets, US$20,065,000 in total
liabilities, and US$48,779,000 in total stockholders' equity.

                      Going Concern Doubt

Management of Central Sun Mining Inc. believes there exists
substantial doubt about the company's ability to continue as a
going concern.

As at March 31, 2008, the company had used US$3,344,000 in
operating cash flows, reported a net loss of US$5,022,000 and
had an accumulated deficit of US$87,501,000.  The company says
it may not have sufficient cash to fully fund ongoing 2008
capital expenditures, exploration activities and complete the
development of the Orosi Mine - mill project and therefore will
require additional funding which, if not raised, would result in
the curtailment of activities and project delays.  

                       About Central Sun

Headquartered in Toronto, Ontario, Central Sun Mining Inc. (TSX:
CSM)(TSX: CSM.WT)(AMEX: SMC)-- http://www.centralsun.ca/-- is a
gold producer with mining and exploration activities focused in
Nicaragua.  The company operates the Limon Mine and is in the
process of converting the Orosi Mine (formerly the Libertad
Mine) to a conventional milling operation.  Both properties are
located in Nicaragua.  

The Bellavista Mine in Costa Rica is currently being reclaimed.  
The company also has an option to acquire the Mestiza
exploration property in Nicaragua.  Central Sun's growth
strategy is focused on optimizing current operations, expanding
mineral resources and reserves at existing mines, and looking
for merger and acquisition opportunities in the Americas.

In early 2007, the company commenced a major project to convert
the heap-leach process at the Orosi Mine to a conventional
milling operation (Mill Project).  

Mining activities at the company's Bellavista Mine ceased during
the third quarter of 2007.  Since that time, reclamation
activities have begun and it is not expected that mining
activities will resume.



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

WILLBROS GROUP: Elects M. Bayer, W. Berry, & A. DeKraai to Board
----------------------------------------------------------------
Willbros Group, Inc., disclosed that at its 2008 annual meeting
of stockholders held May 29, 2008, Michael J. Bayer, William B.
Berry and Arlo B. DeKraai got re-elected to its board of
directors.

Fred Isaacs fulfilled his term at the annual meeting and has
retired from his position as director, the company said.  
Mr. Isaacs had served on the board of Willbros Group since 2004.

Willbros also disclosed that proposal to ratify the appointment
of Grant Thornton LLP as the company's independent auditors for
2008 were approved.

Headquartered in Panama City, Panamay, Willbros Group, Inc.,
-- http://www.willbros.com/--  is an independent contractor  
serving the oil, gas, power and refining and petrochemical
industries, providing engineering and construction services to
industry and government entities worldwide.

Willbros Group incurred at least two years of consecutive net
losses -- US$48.96 million in 2007, US$105.44 million in 2006.


WILLBROS GROUP: Amends Employee & Director Stock Plans
------------------------------------------------------
The stockholders of Willbros Group, Inc., agreed to amend the  
company's 1996 Stock Plan, increasing the the total number of
shares of common stock of the company available for issuance
under the Plan, a filing with the U.S. Securities and Exchange
Commission discloses.  Pursuant to the amendment, the total
number of shares available for issuance under the 1996 Stock
Plan is increased from 4,075,000 shares to 4,825,000 shares.  
The 1996 Stock Plan permits the granting of stock options, stock
appreciation rights and restricted stock or restricted stock
rights.

The stockholders also approved to revise the company's Amended
and Restated 2006 Director Restricted Stock Plan.  Pursuant to
the revision, the number of shares of common stock available for
issuance under the 2006 Director Restricted Stock Plan is
increased from 50,000 shares to 250,000 shares.  The 2006
Director Restricted Stock Plan generally provides for the
automatic award of shares of restricted stock or restricted
stock rights to non-employee directors of the company once each
year.

Headquartered in Panama City, Panamay, Willbros Group, Inc.,
-- http://www.willbros.com/--  is an independent contractor  
serving the oil, gas, power and refining and petrochemical
industries, providing engineering and construction services to
industry and government entities worldwide.

Willbros Group incurred at least two years of consecutive net
losses -- US$48.96 million in 2007, US$105.44 million in 2006.


* PANAMA: Global Bonds Reopening Cues S&P's BB+ Sovereign Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its ratings,
including the 'BB+' long-term sovereign credit rating, on the
Republic of Panama (BB+/Stable/B), after the government
announced the reopening of two global bond issues maturing in
2015 and 2029.  The outlook remains stable.
     
"The reopening of the global bond 2015 by US$235 million puts
the outstanding balance for this instrument at US$1.15 billion
and aims to close the financing needs of Panama for 2008,
especially after the recent repayment of a US$200 million Yankee
bond that matured last April," said S&P's credit analyst Roberto
Sifon Arevalo.
     
The reopening was priced at 109.6%, which gives a yield of 5.5%,
158 basis points higher than the yield on United States Treasury
bonds, and it had an oversubscription of about 6.2 the offer.
     
Panama also announced on May 4, a swap of two global bonds
maturing on 2011 and 2012 with the global bond maturing in 2029.  
The government issued US$477.7 million of new global bonds with
a yield of 6.3% due 2029, in exchange for US$262.3 million of
global 2011 and US$286.9 million of global 2012.
     
"With this deal, the government is reducing its debt burden by
US$71.5 million, while at the same time extending maturity and
reducing the medium-term liquidity risk as well as enhancing the
benchmark of the longer end of the yield curve of the Panamanian
government bonds," said Mr. Sifon Arevalo.
     
On February, S&P raised its ratings on the Republic of Panama to
'BB+' with a stable outlook from 'BB' with a positive outlook,
on the basis of strong economic growth that has averaged 7.8% in
the past five years and in turn had favored a significant
consolidation of the government's fiscal performance.  The
general government recorded a surplus of about 2.6% of GDP in
2007 and is expected to record a small deficit of about 0.7% of
GDP in 2008, as the presidential election nears and inflationary
pressures increase, still a remarkable improvement from a
deficit of 5.6% in 2004.
     
Finally, "Further consolidation of fiscal and economic
improvement, as well as positive developments in the canal
expansion, will continue improving the sovereign's
creditworthiness," said Mr. Sifon Arevalo.  "However, if the
commitment to fiscal discipline weakens, or if the canal project
impairs the government's fiscal performance, the ratings could
come under downward pressure."



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

IRON MOUNTAIN: Moody's Assigns B2 to Proposed Note Offering
-----------------------------------------------------------
Moody's Investors Service has assigned a B2 rating to the
proposed US$300 million senior subordinated notes due 2020 of
Iron Mountain Incorporated and concurrently affirmed the
company's B1 Corporate Family Rating.  Other ratings on
outstanding debt instruments were also affirmed.  The outlook
for the ratings is stable. Iron Mountain's liquidity rating was
upgraded to SGL-2 from SGL-3, in part due to liquidity benefits
arising from the proposed refinancing and further supported by
ample covenant cushions and the company's ongoing revenue
stability.

The proceeds from the proposed B2-rated US$300 senior
subordinated notes due 2020 are intended to repay a portion of
outstanding borrowings under the revolver, refinance the
company's US$72 million 8.25% senior subordinated notes due 2011
and for general corporate purposes.  The B2 rating on the notes
reflects Moody's expectation of loss-given-default greater or
equal to 70% and less than 90% (LGD 5).  The notes are pari
passu with existing senior subordinated debt and are guaranteed
by material domestic wholly owned subsidiaries of the company.

The Corporate Family Rating of B1 is supported by the company's
prominent position as a global leader in information storage and
data protection, including its strategic expansion in the
digital market in recent years, as well as Moody's expectation
of reduced emphasis on acquisitions relative to the company's
current size going forward.  The ratings benefit from the
company's historical revenue stability, geographical
diversification and low customer concentration.  The ratings
continue to be constrained by high financial leverage, the
significant amount of goodwill and intangibles in relation to
total assets and the low level of pro forma free cash flow
(defined as cash from operations less capital expenditures less
dividends) relative to debt.  Interest coverage for the rating
category of adjusted EBITDA less capital expenditures to
interest expense of 1.3 times is weak for the category.  The
ratings also reflect a capital intensive business with most
revenues deriving from paper document storage and related
services which require significant customized physical
space.

Notwithstanding higher than anticipated capital expenditures and
year-end compensation and benefit accruals, the ratings
recognize continued strength in operating performance, including
continued strong growth in storage revenues and improved debt
maturity structure and overall liquidity following last year's
refinancing activity.  The ratings also incorporate Moody's
belief that the primary focus of the company has shifted from
growth through acquisitions to achieving increased operational
efficiencies.  Although acquisitions are likely to continue, the
size of acquired entities is likely to be substantially less
material in relation to Iron Mountain's size than has been the
case in the past.

Moody's took these rating actions:

* Assigned B2 (LGD5, 71%) to the proposed US$300 million 8.25%
   senior subordinated notes due 2011;

* Upgraded the Speculative Grade Liquidity to SGL-2 from SGL-3;

* Affirmed the Corporate Family Rating of B1;

* Affirmed the Probability of Default Rating of B1;

* Affirmed the Ba1 (LGD2, 16%) rating on US$790 million global
   revolving credit facility due 2012;

* Affirmed the Ba1 (LGD2, 16%) rating on US$410 million IMI
   term loan facility due 2014;

* Affirmed the B2 (LGD5, 71%) rating on CUS$175 million 7.5%
   senior subordinated notes due 2017;

* Affirmed the B2 (LGD5, 71%) rating on EUR 225 million 6.75%
   Euro senior subordinated notes due 2018;

* Affirmed the B2 (LGD5, 71%) rating on US$72 million 8.25%
   senior subordinated notes due 2011, subject to withdrawal
   upon completion of the proposed refinancing;

* Affirmed the B2 (LGD5, 71%) rating on US$200 million 8.75%
   senior subordinated notes due 2018;

* Affirmed the B2 (LGD5, 71%) rating on US$448 million 8.625%
   senior subordinated notes due 2013;

* Affirmed the B2 (LGD5, 71%) rating on US$300 million 7.25%
   GBP senior subordinated notes due 2014;

* Affirmed the B2 (LGD5, 71%) rating on US$438 million 7.75%
   senior subordinated notes due 2015; and

* Affirmed the B2 (LGD5, 71%) rating on US$316 million 6.625%
   senior subordinated notes due 2016.

The outlook for the ratings is stable.

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
====================

COOPER COMPANIES: Earns US$11.2 Mil. in Second Quarter of 2008
--------------------------------------------------------------
The Cooper Companies Inc. has reported US$11.2 million of net
income for the three months ended April 30, 2008, compared to a
US$527,000 net loss for the same period in 2007.

The company's revenue increased 17% year-over-year to
US$263.5 million with CooperVision (CVI) up 18% to US$222.0
million and CooperSurgical (CSI) up 11% to US$41.5 million.

Commenting on the results, Robert S. Weiss, Cooper's president
and chief executive officer said, "Our positive second quarter
reflects continued momentum from our investment strategy.  We
saw strong growth in several of CVI's product categories,
launched our two-week silicone hydrogel sphere Avaira(tm) and
our women's healthcare business posted a solid quarter.  
Additionally, we benefited from significant manufacturing
improvements for Biofinity(r) and Proclear(r) dailies and are no
longer capacity constrained with these products.  We remain
optimistic about our long-term growth prospects with competitive
products in all segments of the soft contact lens market."

                            Guidance

The company reconfirms previously provided fiscal 2008 guidance
with revenue in the range of US$1,060 - US$1,100 million,
including CVI revenue of US$895 - US$930 million and CSI revenue
of US$165 - US$170 million.  Further, the company expects
capital expenditures in the range of US$160 - US$170 million in
fiscal 2008 and US$125 - US$140 million in fiscal 2009,
unchanged from its previous guidance.

With corporate offices in Lake Forest and Pleasanton,
California, The Cooper Companies, Inc. --
http://www.coopercos.com/-- (NYSE:COO) manufactures and markets
specialty healthcare products through its CooperVision and
CooperSurgical units.

                        About CooperVision

CooperVision -- http://www.coopervision.com/-- manufactures and
markets contact lenses and ophthalmic surgery products.
Headquartered in Lake Forest, Calif., it has manufacturing
operations in Albuquerque, New Mexico, Juana Diaz, Puerto Rico,
Norfolk, Virginia, Rochester, New York, Adelaide, Australia,
Hamble and Hampshire England, Ligny-en-Barrios, France, Madrid,
Spain and Toronto.

CooperSurgical -- http://www.coopersurgical.com/-- manufactures
and markets diagnostic products, surgical instruments and
accessories to the women's healthcare market. With headquarters
and manufacturing facilities in Trumbull, Conn., it also
manufactures in Pasadena, Calif., North Normandy, Illinois, Fort
Atkinson, Wisconsin, Montreal and Berlin.

Proclear(R) and Biomedics(R) are registered trademarks and
Biomedics XC(TM) and Biofinity(TM) are trademarks of The Cooper
Companies, Inc., and its subsidiaries or affiliates.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
March 25, 2008, Moody's Investors Service downgraded Cooper
Companies, Inc.'s speculative liquidity rating to SGL-3 from
SGL-2.  Concurrently, Moody's affirmed the company's Ba3
corporate family rating, Ba3 probability of default rating and
Ba3 rating on the US$350 million Senior Unsecured Notes due
2015.  Moody's said the ratings outlook remains negative.


HARLAND CLARKE: S&P Holds B+ Rating, Revises Outlook to Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services has revised its rating
outlook on Harland Clarke Holdings Corp. to stable from
negative.  Ratings on the company, including the 'B+' corporate
credit rating, were affirmed.
   
"The outlook revision reflects our expectation that management
will continue to achieve a level of cost synergies sufficient to
drive EBITDA growth, which will continue to lead to improvements
in the company's credit metrics over time," said Standard &
Poor's credit analyst Ariel Silverberg.
   
Since the completion of the John H. Harland Co. acquisition in
May 2007, the company's credit measures improved, with debt
leverage, as measured by total debt to EBITDA, improving toward
the mid-5x area, a level more in line with the rating.  Pro
forma for a full year's contribution from John H. Harland and
Data Management, leverage is 5.6 for the 12 months ended
March 31, 2008.
   
Management continues to make good progress in achieving the more
than US$100 million in synergies that it forecasted when the
acquisition closed.  The company's original cost savings plans
included a reduction in head count, elimination of facilities,
and reduced expenses relating to procurement and SG&A over a 24-
month period.  Through the first quarter of 2008, the company
has implemented several systems and strategies, which management
expects will result in an eventual US$37 million in EBITDA
improvement during 2008.  Pro forma revenues increased 1.7% and
adjusted EBITDA improved by approximately 10% for the three
months ended March 31, 2008.
   
The 'B+' rating reflects Harland Clarke's high pro forma debt
leverage, continued risk surrounding the realization of cost
synergies, and vulnerability to volume declines in the check
printing industry.  In addition, the rating incorporates the
credit quality of M&F Worldwide Corp., the parent of Harland
Clarke Holdings, and the expectation that MFW will continue to
maintain an aggressive financial policy.  These factors are
mitigated by improved market position following the merger with
John H. Harland, stable cash flow generation, and increased
diversification following the new acquisitions in the software
and data collection and testing segments.

Harland Clarke Holdings Corp. -- http://www.harlandclarke.com/
-- produces billions of checks and deposit slips annually.  The
company's products are sold through financial institutions and
also directly to consumers and businesses under brands, such as
B2Direct, Checks In The Mail, Clarke American, Harland, and
Liberty. Subsidiary Alcott Routon provides direct marketing
services.  Overall, Harland Clarke maintains more than 15
manufacturing facilities and about a dozen contact centers
throughout the US.  The company has location in Puerto Rico.


PEP BOYS: Moody's Junks Rating on US$200MM Senior Sub. Notes
------------------------------------------------------------
Moody's Investors Service downgraded Pep Boys' -- Manny, Moe &
Jack's corporate family rating to B2 from B1 with a negative
outlook.  The downgrade was prompted by the company's weak
credit metrics, slim margins, negative comparable stores sales
trend, and negative free cash flow.  It is Moody's opinion --
upon review of the company's new strategic plan -- the financial
ratios will not significantly improve over the next twelve
months.  The company competes against large scale players in a
highly fragmented industry.  The negative outlook reflects
Moody's continuing concerns with the company's ability to
successfully execute its turnaround strategy and improve its
fundamental credit profile.  It also reflects concerns with high
management turnover at this strategically important time, as
well as the material weaknesses found in the company's internal
control over financial reporting.  This concludes the review
initiated on January 18, 2008.

These ratings were downgraded:

* Corporate family rating to B2 from B1

* Probability of default rating to B2 from B1

* US$200 million senior subordinated notes due 2014 to Caa1
   (LGD 5, 86%) from B3 (LGD 5, 82%)

This rating was confirmed and LGD point estimate adjusted:

* US$155 million senior secured term loan due 2013 at Ba3 with
   (LGD 2, 23%) from (LGD 2, 29%)

Pep Boys' B2 corporate family rating is constrained by the
company's weak interest coverage and EBITA margin and its
negative free cash flow.  The ratings are supported by the
company's scale, moderate product volatility, and the positive
long-term business fundamentals of the segment in which it
operates.

Headquartered in Philadelphia, The Pep Boys - Manny, Moe & Jack
(NYSE: PBY) -- http://pepboys.com/-- has over 560 stores and
approximately 6,000 service bays in 35 states and Puerto Rico.
Along with its vehicle repair and maintenance capabilities, the
company also serves the commercial auto parts delivery market
and is one of the leading sellers of replacement tires in the
United States.  Revenues for fiscal year ended February 2, 2008,
were approximately US$2.1 billion.



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

PETROLEOS DE VENEZUELA: Enap Awaits Firm's Reply for Ayacucho
-------------------------------------------------------------
Enrique Vaila, general manager of Empresa Nacional del Petroleo,
a.k.a. Enap, told Business News Americas that Petroleos de
Venezuela S.A. hasn't given its response on the technical
studies Enap completed on the Ayacucho 5 block in the Orinoco
heavy crude belt.

According to BNamericas, Enap has submitted the information it
obtained on Ayacucho 5 but it can't proceed with the project
without guidance from Petroleos de Venezuela.

BNamericas relates that Mr. Vaila said, "With oil prices so
high, they might not want to increase production."  The reserves
were extra heavy, Mr. Vaila added.

Mr. Vaila told BNamericas that Petroleos de Venezuela also
remained silent on new blocks Petroleo Brasileiro S.A. was
studying in the Orinoco.

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

                       *     *     *

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

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

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


PETROLEOS DE VENEZUELA: Officials Deny Links in Wilson Scandal
--------------------------------------------------------------
Uruguayan Criminal Judge Juan Carlos Fernandez Lecchini has
received the testimony of some Petroleos de Venezuela S.A.
officials regarding the suitcase scandal, El Universal reports,
citing newspaper Ultimas Noticias.

According to the newspaper, the unnamed witnesses denied any
link of PDVSA with Antonini Wilson who got seized carrying a
suitcase filled with US$800,000 in cash, El Universal relates.

El Universal states that while expecting the response of a
number of official communications to multiple government
agencies, the judge is looking forward to accept new testimony
in June to gather information.

Certain Uruguayan deputies brought a complaint by clarifying
whether there is a relationship between the Uruguayan government
and Mr. Antonini, as he visited Montevideo on multiple
occasions, the report adds.

The report shows that Argentine Criminal Judge Daniel Petrone
has published an international bench warrant against ex-PDVSA
Vice President Diego Uzcategui and his son Daniel, who are
suspects for money laundering.  They were taken to Argentina to
provide testimony.

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

                       *     *     *

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

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

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


PETROLEOS DE VENEZUELA: Citgo Does Not Set Prices, Exec Says
------------------------------------------------------------
Petroleos de Venezuela S.A.'s Houston-based arm, Citgo Petroleum
Corp., does not not set gasoline prices, Venezuelan newspaper El
Universal cites Citgo Executive Director Alejandro Granado as
saying.

Mr. Granado makes it clear that the market forces determine
Citgo prices.  

The Citgo director further asserts that there's no shortage in
global supply saying that the Organization of Petroleum
Exporting Countries is drilling enough amounts to meet demand.
"As a matter of fact, some nations, like Algeria, have troubles
to place their additional output," he told El Universal.

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

                       *     *     *

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

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

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



* BOND PRICING: For the Week June 2 - June 6, 2008
--------------------------------------------------

   Issuer               Coupon    Maturity   Currency   Price
   ------               ------    --------   --------   -----

   ARGENTINA
   ---------
Alto Palermo SA          7.875     5/11/17     USD      72.12
Argnt-Bocon PR11         2.000     12/3/10     ARS      52.93
Argnt-Bocon PR13         2.000     3/15/24     ARS      53.73
Arg Boden                2.000     9/30/08     ARS      15.07
Arg Boden                7.000     10/3/15     USD      72.73
Bonar X                  7.000     4/17/17     USD      71.07
Argent-EURDIS            7.820    12/31/33     EUR      68.76
Argent-$DIS              8.280    12/31/33     USD      63.88
Argent-Par               0.630    12/31/38     ARS      32.30
Banco Macro SA           9.750    12/18/36     USD      70.92
Buenos Aire Prov         9.375     9/14/18     USD      72.58
Buenos Aire Prov         9.625     4/18/28     USD      70.75

   BERMUDA
   -------
XL Capital Ltd           6.500    12/31/49     USD      71.83

   BRAZIL
   ------
CESP                     9.750     1/15/15     BRL      67.57

   CAYMAN ISLANDS
   --------------
Shinsei Fin Caym         6.418     1/29/49     USD      71.40
Shinsei Finance          7.160     7/29/49     USD      71.16
Vontobel Cayman          9.900     7/25/08     CHF      56.40

   JAMAICA
   -------
Jamaica Govt LRS         7.500     10/6/12     JMD      73.09
Jamaica Govt LRS        12.750     6/29/22     JMD      74.42

   PUERTO RICO
   -----------
Puerto Rico Cons.        5.900     4/15/34     USD      45.00
Puerto Rico Cons.        6.000    12/15/34     USD      34.25
Puerto Rico Cons.        6.300     11/1/33     USD      47.00

   VENEZUELA
   ---------
Petroleos de Ven         5.250     4/12/17     USD      68.00
Petroleos de Ven         5.375     4/12/27     USD      57.20
Petroleos de Ven         5.500     4/12/37     USD      56.07
Venezuela                6.000     12/9/20     USD      68.90
Venezuela                7.000     3/31/38     USD      70.12

                            ***********


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

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

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed
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           * * * End of Transmission * * *