TCRLA_Public/080618.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

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

            Wednesday, June 18, 2008, Vol. 9, No. 120

                            Headlines


A R G E N T I N A

ALITALIA SPA: Intesa Sanpaolo to Present Breakup Plan on June 27
ALITALIA SPA: Italian Businessmen Eye Cargo Operations
DANA CORP: Wants Court to Extend Claims Objection Deadline
DELTA AIR: Wants New New York-Buenos Aires Nonstop Service
GLOBAL CROSSING: Launches LatAm Unified Security Services Site

GMAC LLC: Moody's Cuts Senior Long-Term Rating to B3
HIPERTECH SA: Trustee to Submit General Report in Court Today
HOTELNET SRL: Trustee to File Individual Reports Today
NATIONAL ADVISORS: Trustee to File Individual Reports Today
REPES SA: Trustee to Submit General Report in Court Today

SUSPIROS SA: Trustee to File Individual Reports Today


B A H A M A S

BANCO ITAU: To Launch Equity Fund in Japan With Nikko Asset


B O L I V I A

EXIDE TECH: S&P Lifts Rating on Improved Financial Results to B


B R A Z I L

CAMIL ALIMENTOS: Moody's Rates Proposed US$150 Million Notes Ba3
CAMIL ALIMENTOS: S&P Assigns BB- Long-Term Corp. Credit Rating
DELPHI CORP: IRS Wants District Court to Hear US$26 Mln Tax Case
ELECTROPAULO METROPOLITANA: S&P Holds BB- Global Scale Rating
ESPIRITO SANTO: S&P Affirms Global Scale Rating at BB-

GOL LINHAS: Losing Money Due to Varig, Report Says
INVENSYS PLC: Moody's Lifts Corporate Family Rating to Ba1
LUPATECH SA: Moody's Puts Ba3 Rating on US$100 Mil. Add-On Notes
LUPATECH SA: S&P Affirms BB- Rating on Unit's Perpetual Bonds
M-REAL CORP: Cancels Reflex Mill Sale to Arjowiggins

NAVISTAR INT'L: Caterpillar Deal Won't Affect S&P's Ratings


C A Y M A N  I S L A N D S

ACTIVE HEDGE: Deadline for Proofs of Claim Filing Is June 26
ALCHEMIA EUROPE FUND: Deadline for Claims Filing Is June 26
ALCHEMIA EUROPE MASTER: Claims Filing Deadline Is Until June 26
CAMIL FINANCE: S&P Rates US$150MM International Notes at BB-
PARAKEET LEASE COMPANY: Claims Filing Deadline Is Until June 26

PARMALAT SPA: Credit Suisse Pays EUR172.5 Mln to Settle Claims
PARMALAT SPA: UBS AG Pays Over EUR184 Mln to Settles Disputes
STARRUCCA CLO: Proofs of Claim Filing Deadline Is Until June 26
U.S. GLOBAL INVESTORS: Claims Filing Deadline Is Until June 26
VEGA GLOBAL ACCESS: Claims Filing Deadline Is Until June 26

VEGA MASTER FUNDS: Proofs of Claim Filing Deadline Is June 26
VEGA SELECT OPPORTUNITIES: Claims Filing Deadline Is June 26


C H I L E

TAM SA: Inks Memorandum of Understanding With Swiss Airline
TAM SA: Wagner Ferreira Leaves Commercial Vice President Post


C O L O M B I A

BRIGHTPOINT INC: Subsidiary Expands Service Pact With Kyocera
EMPRESA DE TELECOM: Moody's Removes Ba1 Rating on US$300MM Notes
TRANSTEL INTERMEDIA: S&P Cuts L-T Corporate Credit Rating to CC
* COLOMBIA: Moody's Eyes Stable Outlook for Banking Industry


D O M I N I C A N   R E P U B L I C

PRC LLC: Majority of Creditors Vote to Accept Chapter 11 Plan


M E X I C O

ATSI COMMS: April 30 Balance Sheet Upside-Down by US$21,000
DISTRIBUTED ENERGY: Bankruptcy Filing Cues Securities Delisting
DISTRIBUTED ENERGY: Gets Initial Okay in US$2M Loan from Perseus
DISTRIBUTED ENERGY: Taps Allen & Company as Financial Advisor
INNOPHOS HOLDINGS: Elects Amado Cavazos as New Board of Director

LEAR CORP: Buys Majority Interest of New Trend Group
MEXORO MINERALS: Feb. 29 Balance Sheet Upside-Down by US$1.4MM


P A N A M A

CHIQUITA BRANDS: Shares Dip 29% on Forecast of 3rd Quarter Loss


P U E R T O  R I C O

GENESIS EDUCATIONAL: Case Summary; 2 Largest Unsecured Creditors


V E N E Z U E L A

HARVEST NATURAL: Closes US$50 Million Stock Repurchase Program
PETROLEOS DE VENEZUELA: Transfers US$2.7 Billion to Dev't Fund


                         - - - - -


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

ALITALIA SPA: Intesa Sanpaolo to Present Breakup Plan on June 27
----------------------------------------------------------------
Intesa Sanpaolo S.p.A., the Italian government's adviser for the
sale of its 49.9% stake in Alitalia S.p.A., will present on
June 27, 2008, a plan to dispose the carrier's assets, Marco
Bertacche writes for Bloomberg News, citing an unsourced Il
Messaggero report.

According to Il Messaggero, Intesa may propose to sell
Alitalia's unprofitable operations under an emergency
administration procedure.

Meanwhile, AirOne S.p.A. -- which consortium is bidding for
Alitalia -- has presented a new merger plan to banks including
Morgan Stanley and Nomura Securities.  

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

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


ALITALIA SPA: Italian Businessmen Eye Cargo Operations
------------------------------------------------------
Alitalia Sp.A.'s cargo business has attracted interested local
buyers, Thomson Financial News relates citing various reports.

According to Fabio Verna, Il Sole 24 Ore reports, a group of
businessmen from central and southern Italy has expressed
interest in acquiring the Alitalia cargo operations.  

The paper adds that Mr. Verna is working with prime ministerial
adviser Bruno Ermolli, who is tasked to form a consortium to bid
for the Italian government's 49.9% stake in Alitalia.  

Mr. Ermolli, adviser to Prime Minister Silvio Berlusconi, has
set up a special bidding vehicle to bid for Italy's stake.  The
newco is composed of several Italian financial and industrial
firms including AirOne S.p.A.  The report adds that Intesa
Sanpaolo S.p.A., Mediobanca S.p.A. and Piaggio S.p.A. chairman
and CEO Roberto Colaninno.  

La Repubblica reports that Meridiana S.p.A. may also take part
in the AirOne's planned acquisition of Alitalia -- a three-way
tie supported by some politicians and trade unions.

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.


DANA CORP: Wants Court to Extend Claims Objection Deadline
----------------------------------------------------------
Dana Corp. and its debtor-affiliates ask the U.S. Bankruptcy
Court for the Southern District of New York to extend the claims
objection date with respect to six categories of claims:

   (1) Unresolved ADR Claims -- claims submitted to ADR for
       resolution under the ADR Procedures, but which remain
       unresolved as of the Claims Objection Bar Date

       The Debtors ask that designation of a Claim for ADR under
       the ADR Procedures satisfies the Claims Objection Bar
       Date so that the Unresolved ADR Claim will not be deemed
       an Allowed Claim under the Plan despite the absence of a
       related pending objection as of the Claims Objection Bar
       Date.  The Debtors seek an extension of the Claims
       Objection Bar Date with respect to each Unresolved ADR
       Claim until 60 days from the conclusion or termination of
       the ADR Procedures without having achieved full
       resolution of the Unresolved ADR Claim.

   (2) Claims in Negotiation -- claims subject of active or
       anticipated settlement negotiations at the time of the
       Claims Objection Bar Date, including Claims that have
       been settled in principle subject to documentation

       The Debtors seek the Court's authority to enter into
       tolling agreements with claimholders to extend the Claims
       Objection Bar Date for up to 90 days, by smaller
       increments not exceeding 90 days in the aggregate,
       without notice or further Court order, as well as to
       enter into agreements for longer extensions without
       further Court approval.

   (3) Claims under Procedural Objection -- claims that are
       objectionable on both procedural and substantive grounds

       The Debtors seek to extend the claims objection deadline
       with respect to these Claims until 60 days after the
       withdrawal or final judicial resolution of any related
       objection or claimant-initiated proceeding.

   (4) Proposed Settlement Claims -- claims settled by the
       Claims Objection Bar Date but requires additional
       documentation, or where the process of Court approval or
       review by a claims monitor appointed under the Plan has
       not been completed as of the Claims Objection Bar Date

       The Debtors seek to extend the claims objection deadline
       with respect to these Claims until 60 days following the
       latest of:

          -- the entry of a final, non-appealable Court order
             denying the proposed settlement;

          -- the filing of an objection to a settlement by the
             Claims Monitor;

          -- an agreement among the Reorganized Debtors, the
             Claims Monitor, and the claimant that they have
             reached impasse in resolving the Claims Monitor's
             objections regarding a proposed settlement; or

          -- other termination, cancellation or expiration of a
             settlement, including the failure of a condition to
             a settlement to occur.

   (5) Alternative Forum Claims -- claims that the Debtors opt
       to have determined and liquidated in administrative or
       judicial tribunals other than the Bankruptcy Court

       With respect to these Alternative Forum Claims, the
       Debtors seek:

          * a ruling that the Claim satisfies the Claims
            Objection Bar Date, as determined by appropriate
            jurisdiction other than the Bankruptcy Court so that
            it will not be deemed allowed under the Plan on
            grounds that no claim objection was filed with the
            Court by the Claims Objection Bar Date; and

          * for an extension of the Objection Bar Date until 60
            days after conclusion or termination of the
            proceedings in the alternative forum in the event      
            the proceedings conclude or are terminated prior to
            the resolution of the claims.

   (6) Revived Claims -- claims that previously were resolved
       where the resolution is unwound or terminated, for any
       reason, including by actions of the parties or the
       successful prosecution of a motion for reconsideration,
       appeal or other challenge.

       The Debtors seek to extend the Claims Objection Bar Date
       on affected Revived Claims until 60 days from entry of a
       final, non-appealable Court order, or other act that will
       unwind, invalidate, or modify the prior resolution of the
       claim.

The Debtors relate that through their claims resolution efforts,
they have eliminated more than 11,000 claims, reducing the
claims pool from more than 15,000 filed claims asserting in
excess of US$26,800,000,000, to less than 4,000 claims asserting
about US$4,500,000,000 in aggregate liquidated amounts.

The Debtors also relate that they have reached an agreement with
the U.S. Environmental Protection Agency and other federal
governmental agencies to resolve certain environmental claims
asserting almost US$400,000,000, by reducing the environmental
claims to liquidated Class 5B Claims totaling approximately
US$125,000,000.

As a result of the Debtors' efforts, they have made substantial
distributions to creditors.  In the four months since the
Effective Date, approximately 75% of the shares of New Dana
Holdco Common Stock designated for Allowed Class 5B Claims have
been distributed to unsecured creditors to date.  Additional
distributions to holders of Allowed Class 5B Claims will occur
in the coming months.

However, despite the Debtors' claims resolution efforts, there
remain several unresolved claims, including claims submitted for
resolution under the Court-approved Alternative Dispute
Resolution Procedures and claims that the Debtors opt to have
determined by administrative or judicial tribunals other than
the Bankruptcy Court.

The Debtors' claims objection deadline will expire on June 30,
2008.  Absent an extension, the Debtors may be forced to file
premature objections to the Affected Claims by the Claims
Objection Bar Date, Corinne Ball, Esq., at Jones Day, in New
York, contends.  In addition, the Debtors' Plan of
Reorganization provides that a claim will be deemed allowed if
the Debtors fail to file a claim objection by the deadline.

                           About DANA

Based in Toledo, Ohio, Dana Corporation -- http://www.dana.com/          
-- designs and manufactures products for every major vehicle
producer in the world, and supplies drivetrain, chassis,
structural, and engine technologies to those companies.  Dana
employs 46,000 people in 28 countries.  Dana is focused on being
an essential partner to automotive, commercial, and off-highway
vehicle customers, which collectively produce more than 60
million vehicles annually.

Dana has facilities in China in the Asia-Pacific, Argentina in
the Latin-American regions and Italy in Europe.

The company and its affiliates filed for chapter 11 protection
on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-10354).  As of
Nov. 30, 2007, the Debtors listed US$7,131,000,000 in total
assets and US$7,665,000,000 in total debts resulting in a total
shareholders' deficit of US$534,000,000.

Corinne Ball, Esq., and Richard H. Engman, Esq., at Jones Day,
in Manhattan and Heather Lennox, Esq., Jeffrey B. Ellman, Esq.,
Carl E. Black, Esq., and Ryan T. Routh, Esq., at Jones Day in
Cleveland, Ohio, represent the Debtors.  Henry S. Miller at
Miller Buckfire & Co., LLC, served as the Debtors' financial
advisor and investment banker.  Ted Stenger from AlixPartners
served as Dana's Chief Restructuring Officer.

Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel
LLP, represens the Official Committee of Unsecured Creditors.
Fried, Frank, Harris, Shriver & Jacobson, LLP served as counsel
to the Official Committee of Equity Security Holders.  Stahl
Cowen Crowley, LLC served as counsel to the Official Committee
of Non-Union Retirees.

The Debtors filed their Joint Plan of Reorganization on
Aug. 31, 2007.  On Oct. 23, 2007, the Court approved the
adequacy of the Disclosure Statement explaining their Plan.
Judge Burton Lifland of the U.S. Bankruptcy Court for the
Southern District of New York entered an order confirming the
Third Amended Joint Plan of Reorganization of the Debtors on
Dec. 26, 2007.

The Debtors' Third Amended Joint Plan of Reorganization was
deemed effective as of Jan. 31, 2008.  Dana Corp., starting on
the Plan Effective Date, operated as Dana Holding Corporation.

(Dana Corporation Bankruptcy News, Issue No. 74; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or           
215/945-7000)

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Standard & Poor's Ratings Services assigned its
'BB-' corporate credit rating to Dana Holding Corp. following
the company's emergence from Chapter 11 on Feb. 1, 2008.  The
outlook is negative.  At the same time, Standard & Poor's
assigned Dana's US$650 million asset-based loan revolving credit
facility due 2013 a 'BB+' rating (two notches higher than the
corporate credit rating) with a recovery rating of '1',
indicating an expectation of very high recovery in the event of
a payment default.  In addition, S&P assigned a 'BB' bank loan
rating to Dana's US$1.43 billion senior secured term loan with a
recovery rating of '2', indicating an expectation of average
recovery.

The TCR-LA reported on Jan. 9, 2008, that Moody's Investors
Service affirmed the ratings of the reorganized Dana Holding
Corporation as: Corporate Family Rating, B1; Probability of
Default Rating, B1.  In a related action, Moody's affirmed the
Ba3 rating on the senior secured term loan and raised the rating
on the senior secured asset based revolving credit facility to
Ba2 from Ba3.  Moody's said the outlook is stable.


DELTA AIR: Wants New New York-Buenos Aires Nonstop Service
----------------------------------------------------------
Delta Air Lines Inc. has applied in the U.S. Department of
Transportation for permission to launch new nonstop service
between John F. Kennedy International Airport in New York,
U.S.A., and Buenos Aires, Argentina, Central & South America
News reports.

Central & South America News relates that Delta Air will offer
five flights per week from December to April and four flights
per week during the rest of 208.  The airline may increase
frequencies depending on demand.  

Once Delta Air secures approval from the Department of
Transportation, it will start the new flight service in
December 2008, Central & South America News notes.  The new
flight will complement the current daily nonstop service between
Buenos Aires and Atlanta.

"Developing JFK as a major Delta hub is paramount for the
success of our international expansion strategy, and reaching
the Americas from New York is an important part of this
equation.  JFK is key to our continuous growth in Latin America,
especially in a market such as Buenos Aires, a destination that
currently lacks sufficient nonstop service to New York City at a
time when demand for travel on this route is high," Delta Air's
Latin America & Caribbean Sales and Government Affairs Vice
President Christophe Didier told Central & South America News.

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

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

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


GLOBAL CROSSING: Launches LatAm Unified Security Services Site
--------------------------------------------------------------
Global Crossing has launched its Unified Security Services
Portal, which allows the company to track information for
customers' Unified Security Services on a single Web interface,
in Latin America.

With the new portal, customers can review -- free of charge and
in real time -- the status of all security components contracted
from Global Crossing, interact with specialists from the
Security Operation Center (SOC), and access all Information
Security-related data that the company offers, including Initial
Security, Content Security, Advanced Security, and Professional
Services.  Customers can download SOC-generated reports,
generate solution activity reports in real time, review updated
information on open and closed tickets, download vulnerability
analysis reports and completed penetration tests, view early
warning alerts and lists of SOC-managed equipment, access the
Global Crossing security newsletter, and research Global
Crossing Security Solutions services.

The Unified Portal was designed around four essential concepts:

   -- Multi-language: The portal automatically adapts to the
      native language of each user, whether English, Spanish and
      Portuguese.

   -- Multi-platform: The site interacts transparently with all
      SOC-supported technologies, including Juniper, Cisco, ISS,
      Checkpoint and AV+AS, among others.

   -- Multi-system:  The portal is accessible via Windows, Unix,
      and Linux platforms.

   -- Multi-regulation: The portal complies with audit
      requirements for standards such as ISO 27001.

"This launch of the Unified Security Portal is a very important
breakthrough for our Security Solutions portfolio.  We're
confident that the portal will become a differentiator that our
customers will appreciate," Global Crossing's senior vice
president for data centers, security and outsourcing in Latin
America, Juan Carlos Martinez said.  "Whether launching our
Security Operation Center in Latin America or our Professional
Services suite, we aim to stay a step ahead of customers'
Information Security needs."

The Unified Portal has been incorporated as an added benefit for
all of Global Crossing's security services at no additional cost
and is currently used by more than 1,400 active customers
throughout Latin America.

                      About Global Crossing

Headquartered in Florham Park, New Jersey, Global Crossing Ltd.
(NASDAQ: GLBC) -- http://www.globalcrossing.com/-- provides    
telecommunication  services over the world's first integrated
global IP-based network.  Global Crossing serves many of the
world's largest corporations, providing a full range of managed
data and voice products and services.  The company filed for
chapter 11 protection on Jan. 28, 2002 (Bankr. S.D.N.Y. Case No.
02-40188).  When the Debtors filed for protection from their
creditors, they listed US$25,511,000,000 in total assets and
US$15,467,000,000 in total debts.  Global Crossing emerged from
chapter 11 on Dec. 9, 2003.

Global Crossing's Latin American business has operations in
Argentina, Brazil, Chile, Colombia, Ecuador, Panama, Peru,
Mexico, Venezuela and the United States (Florida).  It also has
operations in the United Kingdom.

                         *     *     *

At Sept. 30, 2007, Global Crossing Ltd.'s balance sheet showed
total assets of US$2.6 billion, total debts of US$2.7 billion
and a US$74 million stockholders' deficit.

As reported in the Troubled Company Reporter-Latin America on
Nov. 8, 2007, Global Crossing Ltd. said in a statement that its
net loss increased 75% to US$89 million in the third quarter
2007, compared to US$51 million in the third quarter 2006.


GMAC LLC: Moody's Cuts Senior Long-Term Rating to B3
----------------------------------------------------
Moody's Investors Service has downgraded the senior long-term
rating of GMAC LLC to B3 from B2.  The outlook is negative.  The
downgrade is based on GMAC's increased exposure to Residential
Capital LLC, GMAC's residential mortgage finance subsidiary
(senior unsecured affirmed at Ca), and also reflects growing
pressure on GMAC's auto finance asset quality and profitability.

GMAC and ResCap have recently concluded a restructuring of debt
and bank facilities that, while beneficial to ResCap's
liquidity, results in GMAC's committed credit extensions to
ResCap increasing to a total of US$4.6 billion from
US$750 million at the end of the first quarter of 2008.  This
includes a new US$3.5 billion secured line, of which US$750
million is a first loss participation that is expected to be
funded by GM and Cerberus (through one of its managed funds).  
Extensions also include US$1 billion of incremental credit made
necessary by a larger than previously anticipated shortfall in
ResCap's cash funding requirements.

GMAC has also contributed to ResCap certain ResCap debt that
GMAC acquired through open-market purchases, in exchange for
ResCap preferred interests.  Moody's estimates that on a March
31, 2008 pro-forma basis, common and preferred interests in
ResCap and total credit extensions represent 84% of GMAC's net
worth, compared with 46% at the end of 2007.  Given the
continuing operating uncertainties at ResCap, the increase in
exposure weakens GMAC's stand-alone credit profile, in Moody's
view.

GMAC's credit extensions are supported by a ResCap pledge of
assets, giving it a priority position in a ResCap bankruptcy;
however, Moody's believes there is some uncertainty regarding
the extent of asset recovery.  GMAC's preferred interests in
ResCap are exchangeable after January 2009 for equivalent
interests in IB Finance Holding LLC, the parent of GMAC Bank,
which provides financing for both residential mortgages and auto
loans.  However, GMAC's control of the bank past November 2008
is also subject to uncertainty, as FIM Holdings (the investor
consortium led by Cerberus) is party to a disposition agreement
with the FDIC that could result in Cerberus disposing of its
ownership interest in the bank by that date.

The downgrade also reflects growing pressure on the
profitability of GMAC's auto finance operations, arising from
higher average borrowing costs and weakening asset quality.
Asset quality is being affected by a marked decline in used
vehicle values in recent quarters, which decreases expected
recoveries from loan defaults and reduces residual realization
on retail leases.  In the last half of 2007, GMAC tightened its
loan underwriting, which resulted in improved delinquency in the
first quarter of 2008.  Nevertheless, higher unemployment and
declining consumer credit alternatives are likely to result in
higher loan defaults in Moody's view.

The credit extensions and capital injections from GMAC to ResCap
have also increased the demands on GMAC's liquidity and capital
ratios.  GMAC has obtained a new US$11.4 billion three-year
senior secured bank facility that replaces its US$6 billion
unsecured credit facilities.  The facility steps down to US$7.9
billion after two years.  The new facility provides added
funding capacity to GMAC, but usage encumbers GMAC's assets,
resulting in structural subordination of senior unsecured
creditors.  Moody's believes that asset coverage of unsecured
creditors has weakened in recent quarters.  Moody's also said
that GMAC's leverage continues to be higher than auto captive
peers.

The negative outlook on the GMAC rating reflects the continued
operating uncertainty at ResCap, as well as the challenging
operating environment for the core consumer auto finance
operations.

GMAC LLC -- http://www.gmacfs.com/-- formerly General Motors
Acceptance Corporation, is a global, diversified financial
services company that operates in approximately 40 countries in
automotive finance, real estate finance, insurance and other
commercial businesses.  GMAC was established in 1919 and employs
approximately 26,700 people worldwide.  Cerberus Capital
Management LP bought 51% GMAC LLC stake from General Motors
Corp. on December 2006.  GMAC reported a first quarter 2008
consolidated net loss of US$589 million.

In Latin America, the company has operations in Argentina,
Brazil, Chile, Colombia, Ecuador, Mexico, Venezuela.


HIPERTECH SA: Trustee to Submit General Report in Court Today
-------------------------------------------------------------
Beatriz Custodio, the court-appointed trustee for Hipertech
S.A.'s reorganization proceeding, will present in 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 18, 2008.

Ms. Custodio verified creditors' proofs of claim until
March 13, 2008.  He submitted the validated claims in court as
individual reports on April 29, 2008.  

The debtor can be reached at:

        Hipertech S.A.
        Deheza 1651
        Buenos Aires, Argentina

The trustee can be reached at:

        Beatriz Custodio
        Uruguay 229
        Buenos Aires, Argentina


HOTELNET SRL: Trustee to File Individual Reports Today
------------------------------------------------------
Ernesto Oscar Higueras, the court-appointed trustee for Hotelnet
S.R.L.'s reorganization proceeding, will  present the validated
claims in court as individual reports in the National Commercial
Court of First Instance in Buenos Aires on June 18, 2008.  

Mr. Higueras verified creditors' proofs of claim until
May 7, 2008.  He will also submit to court a general report
containing an audit of Hotelnet's accounting  and banking
records on Aug. 15, 2008.

Creditors will vote to ratify the completed settlement plan  
during the assembly on Feb. 13, 2009.

The trustee can be reached at:

        Ernesto Oscar Higueras
        Sanchez Loria 1944
        Buenos Aires, Argentina


NATIONAL ADVISORS: Trustee to File Individual Reports Today
-----------------------------------------------------------
Horacio Fernando Crespo, the court-appointed trustee for
National Advisors S.A.'s reorganization proceeding, will present
the validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
June 18, 2008.

Mr. Crespo will submit to court a general report containing an
audit of National Advisors' accounting and banking records on
Aug. 14, 2008.

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

The trustee can be reached at:

        Horacio Fernando Crespo
        Maipu 464
        Buenos Aires, Argentina


REPES SA: Trustee to Submit General Report in Court Today
---------------------------------------------------------
Jose Luis Cicocciopo, the court-appointed trustee for Repes
S.A.'s bankruptcy proceeding, will submit a general report
containing an audit of the firm's accounting and banking records
in the National Commercial Court of First Instance in Buenos
Aires on June 18, 2008.

Mr. Cicocciopo verified creditors' proofs of claim until
March 19, 2008.  He presented the validated claims as individual
reports in the on May 7, 2008.  

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

The trustee can be reached at:

         Jose Luis Cicocciopo
         Vidal 3375
         Buenos Aires, Argentina


SUSPIROS SA: Trustee to File Individual Reports Today
-----------------------------------------------------
Fernando J. Marziale y Reinaldo Pireni, integrantes del Estudio
Marziale Pireni & Asoc. -- the court-appointed trustee for
Suspiros S.A.'s bankruptcy proceeding -- will present in the
National Commercial Court of First Instance in Buenos Aires the
validated claims as individual reports on June 18, 2008.  

Fernando J. verified creditors' proofs of claim until
May 2, 2008.  He will submit to court a general report
containing an audit of Suspiros' accounting and banking records
on Aug. 19, 2008.

Fernando J. is also in charge of administering Suspiros' assets
under court supervision and will take part in their disposal to
the extent established by law.

The trustee can be reached at:

         Fernando J. Marziale y Reinaldo Pireni
         Integrantes del Estudio Marziale Pireni & Asoc.
         Avenida Callao 930
         Buenos Aires, Argentina



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

BANCO ITAU: To Launch Equity Fund in Japan With Nikko Asset
-----------------------------------------------------------
Banco Itau Holding Financeira SA will launch an equity fund in
Japan with Nikko Asset Management.

Business News Americas relates that the fund will consist of
shares in Brazilian firms.  Banco Itau expects the fund to reach
US$500 million by year-end.  Sumitomo Mitsui Banking Corporation
will distribute the fund.

Nikko Asset Management (Nikko AM) specializes in investment
advice, portfolio management, and investment management
services.  Acting through its regional offices in London, New
York, Hong Kong, and Singapore, the company offers investors
opportunities to invest in Asian stocks, fixed income products
and mutual funds, and alternative investment strategies.  The
firm is the result of a joint venture merging Warburg Pincus and
the Government of Singapore Investment Corporation (GIC)
investments with Nikko Principal Investments Japan, a subsidiary
of Nikko Cordial.

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

                         *     *     *

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



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

EXIDE TECH: S&P Lifts Rating on Improved Financial Results to B
---------------------------------------------------------------
Standard & Poor's Ratings Services has raised its corporate
credit rating on Exide Technologies to 'B' from 'B-' as a result
of the company's improved financial results, which have led to
continued reduction in debt leverage.

At the same time, S&P raised the issue-level ratings on Exide's
senior secured term loan (to 'BB-'), secured second-lien notes
(to 'B-'), and convertible subordinated debt (to 'CCC+').  The
outlook is stable.

Alpharetta, Ga.-based Exide, a manufacturer of automotive and
industrial batteries, has total debt of about US$1 billion,
including Standard & Poor's adjustments for underfunded retiree
benefit liabilities, operating leases, and trade receivables
sold.

"The upgrade reflects Exide's improved financial risk profile
and our belief that the company should be able to sustain its
stronger credit ratios, even in the face of economic weakness in
the United States and the potential for softer sales in other
regions," said Standard & Poor's credit analyst Gregg Lemos
Stein.  The company has benefited from improved pricing in most
of its battery segments, helping it more than offset sharply
higher lead costs.

In the fiscal year ended March 31, 2008, better pricing and some
manufacturing cost savings led to a 54% year-over-year increase
in adjusted EBITDA (excluding restructuring costs, non-cash
currency measurement gains, and certain other one-time items).
The improvement came amid a difficult environment for lead
prices, which represents more than half of the company's
cost of goods sold.  The average price of lead for the year was
more than double that of the previous year, although in the past
few months, lead prices have fallen from their record highs.

All of Exide's business segments showed improved results in the
past year, except the European industrial batteries business,
which suffered from slower pass-through of lead costs resulting
from contractual arrangements.  Exide has reduced the lag in
some of these contracts as they have come up for renewal.  A
sustained period of lower lead prices would greatly benefit this
unit's results, although we expect lead prices to remain
volatile.

The stable outlook reflects our belief that Exide should be able
to sustain credit ratios that are consistent with the current
rating.  S&P expects leverage to remain between 3.5x and 4.5x
and free operating cash flow to remain positive for the full
current fiscal year.  S&P could revise the outlook to positive
or raise the rating if the company produces sufficient free
operating cash flow in the next several quarters to both improve
liquidity and permanently reduce debt.  Exide's ability to
reduce its exposure to potential future lead price spikes also
would be an important consideration in any upgrade.  S&P could
revise the outlook to negative or lower the rating if free
cash flow remains negative for the year, if recent improvements
in Exide's pricing prove unsustainable, or if lead costs spike
higher again and put pressure on Exide's liquidity.  A sharp
decrease in Exide's liquidity, which S&P does not currently
expect, would result in an immediate downgrade.

Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.  The company filed for chapter 11
protection on Apr. 14, 2002 (Bankr. Del. Case No. 02-11125).
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland
& Ellis, represented the Debtors in their successful
restructuring.  The Court confirmed Exide's Amended Joint
Chapter 11 Plan on April 20, 2004.  The plan took effect on
May 5, 2004.

The company has operations in 89 countries, including,
Argentina, Belize, Bolivia, Brazil, Chile, Colombia, Costa
Rica, Ecuador, El Salvador, Guatemala, Panama, Paraguay, Peru,
Uruguay, Venezuela, Trinidad and Puerto Rico.



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

CAMIL ALIMENTOS: Moody's Rates Proposed US$150 Million Notes Ba3
----------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 foreign currency
rating to Camil Alimentos S.A.'s proposed US$150 million senior
unsecured notes issuance.  The issuer of the notes is Camil
Finance and the notes are unconditionally guaranteed by Camil
Alimentos, subject to closing.  This is the first time Moody's
has rated debt issued by the company.  The rating outlook is
stable.

"Camil's Ba3 rating reflects its strong market position and
leading brands in the Brazilian rice and beans market and its
relatively stable operating margins", said Moody's Vice
President Senior Analyst, Soummo Mukherjee.  "Margins have been
stable due to the company's ability to quickly pass through raw
material price variations to its customers, with an average lag
of only 3 days for beans and two to three weeks for rice," Mr.
Mukherjee added.

The rating also incorporates the company's nationwide
distribution network and the geographic diversification of
its raw material sourcing and production, with six rice and
bean processing plants in Brazil in five different states and
six rice processing plants located in six states in Uruguay.

Camil Alimentos' rating is principally constrained by its
relatively narrow product portfolio, with a focus on rice
products, and the group's limited consolidated track-record
after the acquisition of its Uruguayan rice processing
subsidiary, Saman.  The company's modest liquidity position
in combination with the volatility of its working capital,
due to the production cycles of rice and beans, also puts
downward pressure on the rating.

Moody's has reviewed preliminary draft legal documentation
for the proposed senior unsecured notes and the assigned rating
assumes that there will be no material variation from the drafts
reviewed and that all agreements will be legally valid, binding
and enforceable.

Camil Alimentos is the leading processor of rice in Brazil in
terms of volumes sold and is also a leading beans processor.
Camil has invested in marketing and production and has built
some of the leading brands for rice and beans, with a reputation
for consistency, quality and customer satisfaction.  In 1996,
the company became a corporation (sociedade anonima) and in
1998, TCW, an American private equity firm, acquired a 50% stake
in the company and was present on the company's management team
until 2006.  Exposure to private equity was positive for the
company's disclosure standards, and Camil has published audited
cash flow statements since 2005, which was not mandatory under
Brazilian accounting principles.

In November 2007, Camil Alimentos acquired Saman, Uruguay's
largest rice processing company, with a 46% share of Uruguay's
rice market.  The acquisition was part of the company's
strategic objective to increase the geographical diversification
of its revenues through increased exports, since 90% of Saman's
revenues are derived from exports.  The acquisition will also
allow the company to reduce its overall freight costs to the
Northeast region of Brazil.  While Moody's understands that
Camil Alimentos intends to continue to take part in the
consolidation of the Latin American rice industry, Moody's
expects the company to fund such acquisitions so as to maintain
leverage within its financial covenant of Net Debt to EBITDA of
below 3.5 times (currently at 2.7 times as of Feb. 28, 2008.

The stable outlook reflects Moody's expectation that the company
will manage its exposure to commodity and currency price
fluctuations and be able to consolidate expected synergies from
Saman and possible future acquisitions, allowing it to maintain
an EBITDA margin of above 8%.  The stable outlook also considers
that the company will maintain adequate liquidity to address its
potentially volatile working capital needs and short term debt.

The company's rating and/or outlook could come under upward
pressure if it is able to increase the geographic and product
diversification of its revenues through its acquisition
strategy, while maintaining its current leading positions in
rice and beans in the Brazilian market.  Another important
factor for an upgrade will be the company's progress towards
improving its corporate governance and disclosure standards,
with an independent audit committee and independent and strong
board leadership, as well as quarterly investor earnings
releases and conference calls.  Finally, positive rating
momentum would require a more comprehensive liquidity policy
specifically addressing peak working capital needs and EBITA to
Gross Interest Expenses of above 2.5 times on a three-year
average basis.

The rating or outlook could be downgraded if the company's
growth strategy leads to a large debt-financed acquisition or
if it loses its leading market positions in Brazil.  
Quantitatively, negative pressure could arise if the company's
Net Debt/EBITDA increases to above 3.0 times or if EBITA/Gross
Interest Expense falls below 2.0 times without an expected near
term improvement.

Headquartered in Sao Paulo, Brazil and founded in 1963, Camil
Alimentos SA is one of Latin America's largest companies engaged
in the processing, packaging, sales, marketing and distribution
of rice and bean products.  With an annual installed grain
processing capacity of 1.9 million tons, Camil owns and operates
sixteen facilities located in different states in Brazil and in
Uruguay, with approximately BRL1 billion in pro-forma net
revenues (including 12 months of Camil and 12 months of Saman)
for the fiscal year ended on Feb. 29, 2008.


CAMIL ALIMENTOS: S&P Assigns BB- Long-Term Corp. Credit Rating
--------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB-'
long-term corporate credit rating to Brazil-based rice processor
Camil Alimentos S.A.  S&P also assigned its 'BB-' rating to the
company's proposed US$150 million long-term international notes
offered by Camil Finance Ltd., a wholly owned subsidiary
of the company, based in the Cayman Islands.  Camil Alimentos
will unconditionally and irrevocably guarantee the notes.  The
outlook is stable.  The company's outstanding debt by Feb. 29,
2008, was about US$160 million.
     
The ratings on Camil Alimentos reflect the company's operation
in the very fragmented and commodity-oriented Brazilian rice
market, where the company faces competition from smaller,
informal rice processors.  The ratings also incorporate the
company's exposure to volume and price swings as well as the
company's weakened credit metrics in the past and current fiscal
years, as cash flows have been basically used to finance growth.

These negative rating factors are partly compensated by the
company's strategic market position in the rice and beans
business in Brazil, supported by strong brand recognition and
larger production scale.  Additionally, Camil's broader asset
distribution after the acquisition of Uruguay-based Saman (S.A.
Molinos Arroceros Nacionales; not rated) gives it better access
to raw-material, diversification of customers and suppliers, and
some logistics synergies.  Its adequate financial policies,
traditionally based on prudent debt leverage, also support the
rating.
     
Camil Alimentos is one of the leading rice and beans processing
companies in Brazil, with annual net revenues of about US$520
million by Feb. 29, 2008.  Because the company acquired Saman in
November 2007 and subsequently changed the end of its fiscal
year to February, its financial statements ended Feb. 29, 2008,
comprise four months of Saman's and 14 months of the company's
results.  Saman is the largest rice processor in Uruguay, which
significantly improves Camil's business risk profile by granting
it better access to high-quality raw material, synergy, and
logistic gains.  It also provides the company with strategic
access to the international rice market because Saman is a large
rice exporter with favorable commercial access to customers
worldwide.
     
The stable outlook reflects S&P's view that Camil Alimentos will
continue reporting EBITDA margin improvements, but also that
debt leverage will decline after peaking in 2007.  Still, cash
flow protection measures will remain weaker than historical
levels in 2008.  A positive change to the ratings or outlook
would depend on the company's improving cash generation, with a
FFO-to-total debt ratio higher than 30%, total debt-to-EBITDA
ratio consistently below 2.0, and sound EBITDA margins.  On the
other hand, S&P would lower the ratings or change the outlook to
negative if the company fails to deliver stronger cash
generation, if EBITDA margins fall below 10% or if the
FFO-to-total debt ratio remains consistently below 15%.  Further
debt increase to finance growth or working capital needs, as
measured by a total debt-to-EBITDA ratio around 4.0, could also
trigger a negative rating revision.

Headquartered in Sao Paulo, Brazil and founded in 1963, Camil
Alimentos SA is one of Latin America's largest companies engaged
in the processing, packaging, sales, marketing and distribution
of rice and bean products.  With an annual installed grain
processing capacity of 1.9 million tons, Camil owns and operates
sixteen facilities located in different states in Brazil and in
Uruguay, with approximately BRL1 billion in pro-forma net
revenues (including 12 months of Camil and 12 months of Saman)
for the fiscal year ended on Feb. 29, 2008.


DELPHI CORP: IRS Wants District Court to Hear US$26 Mln Tax Case
----------------------------------------------------------------
The dispute between Delphi Corp. and the United States of
America in connection with US$26,058,130 in tax payments has
been assigned to District Court Judge Kevin Castel after the
U.S. Government filed a motion for withdrawal of the reference
to the U.S. Bankruptcy Court for the Southern District of New
York, pursuant to 28 U.S.C. Section 157(d).

As previously reported, Delphi Corp., Delphi Automotive Systems
LLC, and Delphi Automotive Systems Services LLC filed an
adversary proceeding against the U.S. Government to demand the
return of US$26,058,130 in overpayments of Federal Insurance
Contributions Act taxes and related interest.

Delphi paid those taxes in connection with lump-sum bonuses to
its union-affiliate employees upon ratification of collective
bargaining agreements in 1999 and 2003.  Delphi contends that
the CBA ratification payments were not "wages" under the
Internal Revenue Code, and so it did not owe employment taxes on
them.

Delphi asserts that the U.S. Internal Revenue Service's formal
interpretation of the term "wages" is contrary to both the
Internal Revenue Code and Treasury Regulations, and constitutes
a "revocation" of other guidance that had been in force since
the 1950s.

According to Matthew L. Schwartz, Assistant United States
Attorney, the resolution of that claim -- a purely legal one --
will require the court that decides this case to examine
difficult questions of tax law, but not to wrestle with the
Bankruptcy Code at all.

He notes that beyond interpreting the meaning of the term
"wages," for example, the court will likely have to consider
what level of deference should be afforded an IRS Revenue Ruling
in light of recent Supreme Court precedent.  The court may also
have to consider when a Revenue Ruling can permissibly be
applied retroactively, as was done here.  And the court hearing
this case will also have to consider factually significant
questions, like whether these payments were made in
consideration for services, or whether they were really
ratification bonuses that were not contingent on services at
all, as Delphi contends.

"All of these are substantial questions that implicate pure tax
and administrative law; they have virtually nothing to do with
either the administration of this bankruptcy or with the
bankruptcy laws generally," Mr. Schwartz said.  "And the
questions at the center of this case -- the validity of the
IRS's 2004 Revenue Ruling and whether payments to union members
for ratifying a collective bargaining agreement constitute
taxable wages -- are ones of first impression."

Mr. Schwartz adds the issues are questions of national
importance that the automotive industry is litigating nationwide
-- Ford, General Motors, and Saturn have all filed similar
refund cases elsewhere.

Accordingly, the IRS asserts that the case should be heard by
the District Court.  Mr. Schwartz notes that:

   -- Withdrawal of the reference is mandatory when resolution
      of the proceeding requires the court to decide substantial
      questions of non-bankruptcy law; and

   -- Withdrawal is permitted upon a showing of cause that turns
      mostly on considerations of judicial economy.  As the case
      is not a "core proceeding", the Bankruptcy Court is only
      allowed to make recommendations, but the district court
      will ultimately decide the case.  Withdrawal of the
      reference will therefore streamline the litigation by
      having the District Court address these non-core issues in
      the first instance.  In addition, having a magistrate
      judge to oversee discovery and promptly resolve any
      disputes that may arise will help move this case along and
      serve the interests of judicial economy.

Judge Castel has yet to issue a ruling on the Motion to
Withdraw.

                       2009 Trial Agreed

Representing Delphi, John Wm. Butler, Jr., Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois, informed
the Bankruptcy Court at a May 27 omnibus hearing that the
parties have agreed to a scheduling order.

According to Mr. Butler, the parties have reached an agreement
that would propose that the trial of the proceeding be
bifurcated with the initial trial addressing whether there's
been an overpayment of tax by the Debtors.  "That is trying the
issue of liability first and then once the liability is
determined, trying the issue with respect to the amount of
damages if the parties were unable to agree after the liability
issue is resolved."

He adds the parties, if they're not able to agree upon the
liability phase of the trial, would propose procedures to the
Bankruptcy Court for a disposition of a dispute over the amount
of damages.  The schedule begins with initial disclosures on  
July 3, 2008, and ends with a trial date that would be set at a
pretrial conference, a further pretrial conference in February
2009.

                        About Delphi Corp.

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


ELECTROPAULO METROPOLITANA: S&P Holds BB- Global Scale Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services took several rating actions
on 20 Brazilian utilities based on the improved business profile
of these companies stemming from the track record of the
regulatory framework and a more positive macro-economic
environment that has been reducing country risks.  This better
operating environment for Brazilian electric utilities, combined
with financially stronger companies, resulted in upward rating
actions.
     
S&P upgraded these companies to 'brAA+' from 'brAA-' in the
Brazil national scale due to their superior financial
performance, coupled with the improvements in the business and
macroeconomic environment:

   -- CPFL Energia S.A.;
   -- Companhia Paulista de ForCa e Luz;
   -- CompanhiaPiratininga de Forca e Luz;
   -- Rio Grande Energia S.A.;
   -- Neoenergia S.A.;
   -- Companhiade Eletricidade do Estado da Bahia; and
   -- CompanhiaEnergética do Rio Grande do Norte.
     
In addition, for the same reason, S&P upgraded Bandeirante
Energia S.A. to 'BrAA-' from 'brA'.
     
S&P raised its ratings on these companies to 'brA+' from 'brA'
in the Brazil national scale and affirmed the 'BB-' global scale
ratings:

   -- Eletropaulo Metropolitana Eletricidade de Sao Paulo S.A.;

   -- Espirito Santo Centrais Eletricas S.A.; and
   -- Ampla Servicos de Eletricidade S.A.
   
The upgrade reflects the maintenance of the three companies'
stable financial performance amid a better operating
environment.  Furthermore, Eletropaulo Metropolitana's ratings
incorporate the expectation of some material provisions (mainly
taxes) that might be converted in debt.
     
S&P upgraded Companhia Energetica de Pernambuco – Celpe to
'brAA-' from 'brA+' and Light Servicos de Eletricidade S.A. to
'brA' from 'brA-', and revised the outlook on Energisa Paraiba –
Distribuidora de Energia S.A. (Saelpa) to positive from stable,
before the second tariff revision process, due to their sound
financial performance.
     
S&P upgraded AES Sul Distribuidora Gaucha de Energia S.A. to
'brA-' from 'brBBB+' due to the capital restructuring in 2006,
which enabled the company to increase cash generation in 2007.
S&P upgraded Companhia Brasiliana de Energia to 'brA+' from
'brA-', reflecting the decision to equalize its Brazil national
scale rating with that on Eletropaulo Metropolitana, which was
driven by its consolidated performance after the ownership
restructure in 2006, coupled with the receivable expectations of
steady flows of dividends coming from Eletropaulo Metropolitana
and AES Tiete (not rated), especially after Eletropaulo resumed,
after some years not declaring dividends, its dividend upstream.
     
In addition, S&P upgraded Energisa Sergipe Distribuidora de
Energia S.A. in the global scale to 'BB-' from 'B+' a result of
the December 2007 capital injection together with other
important liability management efforts, which have reduced not
only the company's debt leverage but also the cost of its
debt.
     
Despite better operating environment, S&P affirmed the 'brA'
ratings on Empresa Energetica de Mato Grosso do Sul S.A.,
(Enersul) due to the recent issue related to its asset base, in
which the company will need to pay BRL183 million back to
consumers, momentarily increasing the company's debt leverage.
     
The upgrade to 'brAA' from 'brAA-' on the debt issued by
Termopernambuco S.A. is directly correlated to the guarantee
provided by its parent, Neoenergia S.A.  S&P raised Itapebi
Geracao de Energia S.A.'s issue rating to 'brAA' from 'brAA-',
reflecting both the improvement of its main offtaker credit
quality, Coelba ('brAA+/Stable') and the maintenance of its
stable financial performance.

Eletropaulo Metropolitana Eletricidade de Sao Paulo SA --
http://www.eletropaulo.com.br/-- provides electricity to more   
than 5 million customers in the Brazilian state of Sao Paulo.
Part of the privatization trend in Brazil, the company is one of
four created by the split of the former state-owned generation,
transmission, and distribution utility.  Brasiliana Energia, a
company jointly held by US independent power producer AES and
Brazilian national development bank BNDES through Brasiliana,
owns approximately 99% of Eletropaulo.


ESPIRITO SANTO: S&P Affirms Global Scale Rating at BB-
------------------------------------------------------
Standard & Poor's Ratings Services took several rating actions
on 20 Brazilian utilities based on the improved business profile
of these companies stemming from the track record of the
regulatory framework and a more positive macro-economic
environment that has been reducing country risks.  This better
operating environment for Brazilian electric utilities, combined
with financially stronger companies, resulted in upward rating
actions.
     
S&P upgraded these companies to 'brAA+' from 'brAA-' in the
Brazil national scale due to their superior financial
performance, coupled with the improvements in the business and
macroeconomic environment:

   -- CPFL Energia S.A.;
   -- Companhia Paulista de Forca e Luz;
   -- CompanhiaPiratininga de Forca e Luz;
   -- Rio Grande Energia S.A.;
   -- Neoenergia S.A.;
   -- Companhiade Eletricidade do Estado da Bahia; and
   -- CompanhiaEnergética do Rio Grande do Norte.
     
In addition, for the same reason, S&P upgraded Bandeirante
Energia S.A. to 'BrAA-' from 'brA'.
     
S&P raised its ratings on these companies to 'brA+' from 'brA'
in the Brazil national scale and affirmed the 'BB-' global scale
ratings:

   -- Espirito Santo Centrais Eletricas S.A.;

   -- Eletropaulo Metropolitana Eletricidade de Sao Paulo S.A.;
      and
   -- Ampla Servicos de Eletricidade S.A.
   
The upgrade reflects the maintenance of the three companies'
stable financial performance amid a better operating
environment.  Furthermore, Eletropaulo Metropolitana's ratings
incorporate the expectation of some material provisions (mainly
taxes) that might be converted in debt.
     
S&P upgraded Companhia Energetica de Pernambuco – Celpe to
'brAA-' from 'brA+' and Light Servicos de Eletricidade S.A. to
'brA' from 'brA-', and revised the outlook on Energisa Paraiba –
Distribuidora de Energia S.A. (Saelpa) to positive from stable,
before the second tariff revision process, due to their sound
financial performance.
     
S&P upgraded AES Sul Distribuidora Gaucha de Energia S.A. to
'brA-' from 'brBBB+' due to the capital restructuring in 2006,
which enabled the company to increase cash generation in 2007.
S&P upgraded Companhia Brasiliana de Energia to 'brA+' from
'brA-', reflecting the decision to equalize its Brazil national
scale rating with that on Eletropaulo Metropolitana, which was
driven by its consolidated performance after the ownership
restructure in 2006, coupled with the receivable expectations of
steady flows of dividends coming from Eletropaulo Metropolitana
and AES Tiete (not rated), especially after Eletropaulo resumed,
after some years not declaring dividends, its dividend upstream.
     
In addition, S&P upgraded Energisa Sergipe Distribuidora de
Energia S.A. in the global scale to 'BB-' from 'B+' a result of
the December 2007 capital injection together with other
important liability management efforts, which have reduced not
only the company's debt leverage but also the cost of its
debt.
     
Despite better operating environment, S&P affirmed the 'brA'
ratings on Empresa Energetica de Mato Grosso do Sul S.A.,
(Enersul) due to the recent issue related to its asset base, in
which the company will need to pay BRL183 million back to
consumers, momentarily increasing the company's debt leverage.
     
The upgrade to 'brAA' from 'brAA-' on the debt issued by
Termopernambuco S.A. is directly correlated to the guarantee
provided by its parent, Neoenergia S.A.  S&P raised Itapebi
Geracao de Energia S.A.'s issue rating to 'brAA' from 'brAA-',
reflecting both the improvement of its main offtaker credit
quality, Coelba ('brAA+/Stable') and the maintenance of its
stable financial performance.

Headquartered in Vitoria, Brazil, Espirito Santo Centrais
Eletricas S.A. - Escelsa is an electricity distribution utility,
serving approximately 1,071,100 clients in the state of Espirito
Santo with net revenues of BRL1,165 million (US$540 million) in
the last twelve months ended March 31, 2007.


GOL LINHAS: Losing Money Due to Varig, Report Says
--------------------------------------------------
Latin Business Chronicle reports that GOL Linhas Aereas
Inteligentes SA is losing money due to VARIG SA.

According to The Chronicle, GOL Linhas acquired Varig, a
bankrupt Brazilian carrier, in April 2007 for US$320 million.  

The report says that Gol Linhas lost BRL3.5 million in the first
quarter 2008 after revenues of BRL1.6 billion.

U.S. consultancy AvGroup's Chairperson Robert Booth commented to
The Chronicle, "The only reason GOL is loosing money is because
the holding company reports include Varig which is the big money
loser - GOL itself is still profitable.

Securities analyst Ray Neidl told Latin Business Chronicle, "The
Varig integration still is negatively affecting earnings."

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

                       *     *      *

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

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


INVENSYS PLC: Moody's Lifts Corporate Family Rating to Ba1
----------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating
of Invensys plc to Ba1 from Ba3 on review for possible upgrade
and upgraded a legacy unsecured debt issue rating to Ba2 from B2
acknowledging the company's improved financial and business risk
profile following further deleveraging and the anticipated
refinancing of its bank facilities on an unsecured basis with
less restrictive terms and conditions resulting in a more
simplified debt capital structure combined with the refocusing
and strengthening of its overall business risk profile around 3
principal segments: Industrial Automation, Rail and Controls.
This concludes Moody's review of Invensys ratings announced on
Feb. 8, 2008.  The outlook is stable.

The ratings affected by this rating action are:

   -- A Corporate Family Rating for Invensys plc upgraded to Ba1
      from Ba3 on review for upgrade

   -- A Probability of Default Rating for Invensys plc upgraded
      to Ba1 from Ba3 on review of upgrade

   -- The B2 Rating on the US$bonds due 2010 upgraded to Ba2
      (LGD6) from B2.

The upgrades of the CFR and PDR to Ba1 reflect:

   (i) Invensys' improved financial risk profile following the
       application of proceeds from disposals completed at the
       end of 2007 to the redemption of its high yield bonds
       completed in late March resulting in credit metrics
       having strengthened such that the Debt to EBITDA ratio
       has improved to below 2x from over 3x at FYE 2007 and the
       FCF to Debt ratio has also strengthened materially;

  (ii) The anticipated refinancing in the near future of its
       bank facilities on an unsecured basis with less
       restrictive terms and conditions resulting in a more
       simplified debt capital structure eliminating the
       presence of material secured debt within its capital
       structure; and

(iii) The overall improvement in the outlook and business risk
       profile looking out over the medium term now that
       Invensys has substantially completed its business re-
       engineering and refocused around its 3 principal
       segments: Industrial Automation, Rail and Controls.

The upgrade of the residual US$12.25 million outstanding on a
legacy unsecured bond to Ba2 from B2 -- one notch below that of
the CFR -- reflects the expectation that the credit facility
will have some features usual and customary for banking
facilities such as upstream guarantees resulting in some degree
of structural subordination impacting the unsecured debt issue
rating.

The stable outlook reflects the fact that Invensys is solidly
positioned within the rating category with room to absorb a
degree of volatility in operating performance and cash flow
should that occur over the near to medium term in any of its
business lines.  The ratings and/or outlook could nevertheless
improve over time as a result of (i) demonstrating a sustainable
track record of stable operating performance and (ii)
maintaining the more conservative financial metrics currently
being targeted by the company such that RCF to Debt was to
remain comfortably above 20%, Debt to EBITDA at or below the
2.5x range and Free Cash Flow to Debt sustainably above 10%.  
The ratings and/or outlook could be pressured by substantial
debt financed acquisitions and/or a decline in free cash flow
generation. Additionally, if Debt/EBITDA was to increase
meaningfully over 3.0 times, ratings pressure would develop.

Headquartered in London, England, Invensys plc is the holding
company for a global automation, controls and process system
group that sells a wide range of products and services to
businesses in a number of sectors, including chemical, oil and
gas, power and utilities, telecommunications and rail
transportation.  For the fiscal year ended March 31, 2008,
Invensys reported total revenues from continuing operations of
approximately GBP2.1 billion.  In Latin America, the company has
operations in Argentina, Brazil, Chile, Mexico and Venezuela.


LUPATECH SA: Moody's Puts Ba3 Rating on US$100 Mil. Add-On Notes
----------------------------------------------------------------
Moody's Investors Service has assigned a foreign currency rating
of Ba3 to the proposed senior unsecured perpetual notes in the
amount of approximately US$100 million, which is an add-on to
its previous US$200 million perpetual bond issuance in June
2007.  The notes will be issued by Lupatech Finance Ltd. (Cayman
Islands) and irrevocably and unconditionally, jointly and
severally guaranteed by Lupatech S.A. and by its operating
subsidiaries Carbonox Fundicao de Precisao Ltda., Cordoaria Sao
Leopoldo Off Shore S.A., Jefferson Sudamericana S.A.,
Esferomatic S.A., Itasa Industria y Tecnologia en Aceros S.A.,
Lupatech Petroima Equipamentos para Petroleo Ltda., Metalurgica
Ipe Ltda., Metalurgica Nova Americana Ltda., Mipel Industria e
Comercio de Valvulas Ltda., Steelinject Injecao de Acos Ltda.,
Valmicro Industria e Comercio de Válvulas Ltda., Valvulas
Worcester de Argentina S.A., Gasoil Servicos Ltda., Jefferson
Solenoidbras Ltda., K&S Tubular Services Ltda. (former Karstner
& Salermo Comercio e Servicos Ltda.) and Ocean Coating
Revestimentos Ltda.  The foreign currency rating of the
perpetual notes is not constrained by Brazil's sovereign ceiling
of Baa3 with a stable outlook.  The net proceeds of the notes
will be used to refinance existing debt.

Rating assigned:

  -- Approximately US$100 million Senior Unsecured Guaranteed
     Perpetual Notes issued by Lupatech Finance Ltd. (Cayman
     Islands): Ba3 (Foreign Currency Rating)

Existing Ratings:

Lupatech SA:

  -- Senior Unsecured Corporate Family Rating: Ba3 (Global Local
     Currency); A3.br (Brazilian National Scale)

Lupatech Finance Ltd. (Cayman Islands):

  -- US$200 million Senior Unsecured Guaranteed Perpetual Notes:
     Ba3 (Foreign Currency Rating)

Outlook: stable

The Ba3 rating reflects Lupatech's small size relative to global
peers, moderate product diversification, low geographic
diversification and high leverage for its rating category.
Although Moody's recognizes the fact that over 70% of the
company's debt will be composed of the perpetual notes, the
related interest expense may cause funds from operations to
remain near break even.  The rating also incorporates Lupatech's
strong dependence on Petroleo Brasileiro SA (Petrobras;
Baa1/stable) as its main client, and the substantial event and
integration risks associated with the company's aggressive
growth strategy through acquisitions, while taking into
consideration its leading market position in the platform
anchoring ropes and industrial valve segments, its longstanding
relationship with Petrobras, its high margins and return on
assets, the benefits of national content incentives for
investments in the Brazilian oil & gas sector and the solid
fundamentals for the oil and gas industry over the near term,
including a positive outlook for investments in deep-water
exploration, where the company is focused.  The proposed
issuance should enable Lupatech to reduce its exposure to short
term working capital, with an overall positive impact on its
capital structure.  While the rating process included the
assessment of 2003 - 2005 financial statements and 2006 - 2007
pro-forma consolidated figures as well as Moody's estimates for
Lupatech's operating and financial performance in the period
2008 - 2010, Moody's comments are limited to publicly available
information.  Forward looking figures incorporate significant
uncertainties related to the company's aggressive growth
strategy through acquisitions, although Moody's expects that the
strategic fit and valuation of future acquisitions will be
consistent with management's track record.

Over the past few quarters Lupatech's cash generation has been
impacted by increased working capital needs.  Working capital
was funded with some BRL80 million in incremental short-term
bank debt, which will be refinanced with a portion of the
proceeds from the proposed issuance.  Lupatech's leverage as
measured by Total Adjusted Net Debt to LTM EBITDA peaked at 4.0
as of Dec. 31, 2007, which is high for its rating category.
Based on the company's backlog order of over BRL500 million for
its oil & gas division, Moody's expects that revenues, operating
margins and cash flow will improve in the near term as Lupatech
increases scale and optimizes asset utilization.  Moody's
expects that this growth in operating profits will cause
leverage to drop to below 2.5 by year-end 2008.

Moody's rating of the perpetual notes at the same level as its
corporate family rating factors in the joint and several
guarantee from all of Lupatech's majority owned operating
subsidiaries representing nearly the totality of its net
revenues and EBITDA, in addition to considering the low level of
Lupatech's secured debt below 2% of total adjusted debt.  While
Moody's has reviewed preliminary draft legal documentation for
the proposed perpetual notes, the assigned rating assumes that
there will be no material variation from the drafts reviewed and
that all agreements will be legally valid, binding and
enforceable.

The stable outlook reflects Moody's expectation that Lupatech
will continue to benefit from its status as a supplier to
Petrobras and will benefit from the state-owned oil company's
aggressive investment program over the medium to long term.
Also, the stable outlook incorporates Moody's expectation that
the company will prudently manage its acquisition pace and its
leverage, with Total Adjusted Net Debt to EBITDA converging to
below 2.5 by year-end 2008 as operating performance improves.
Finally, the stable outlook factors in Moody's belief that
liquidity position will remain adequate.

The ratings could come under upward pressure if Lupatech
succeeds in integrating acquisitions and materially expanding
its size, while reducing its leverage as measured by Total
Adjusted Net Debt to EBITDA of below 1.8 in top of investment
cycle conditions.  The ratings would particularly benefit from
acquisitions aimed at improving the company's business profile
by increasing its product and geographic diversification, while
simultaneously maintaining consolidated EBITDA margins above 30%
and EBITA return on assets above 20%.

The ratings or outlook could be downgraded if Total Adjusted Net
Debt to EBITDA remains above 2.5 without prospects for reduction
in the short term.  With regard to acquisitions, Moody's expects
that strategic fit, valuation and incremental leverage will be
consistent with management's disciplined track record, and that
large acquisitions will be partially financed with equity.  The
rating of the perpetual notes could come under downward pressure
if secured debt were to increase substantially or if newly
acquired assets remained outside the current guarantee
structure, leading to increased structural subordination.

Headquartered in Caxias do Sul, Brazil, Lupatech S.A. is an
equipment manufacturer for the oil and gas, and industrial
valves through MNA and Valmicro brands and complex casting parts
and sub-assemblies for the automotive industry worldwide through
Microinox and arbonox precise foundry and Steelinject ceramic
injection processes.  The  company had net revenues of BRL460
million (US$247 million) reported in the last twelve months
ended March 31, 2008.


LUPATECH SA: S&P Affirms BB- Rating on Unit's Perpetual Bonds
-------------------------------------------------------------
Standard & Poor's Ratings Services has affirmed its 'BB-' rating
on the additional Guaranteed Perpetual Bonds to be issued by
Lupatech Finance Ltd., a wholly owned subsidiary of Brazil-based
capital goods producer Lupatech S.A. (BB-/Stable/--).  Lupatech
and its subsidiaries will unconditionally and irrevocably
guarantee the bonds.
     
The rating on Lupatech reflects the company's acquisitive
strategy, which has resulted in a temporary weakening of its
credit metrics until acquired companies are fully integrated;
working capital pressure in past quarters from rising
receivables and inventories; somewhat aggressive debt leverage;
and S&P's expectations that Lupatech will continue to grow
organically and through acquisitions in the next few years.
The ratings also reflect a significant concentration of
Lupatech's business in the oil and gas sector, particularly with
its most prominent client, Brazilian oil company Petroleo
Brasileiro S.A. (Petrobras; BBB/Stable/--).
     
These risks are partially offset by Lupatech's leading position
in most of the segments in which it operates; the recent
broadening of its product portfolio and local geographic
diversification through acquisitions; the favorable market
environment for the oil and gas industry in Brazil and abroad;
and the increasing contribution of higher value-added products
to its product mix.  The ratings also consider the company's
financial and business discipline for acquisitions and
Lupatech's access to capital markets.
     
The stable outlook reflects S&P's expectations that Lupatech
will be able to improve its credit metrics significantly in the
next couple of quarters by raising profitability and cash flows
while maintaining its competitive position with its main client
Petrobras.  S&P could revise the outlook to negative if Lupatech
does not report the expected financial improvement within the
next quarters.  On the other hand, a positive outlook revision
would depend on significant, consistent improvement of
Lupatech's cash flows -- with a funds from operations-to-total
debt ratio of more than 20% -- and improvement in its business
profile, specifically greater product and client
diversification.

Headquartered in Caxias do Sul, Brazil, Lupatech S.A. is an
equipment manufacturer for the oil and gas, and industrial
valves through MNA and Valmicro brands and complex casting parts
and sub-assemblies for the automotive industry worldwide through
Microinox and arbonox precise foundry and Steelinject ceramic
injection processes.  The  company had net revenues of
BRL460 million (US$247 million) reported in the last twelve
months ended March 31, 2008.


M-REAL CORP: Cancels Reflex Mill Sale to Arjowiggins
----------------------------------------------------
M-real Corp. and Arjowiggins have decided not to pursue the sale
of Reflex mill.  The parties entered into the sale and purchase
agreement on Oct. 12, 2007, and the transaction was
conditionally approved by the European Commission on June 4,
2008.

The condition was that Arjowiggins divest Reflex mill's
carbonless and digital imaging businesses to a third party.  
After thorough analysis, the parties conclude that the rationale
to complete the transaction under the condition was considerably
weakened.

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 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


NAVISTAR INT'L: Caterpillar Deal Won't Affect S&P's Ratings
-----------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Navistar International Corp. (BB-/Negative/--) are not affected
by the company's announcement of a wide-ranging truck and engine
development and distribution alliance with Caterpillar Inc.
(A/Stable/A-1).  Under the proposed alliance, Navistar plans to
produce heavy-duty trucks for severe service applications, such
as road construction or large infrastructure or energy projects,
which will be sold in the U.S. beginning in 2010 under the
Caterpillar brand name.  

The two companies also plan a joint venture to build medium- and
heavy-duty trucks for distribution through Caterpillar dealers
in several countries outside the U.S. and to jointly develop
diesel engines that are compliant with U.S. emissions regulation
changes scheduled for 2010.  These announcements reflect ongoing
strategic shifts in the commercial truck market whereby
truckmakers are extending their own engine-making capabilities
or more closely aligning with external engine makers.
     
In a conference, Navistar indicated that its research costs and
capital spending may increase from current levels as a result of
the alliance.  However, sharing costs with Caterpillar will
enable Navistar to spend less than it otherwise would to develop
2010-compliant engines on its own.  Although financial terms of
the alliance are still to be determined, S&P do not expect the
incremental spending borne by Navistar to reduce the company's
liquidity.
     
Over time, Navistar may benefit from increased exposure to the
severe-service truck markets, where it historically has had
small market shares, as well as access to Caterpillar's strong
distribution presence in many international markets.  However,
S&P believe any substantial improvement to Navistar's currently
limited geographic diversity is likely to be a multiyear process
because of the presence of formidable global competitors in
international markets.

Based in Warrenville, Illinois, Navistar International Corp.
(NYSE:NAV) -- http://www.nav-international.com/-- is the parent
company of Navistar Financial Corp. and International Truck and
Engine Corp.  The company produces International brand
commercial trucks, mid-range diesel engines and IC brand school
buses, Workhorse brand chassis for motor homes and step vans,
and is a private label designer and manufacturer of diesel
engines for the pickup truck, van and SUV market.  The company
also provides truck and diesel engine parts and service sold
under the International brand.  A wholly owned subsidiary offers
financing services.  The company has operations in Brazil,
Iceland and India.



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

ACTIVE HEDGE: Deadline for Proofs of Claim Filing Is June 26
------------------------------------------------------------
Active Hedge's creditors have until June 26, 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.

Active Hedge's shareholder decided on May 27, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

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

Contact for inquiries:

                Anthony Johnson
                Telephone: (345) 914-6314


ALCHEMIA EUROPE FUND: Deadline for Claims Filing Is June 26
-----------------------------------------------------------
Alchemia Europe Fund Ltd.'s creditors have until June 26, 2008,
to prove their claims to Geoffrey Varga, 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.

Alchemia Europe Fund'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:

                Geoffrey Varga
                c/o Kinetic Partners Cayman LLP,
                Harbour Centre, P.O. Box 10387APO,
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Bernadette Bailey-Lewis
                Telephone: (345) 623 9903
                Fax: (345) 623 0007


ALCHEMIA EUROPE MASTER: Claims Filing Deadline Is Until June 26
---------------------------------------------------------------
Alchemia Europe Master Fund Ltd.'s creditors have until June 26,
2008, to prove their claims to Geoffrey Varga, 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.

Alchemia Europe Master'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:

                Geoffrey Varga
                c/o Kinetic Partners Cayman LLP,
                Harbour Centre, P.O. Box 10387APO,
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Bernadette Bailey-Lewis
                Telephone: (345) 623 9903
                Fax: (345) 623 0007


CAMIL FINANCE: S&P Rates US$150MM International Notes at BB-
------------------------------------------------------------
Standard & Poor's Ratings Services has assigned its 'BB-'
long-term corporate credit rating to Camil Alimentos S.A.  S&P
also assigned its 'BB-' rating to the company's proposed US$150
million long-term international notes offered by Camil Finance
Ltd., a wholly owned subsidiary of the company, based in the
Cayman Islands.  Camil Alimentos will unconditionally and
irrevocably guarantee the notes.  The outlook is stable.  The
company's outstanding debt by Feb. 29, 2008, was about US$160
million.
     
The ratings on Camil Alimentos reflect the company's operation
in the very fragmented and commodity-oriented Brazilian rice
market, where the company faces competition from smaller,
informal rice processors.  The ratings also incorporate the
company's exposure to volume and price swings as well as the
company's weakened credit metrics in the past and current fiscal
years, as cash flows have been basically used to finance growth.

These negative rating factors are partly compensated by the
company's strategic market position in the rice and beans
business in Brazil, supported by strong brand recognition and
larger production scale.  Additionally, Camil's broader asset
distribution after the acquisition of Uruguay-based Saman (S.A.
Molinos Arroceros Nacionales; not rated) gives it better access
to raw-material, diversification of customers and suppliers, and
some logistics synergies.  Its adequate financial policies,
traditionally based on prudent debt leverage, also support the
rating.
     
Camil Alimentos is one of the leading rice and beans processing
companies in Brazil, with annual net revenues of about US$520
million by Feb. 29, 2008.  Because the company acquired Saman in
November 2007 and subsequently changed the end of its fiscal
year to February, its financial statements ended Feb. 29, 2008,
comprise four months of Saman's and 14 months of the company's
results.  Saman is the largest rice processor in Uruguay, which
significantly improves Camil's business risk profile by granting
it better access to high-quality raw material, synergy, and
logistic gains.  It also provides the company with strategic
access to the international rice market because Saman is a large
rice exporter with favorable commercial access to customers
worldwide.
     
The stable outlook reflects S&P's view that Camil Alimentos will
continue reporting EBITDA margin improvements, but also that
debt leverage will decline after peaking in 2007.  Still, cash
flow protection measures will remain weaker than historical
levels in 2008.  A positive change to the ratings or outlook
would depend on the company's improving cash generation, with a
FFO-to-total debt ratio higher than 30%, total debt-to-EBITDA
ratio consistently below 2.0, and sound EBITDA margins.  On the
other hand, S&P would lower the ratings or change the outlook to
negative if the company fails to deliver stronger cash
generation, if EBITDA margins fall below 10% or if the
FFO-to-total debt ratio remains consistently below 15%.  Further
debt increase to finance growth or working capital needs, as
measured by a total debt-to-EBITDA ratio around 4.0, could also
trigger a negative rating revision.

Headquartered in Cayman Islands, Camil Finance Ltd. is a wholly
owned subsidiary of Sao Paulo, Brazil-based rice processor,
Camil Alimentos SA.


PARAKEET LEASE COMPANY: Claims Filing Deadline Is Until June 26
---------------------------------------------------------------
Parakeet Lease Company Ltd.'s creditors have until June 26,
2008, to prove their claims to Piccadilly Cayman 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.

Parakeet Lease's shareholders 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:

                Piccadilly Cayman Limited
                c/o BNP Paribas Bank & Trust Cayman Limited
                3rd Floor Royal Bank House, Shedden Road
                P.O. Box 10632APO, George Town,
                Grand Cayman, Cayman Islands

Contact for inquiries:

                Ellen J. Christian
                Telephone: 345 945 9208
                Fax: 345 945 9210


PARMALAT SPA: Credit Suisse Pays EUR172.5 Mln to Settle Claims
--------------------------------------------------------------
Parmalat S.p.A. has reached an agreement with Credit Suisse to
settle all claims between the parties in Italy.  The agreement
settles all revocatory and damages claims in Italy involving the
Parmalat Group and Credit Suisse and its affiliates .

Under the agreement, Credit Suisse will pay EUR172.5 million in
full and final settlement of all claims without admission of
liability.  Credit Suisse will keep all shares it received in
the Extraordinary Administration of the Parmalat Group.

Credit Suisse said it has at all times acted properly in its
dealings with the Parmalat Group and was unaware of Parmalat's
insolvency at the time of entering into any transactions with
Parmalat prior to the commencement of the Extraordinary
Administration of the Parmalat Group.

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

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

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

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

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

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


PARMALAT SPA: UBS AG Pays Over EUR184 Mln to Settles Disputes
-------------------------------------------------------------
Parmalat S.p.A. has settled all pending disputes with UBS AG.  

UBS will pay:

    * EUR149,140,000 to Parmalat in relation to the revocatory
      action;

    * EUR33,000,000 in settlement of damages actions for the
      "internal liability" related to UBS; and

    * EUR2,000,000 to the Extraordinary Commissioner, to the
      benefit of the companies under extraordinary
      administration.

UBS has waived the right to seek inclusion among Parmalat’s
liabilities of the amount refunded to settle the action to void
and has reimbursed defense legal fees for EUR860,000.

The agreements resolve all actions to void, actions for damages
and actions to contest claims and late filing creditors that are
pending or may be filed in the future with regard to
transactions executed with UBS prior to the Parmalat Group being
declared insolvent in December 2003.

Parmalat takes this opportunity to express its satisfaction with
this settlement which establishes the conditions for a fruitful
future relationship between the two Groups.

                        About Parmalat

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

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

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

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

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

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


STARRUCCA CLO: Proofs of Claim Filing Deadline Is Until June 26
---------------------------------------------------------------
Starrucca CLO Ltd.'s creditors have until June 26, 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.

Starrucca's shareholder decided on May 27, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidator can be reached at:

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

Contact for inquiries:

                Anthony Johnson
                Telephone: (345) 914-6314


U.S. GLOBAL INVESTORS: Claims Filing Deadline Is Until June 26
--------------------------------------------------------------
U.S. Global Investors Balanced Natural Resources Fund Ltd.'s
creditors have until June 26, 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.

U.S. Global Investors' shareholders decided on May 27, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

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

Contact for inquiries:

                Anthony Johnson
                Telephone: (345) 914-6314
               

VEGA GLOBAL ACCESS: Claims Filing Deadline Is Until June 26
-----------------------------------------------------------
Vega Global Access Feeder Fund Ltd.'s creditors have until
June 26, 2008, to prove their claims to Stuart K. Sybersma and
Ian A.N. Wight, 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.

Vega Global's shareholder decided on May 26, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

                Stuart K. Sybersma and Ian A.N. Wight
                Attn: Jessica Turnbull
                c/o Deloitte, Cayman Islands
                P.O. Box 1787GT, Grand Cayman
                Cayman Islands
                Telephone: (345) 949 7500
                Fax: (345) 949 8258


VEGA MASTER FUNDS: Proofs of Claim Filing Deadline Is June 26
-------------------------------------------------------------
Vega Master Funds SPC Ltd.'s creditors have until June 26, 2008,
to prove their claims to Stuart K. Sybersma and Ian A.N. Wight,
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.

Vega Master's shareholder decided on May 26, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

                Stuart K. Sybersma and Ian A.N. Wight
                Attn: Jessica Turnbull
                c/o Deloitte, Cayman Islands
                P.O. Box 1787GT, Grand Cayman
                Cayman Islands
                Telephone: (345) 949 7500
                Fax: (345) 949 8258


VEGA SELECT OPPORTUNITIES: Claims Filing Deadline Is June 26
------------------------------------------------------------
Vega Select Opportunities I Fund Ltd.'s creditors have until
June 26, 2008, to prove their claims to Stuart K. Sybersma and
Ian A.N. Wight, 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.

Vega Global's shareholder decided on May 26, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

                Stuart K. Sybersma and Ian A.N. Wight
                Attn: Jessica Turnbull
                c/o Deloitte, Cayman Islands
                P.O. Box 1787GT, Grand Cayman
                Cayman Islands
                Telephone: (345) 949 7500
                Fax: (345) 949 8258




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

TAM SA: Inks Memorandum of Understanding With Swiss Airline
-----------------------------------------------------------
TAM S.A. and Swiss International Air Lines signed a Memorandum
of Understanding aiming to establish arrangements for
cooperation to expand benefits offered to their passengers.  The
partnership involves the implementation of a codeshare agreement
and the development of strategies for greater integration of
TAM's Programa Fidelidade for frequent flyers with Miles & More.

"This partnership will expand opportunities for synergy between
the TAM and Swiss air networks, offering greater benefits to our
customers through the provision of better services.  In doing
this, we hope to stimulate an increase in passenger traffic for
both airlines," TAM's Vice President for Planning and Alliances,
Paulo Castello Branco said.

"Swiss is proud to start very soon a new cooperation with TAM
Airlines," Chief Network and Distribution Officer of Swiss
International Air Lines, Harry Hohmeister said.  

The agreement between the two companies should be implemented
over the course of the second half of this year.

TAM S.A. currently -- http://www.tam.com.br/-- has business      
agreements with the regional airlines Pantanal, Passaredo, Total
and Trip.  As of Jan. 14, the daily flight on the Corumba --
Campo Grande route in Mato Grosso do Sul began to be operated by
a partnership with Trip.  With the expansion of the agreement
with NHT, TAM will now be serving 82 destinations in Brazil, 45
of which with its own flights.  In addition, the company is
strengthening its presence in Rio Grande do Sul and Santa
Catarina.

The company's international operations include direct flights to
17 destinations: New York and Miami (USA), Paris (France),
London (England), Milan (Italy), Frankfurt (Germany), Madrid
(Spain), Buenos Aires and Cordoba (Argentina), Santiago (Chile),
Caracas (Venezuela), Montevideo and Punta del Este (Uruguay),
AsunciOn and Ciudad del Este (Paraguay), and Santa Cruz de
la Sierra and Cochabamba (Bolivia)

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 27, 2007, Standard & Poor's Ratings Services affirmed its
'BB' long-term corporate credit rating on Brazil-based airline
TAM S.A.  S&P said the outlook is stable.

On July 23, 2007, Fitch Ratings affirmed the 'BB' foreign
currency and local currency Issuer Default Ratings of TAM S.A.
Fitch has also affirmed the 'BB' rating of its US$300 million of
senior unsecured notes due 2017 as well as the company's
'A+(bra)' national scale rating and for its first debentures
issuance (BRL500 million).  Fitch's rating outlook is stable.


TAM SA: Wagner Ferreira Leaves Commercial Vice President Post
-------------------------------------------------------------
TAM S.A. disclosed the resignation of Commercial Vice-President,
Jose Wagner Ferreira, effective July 1, to devote himself to
business activities after nine years of outstanding service with
the company.

During the period in which Ferreira headed the commercial
department, TAM underwent significant growth, moving on to
operate international routes, increasing its billing and
achieving the major milestone of becoming the largest airline in
the southern hemisphere.

The management at TAM thanks Wagner Ferreira for his valuable
contributions and wishes him every success in his new
undertakings.

Management of the commercial department, of TAM Cargo and TAM
Viagens will report directly to the company's president,
Comandante David Barioni Neto.

TAM S.A. currently -- http://www.tam.com.br/-- has business      
agreements with the regional airlines Pantanal, Passaredo, Total
and Trip.  As of Jan. 14, the daily flight on the Corumba --
Campo Grande route in Mato Grosso do Sul began to be operated by
a partnership with Trip.  With the expansion of the agreement
with NHT, TAM will now be serving 82 destinations in Brazil, 45
of which with its own flights.  In addition, the company is
strengthening its presence in Rio Grande do Sul and Santa
Catarina.

The company's international operations include direct flights to
17 destinations: New York and Miami (USA), Paris (France),
London (England), Milan (Italy), Frankfurt (Germany), Madrid
(Spain), Buenos Aires and Cordoba (Argentina), Santiago (Chile),
Caracas (Venezuela), Montevideo and Punta del Este (Uruguay),
AsunciOn and Ciudad del Este (Paraguay), and Santa Cruz de
la Sierra and Cochabamba (Bolivia)

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
Aug. 27, 2007, Standard & Poor's Ratings Services affirmed its
'BB' long-term corporate credit rating on Brazil-based airline
TAM S.A.  S&P said the outlook is stable.

On July 23, 2007, Fitch Ratings affirmed the 'BB' foreign
currency and local currency Issuer Default Ratings of TAM S.A.
Fitch has also affirmed the 'BB' rating of its US$300 million of
senior unsecured notes due 2017 as well as the company's
'A+(bra)' national scale rating and for its first debentures
issuance (BRL500 million).  Fitch's rating outlook is stable.



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

BRIGHTPOINT INC: Subsidiary Expands Service Pact With Kyocera
-------------------------------------------------------------
Brightpoint Inc.'s subsidiary, Brightpoint North America L.P.,
has expanded its service agreement with Kyocera Wireless Corp.
(KWC).  Pursuant to the expansion, Brightpoint will provide KWC
with flashing, re-work and kitting services with a range of
integrated logistics services designed to enable KWC to provide
its customers with a more efficient supply chain solution and
reduce their customers' working-capital needs.

KWC is a leading supplier of innovative, feature-rich wireless
phones and accessories for customers worldwide.  The company
also enjoys a leadership position in the wireless data category,
with a portfolio comprising both stand-alone and embedded
products.  These range from best-in-class PC cards and wireless
routers to embedded wireless modules that serve as the wireless
"engines" for myriad vertical-market applications (e.g., asset
tracking, telemetry, automated meter reading, etc.).  Building
on its track record for innovation, KWC is taking a leadership
role in advancing emerging technologies that will shape the
future of wireless communications, including WiMAX, Near Field
Communications (NFC) and more.

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

                         *     *     *

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


EMPRESA DE TELECOM: Moody's Removes Ba1 Rating on US$300MM Notes
----------------------------------------------------------------
Moody's Investors Service has withdrawn its Ba1 rating on
Empresa de Telecomunicaciones de Bogota S.A. E.S.P.'s proposed
of up to US$300 million in senior notes denominated in Colombian
Pesos that had not been issued as planned.

These rating was withdrawn:

  -- Proposed up to US$300 million in 10-year senior notes
    denominated in Colombian Pesos and payable in U.S. dollars:
    rated Ba1 with positive outlook

The company has no rated foreign currency debt outstanding but
maintains the Baa3 domestic currency issuer rating and Ba1
foreign currency senior unsecured rating.

Empresa de Telecomunicaciones de Bogota S.A. E.S.P. is based in
the City of Bogota, Colombia.  During 2007, unconsolidated
revenues and adjusted EBITDA margin stood at approximately
US$745 million and 44%, respectively.


TRANSTEL INTERMEDIA: S&P Cuts L-T Corporate Credit Rating to CC
---------------------------------------------------------------
Standard & Poor's Ratings Services' has lowered its long-term
corporate credit rating on Transtel Intermedia S.A. to 'CC' from
'B-'.  S&P also lowered the rating on Transtel's US$170 million
12% senior unsecured notes to 'CC'.  The outlook is negative.
     
The rating action reflects the issuer's failure to pay a portion
(US$5.5 million) of the interest due and payable on its notes
due 2016.  "To date the issuer has paid an additional US$2
million (approximately) from operating cash flow, and payment
during the 30-day grace period is likely," said S&P's credit
analyst Fabiola Ortiz.  Nevertheless, payment on this obligation
depends on the company's funds-from-operation generation and the
payment of pending accounts receivables from customers (about
US$10.5 million as of March 31, 2008).
     
Transtel is one of the largest private telephone entities in
Colombia.  It is a holding company that owns different majority
equity stakes in seven fixed-line local telephone operating
companies and one cable TV company.
     
The negative outlook reflects the challenge of operating with
high indebtedness.  A decrease in Transtel's internal cash-flow
generation -- be it by subscriber-base erosion, acquisitions,
mergers, or for other reasons that could lead to
higher-than-expected leverage and further stress the company's
debt service payment -- could trigger a negative rating action.
S&P will continue to monitor the developments on Transtel's
further coupon payments.  The company's inability to meet the
unpaid amount (US$3.3 million) during the grace period will lead
to another downgrade.

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


* COLOMBIA: Moody's Eyes Stable Outlook for Banking Industry
------------------------------------------------------------
The Colombian banking industry's credit-trend outlook -- which
expresses the likely fundamental credit conditions over the next
12 to 18 months -- is stable, Moody's Investors Service
concludes in its yearly report.

According to the report's author, Vice President David
Olivares-Villagomez, "the stable outlook incorporates our
opinion that the Colombian banking system is well positioned to
profit from core banking activity despite the potential negative
effects on the Colombian economy generated by the ongoing
turmoil in international financial markets and the U.S. economic
downturn."

"These latter events could partially affect the relative
stability of Colombia's macroeconomic fundamentals," the analyst
says, "but consensus exists that the economy should prove
resilient and will continue to expand -- yet at a more moderate
pace -- ultimately sustaining banking activity."

Mr. Olivares-Villagomez points to the core of strong, well-
established domestic banks as a particularly positive rating
factor, and adds that the Colombia banks are "sound and well-
positioned to profit from banking activity."  He notes that the
Colombian banks' loan portfolio expanded at a strong annual rate
of 25% in 2007, following the 35% increase reported in 2006, and
which was largely boosted by robust consumer loan growth.  "Even
in light of the moderation of the domestic economy, and the
already observed deceleration of consumer credit," the analyst
states, "annual loan growth could reach the 15%-18% range in
2008, which is still a very healthy rate for the banking system
and by Latin American standards."

"Furthermore," Mr. Olivares-Villagomez says, "the potential
offered by Colombia's low level of financial intermediation
(32%, measured as loans to GDP), is strong and the domestic
financial architecture continues to improve -- both factors that
should contribute to the stability of the banks' financial
strength ratings.

On the other hand, Moody's does believe that Colombian banks are
still challenged to improve some of their metrics, namely core
capitalization and operating efficiency.  "Moreover," the
analyst states, "the rapid credit expansion challenges the
system's asset quality and profitability because delinquent
loans and credit costs are on the rise, although so far they are
not material to trigger any rating actions.  "This is so, he
explains, because the banks' ample core earnings -- largely
derived from broad margins -- should prove an adequate first-
line of defense to absorb potential losses and to protect the
banks' relatively modest capital bases."

The analyst also notes that "even though Colombia offers very
attractive features for financial intermediation, capital
controls along with the government's restrictive approach and
some administrative actions geared to the banks are likely to
slowdown the development of local financial markets and to
constrain the participation of foreign investments."

The report is titled "Banking System Outlook: Colombia" This
special comment also discusses how the characteristics of the
macro economic scenarios -- as designed by Moody's Global
Financial Risk Unit -- are currently incorporated into Moody's
bank ratings for Colombian banks.  It also reviews the potential
impact that these scenarios could have on the ratings.



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

PRC LLC: Majority of Creditors Vote to Accept Chapter 11 Plan
-------------------------------------------------------------
Epiq Bankruptcy Solutions, LLC, the balloting agent of PRC LLC
and its debtor-affiliates, certified the balloting results for
the proposed Chapter 11 Plan of PRC LLC and its debtor
affiliates.

Epiq summarized the voting results as:

                                 Total Ballots Received
                       -----------------------------------------
                                Accept               Reject
                       --------------------   ------------------
Class                    Amount     Number      Amount   Number
--------------------  -----------  -------   ---------- -------
Class 4
Allowed Prepetition  US$99,905,000     25       US$0         0
First Lien Claims         100%        100%         0%        0%

Class 5
Allowed Prepetition  US$65,000,000      6       US$0         0
Second Lien Claims        100%        100%         0%        0%

Class 6
General Unsecured    US$13,857,651     62   US$44,939,602   14
Claims                   73.72%      81.58%     26.28%    
18.42%

                           About PRC LLC

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

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

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

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

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

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

The Debtors submitted to the Court a Chapter 11 Plan of
Reorganization on Feb. 12, 2008.  (PRC LLC Bankruptcy News,
Issue No. 14; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)



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

ATSI COMMS: April 30 Balance Sheet Upside-Down by US$21,000
-----------------------------------------------------------
ATSI Communications Inc.'s consolidated balance sheet at
April 30, 2008, showed US$2,602,000 in total assets and
US$2,623,000 in total liabilities, resulting in a US$21,000
total stockholders' deficit.

The company reported net income of US$95,000 on total operating
revenues of US$11,171,000 for the third quarter ended April 30,
2008, compared with a net loss of US$214,000 on total operating
revenues of US$8,140,000 in the corresponding period ended
April 30, 2007.

Carrier services revenue increased by US$3,034,000, or 37%, when
comparee to the quarter ended April 30, 2007, primarily due to
an increase in VoIP traffic.

Full-text copies of the company's consolidated financial
statements for the quarter ended March 31, 2008, are available
for free at http://researcharchives.com/t/s?2e06

                       Going Concern Doubt

As reported in the Troubled Company Reporter on Oct. 22, 2007,
Malone & Bailey PC, in Houston, Texas, expressed substantial
doubt about ATSI Communications Inc.'s ability to continue as a
going concern after auditing the company's consolidated
financial statements for the years ended July 31, 2007, and
2006.  The auditing firm stated that ATSI has a working capital
deficit, has suffered recurring losses from operations and has a
stockholders' deficit.

                    About ATSI Communications

Based in San Antonio, Texas, ATSI Communications Inc. (OTC BB:
ATSX) -- http://www.atsi.net/-- operates through its two wholly  
owned subsidiaries, Digerati Networks Inc. and Telefamilia
Communications Inc.  Digerati Networks Inc. is a global VoIP
carrier serving rapidly expanding markets in Asia, Europe, the
Middle East, and Latin America, with an emphasis on Mexico.

Telefamilia Communications provides specialized retail
communication services that includes VoIP services to the high-
growth Hispanic market in the United States.  ATSI also owns a
minority interest of a subsidiary in Mexico, ATSI Comunicaciones
S.A. de C.V., which operates under a 30-year government issued
telecommunications license.

ATSI also owns a minority interest of a subsidiary in Mexico,
ATSI Comunicaciones S.A. de C.V., which operates under a 30-year
government issued telecommunications license.


DISTRIBUTED ENERGY: Bankruptcy Filing Cues Securities Delisting
---------------------------------------------------------------
Distributed Energy Systems Corp. received a staff determination
letter from The Nasdaq Stock Market indicating that its
securities will be delisted from Nasdaq in accordance with the
discretionary authority granted to Nasdaq under Marketplace
Rules 4300 and IM-4300.

Nasdaq stated that the delisting was a result of the company's
filing for protection under Chapter 11 of the U.S. Bankruptcy
Code.

Distributed Energy Systems does not intend to appeal this
determination, and, as a result, trading of Distributed Energy
Systems' common stock will be suspended at the opening of
business today, June 17, 2008, and a Form 25-NSE will be filed
with the Securities Exchange Commission to remove Distributed
Energy Systems' securities from listing and registration on
Nasdaq.

Headquartered in Wallingford, Connecticut, Distributed Energy
Systems (Nasdaq: DESC) -- http://www.distributed-energy.com/--  
through its subsidiaries, engages in the design, development,
manufacture, and sale of on-site hydrogen gas delivery systems
worldwide.  It has operations in Mexico.

The company and its wholly owned subsidiary, Northern Power
Systems Inc., filed for Chapter 11 bankruptcy protection on May
4, 2008 (Bankr. D. Del. Lead Case No. 08-11101).  Robert S.
Brady, Esq. and Robert F. Poppiti, Jr., at Young, Conaway,
Stargatt & Taylor represent the Debtors in their restructuring
efforts.  The Debtors selected Epiq Bankruptcy Solutions LLC as
their claims agent.  When the Debtors filed for protection from
their creditors, they listed total assets of US$16,826,046 and
total debts of US$65,546,173.


DISTRIBUTED ENERGY: Gets Initial Okay in US$2M Loan from Perseus
----------------------------------------------------------------
The Hon. Mary F. Walrath of the United States Bankruptcy Court
for the District of Delaware authorized Distributed Energy
Systems Corp. and Northern Power Systems Inc. to obtain, on an
interim basis, up to US$2,00,000 in postpetition financing under
a secured loan facility from Perseus Partners VII LP, as lender.

Judge Walrath also authorized the Debtors to use Perseus' cash
collateral.

A hearing is scheduled for June 25, 2008, at 2:00 p.m., to
consider final approval of the Debtors' DIP request.  
Objections, if any, are due June 18, 2008.  The hearing will
take place on 824 Market Street, 6th floor, Courtroom #3 in
Wilmington, Delaware.

The DIP facility will incur interest at US$16.5% per annum.  The
loan will mature on Aug. 1, 2008.

The DIP financing will used to supplement the Debtors' cash flow
during Chapter 11 process and is expected to provide adequate
fund for the Debtors to operate in the ordinary course of
business.

The DIP lien is subject to carve-outs for payments of
professionals advisors to the Debtor or the committee appointed
in these Chapter 11 cases and fees payable to the clerk of the
Court or the U.S. Trustee.  There is a US$350,000 carve-out for
professionals employed by the Debtors.  There is also a
US$100,000 carve-out for professionals retained by the
committee.

To secure their DIP obligations, Perseus will have superpriority
claims over any and all administrative expenses.

The DIP agreement contains customary and appropriate events of
default.

Before the Debtors' bankruptcy filing, Perseus provided to the
Debtors other cash consideration including, among other things:

   a) a US$15,000,000 senior secured convertible promissory
      noted dated Aug. 24, 2007;

   b) a US$1,500,000 additional investment senior secured
      convertible promissory note dated March 13, 2008;

   c) a US$478,591 senior secured convertible promissory note
      dated Jan. 1, 2008; and

   d) a US$488,304 additional investment senior secured
      convertible promissory note date April 1, 2008; and

   e) a US$9,246 additional investment senior secured
      convertible promissory note date April 1, 2008.

A full-text copy of the debtor-in-possession Agreement is
available for free at http://ResearchArchives.com/t/s?2e05

                    About Distributed Energy

Based in Wallingford, Connecticut, Distributed Energy Systems
(Nasdaq: DESC) -- http://www.distributed-energy.com/-- through   
its subsidiaries, engages in the design, development,
manufacture, and sale of on-site hydrogen gas delivery systems
worldwide.  It has operations in Mexico.

Distributed Energy Systems Corp. and its wholly owned
subsidiary, Northern Power systems Inc., filed for Chapter 11
bankruptcy protection on May 4, 2008 (Bankr. D. Del. Lead Case
No. 08-11101).  Robert S. Brady, Esq. and Robert F. Poppiti,
Jr., at Young, Conaway, Stargatt & Taylor represent the Debtors
in their restructuring efforts.  The Debtors selected Epiq
Bankruptcy Solutions LLC as their claims agent.  The U.S.
Trustee for Region 3 has not appointed creditors to serve on an
Official Committee of Unsecured Creditors.

When the Debtors filed for protection from their creditors, they
listed total assets of US$16,826,046 and total debts of
US$65,546,173.


DISTRIBUTED ENERGY: Taps Allen & Company as Financial Advisor
-------------------------------------------------------------
Distributed Energy Systems Corp. and Northern Power Systems Inc.
ask the United States Bankruptcy Court for the District of
Delaware for authority to employ Allen & Company LLC as their
financial advisor.

The firm will:

   a) develop, with the assistance of the Debtors, descriptive
      materials for the benefit of potential acquirors;

   b) identify and introduce the Debtors to potential acquirors;

   c) assist the Debtors in assessing the strategic benefits of
      potential transactions;

   d) assist the Debtors in their financial analysis of
      prospective parties to transactions;

   e) assist the Debtors in conducting detailed business
      investigations of potential transactions;

   f) participate on the Debtors' behalf in negotiations
      regarding the financial and other terms of potential
      transactions, if requested by the Debtors, and

   g) other assistance as the Debtors and the firm will mutually
      agree.

The firm will be paid an initial nonrefundable retainer fee of
US$100,000.

In connection with any sale transaction, the firm will be paid a
cash fee equal to:

   i) 3% of the firm US$18,000,000 of the consideration received
      by the Debtors of its securityholders, plus

  ii) 5% of any and all consideration in excess of US$18,000,000
      received by the Debtors or its securityholders.

To the best of the Debtors' knowledge, the firm does not hold
any interest adverse to the Debtors' estate and is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

                    About Distributed Energy

Based in Wallingford, Connecticut, Distributed Energy Systems
(Nasdaq: DESC) -- http://www.distributed-energy.com/-- through   
its subsidiaries, engages in the design, development,
manufacture, and sale of on-site hydrogen gas delivery systems
worldwide.  It has operations in Mexico.

Distributed Energy Systems Corp. and its wholly owned
subsidiary, Northern Power systems Inc., filed for Chapter 11
bankruptcy protection on May 4, 2008 (Bankr. D. Del. Lead Case
No. 08-11101).  Robert S. Brady, Esq. and Robert F. Poppiti,
Jr., at Young, Conaway, Stargatt & Taylor represent the Debtors
in their restructuring efforts.  The Debtors selected Epiq
Bankruptcy Solutions LLC as their claims agent.  The U.S.
Trustee for Region 3 has not appointed creditors to serve on an
Official Committee of Unsecured Creditors.

When the Debtors filed for protection from their creditors, they
listed total assets of US$16,826,046 and total debts of
US$65,546,173.


INNOPHOS HOLDINGS: Elects Amado Cavazos as New Board of Director
----------------------------------------------------------------
Innophos Holdings, Inc. has elected Amado Cavazos to its Board
of Directors.  The election was made effective June 6, 2008, at
the annual meeting of stockholders.

"After an extensive search process, we are very happy to add a
director with Amado's experience and background in our
industry," Chief Executive Officer and Chairperson of the Board,
Randy Gress said.  Mr. Cavazos will serve as an independent
director on three board committees: Audit, Compensation, and
Nominating & Corporate Governance.  His election maintains the
company's compliance with NASDAQ listing standards of a majority
independent Board and 100% independent membership on the
required committees.

Mr. Cavazos retired from Du Pont, S.A. de C.V. in 2003 after
holding numerous management and executive positions.  From 1996
to 2003 Mr. Cavazos served as Director/General Manager of
Coatings Businesses for Mexico and Central America.  He was
Group Director of Du Pont Mexico from 1993 to 1995 and Director
of Corporate Planning from 1989 to 1993.  During this time he
represented Du Pont on several Boards of Directors including
Nylon de Mexico, Tetraetilo de Mexico, Quimica Fluor and
Industrias Tecnos.  From 1982 to 1986, Mr. Cavazos served as
Group Director/General Manager for Du Pont Mexico and for three
of its joint ventures, reporting directly to the Boards of
Directors of those entities: Pigmentos y Productos Quimicos, La
Domincia and Quimica Fluor.

Mr. Cavazos earned a B.S. in Chemical Engineering from Virginia
Tech and an M.B.A. from Instituto Technologico de Monterrey.
Between 1990 and 2003, Mr. Cavazos served as a member and later
as Chairperson of the Board of Asociacion Nacional de la
Industria Quimica, a chemical industry trade association in
Mexico.

Effective June 6, 2008, the composition of the committees is:

Independent Director-Audit-Compensation-Nominating & Governance
---------------------------------------------------------------
Gary Cappeline (Lead)  X      Chair
Amado Cavazos          X        X                  X
Linda Myrick                    X                Chair
Karen Osar           Chair      X                  X

The remaining directors consist of Mr. Gress and Stephen Zide, a
managing director of Bain Capital Investors LLC.  Bain Capital
remains a 26.3% holder in the company.

                     About Innophos Holdings

Headquartered in Cranbury, New Jersey, Innophos Holdings, Inc.
-- http://www.innophos.com-- the holding company for a North    
American manufacturer of specialty phosphates, serves a diverse
range of customers across multiple applications, geographies and
channels.  Innophos offers a broad suite of products used in a
wide variety of food and beverage, consumer products,
pharmaceutical and industrial applications.  Innophos has
manufacturing operations in Nashville, Tenn.; Chicago Heights,
Ill.; Chicago (Waterway), Ill.; Geismar, La.; Port Maitland,
Ontario (Canada); and Coatzacoalcos, Veracruz and Mission Hills,
Guanajuato (Mexico).

                          *     *     *

The TCR reported on April 17, 2007, that Standard & Poor's
Ratings Services assigned its 'CCC+' rating to US$66 million of
senior unsecured notes due 2012 to be issued by Innophos
Holdings, parent company of Innophos Inc.  The rating still
holds to date.  S&P also affirmed the 'B' corporate credit
rating and other ratings on Innophos Inc.  

The TCR reported on April 18, 2008 that Moody's Investors
Service assigned a B1 corporate family rating to Innophos
Holdings, Inc. and a B3 rating to the company's new
US$66 million senior unsecured notes due 2012.  The ratings
still hold to date.

The new notes are being issued by Innophos Holdings to refinance
US$61 million of debt of its subsidiary, Innophos Investments
Holdings, Inc.


LEAR CORP: Buys Majority Interest of New Trend Group
----------------------------------------------------
Lear Corporation has entered into agreements to acquire a 75%
share of the automotive fabric business of New Trend Group Co.,
Ltd.  Financial terms of the agreement were not disclosed.

The acquisition of a majority stake in New Trend Group's
automotive fabric business is consistent with Lear's strategy to
selectively increase the level of vertical integration for its
Seating business.  New Trend's seat trim fabric operations
provide Lear an opportunity for low-cost fabric supply to its
existing cut and sew capabilities as well as offering the
potential for incremental sales growth as a fabric supplier to a
broad range of automotive manufacturers.  Other partnerships in
the area of seat trim are presently being evaluated by Lear.

Mr. Lou Salvatore, Lear Senior Vice President and President of
Global Seating Operations, said, "Following our successful
launch of the Aventino Collection of premium leather last fall,
Lear was looking for additional opportunities to further
vertically integrate seat trim into our core product portfolio.  
The production of additional trim options such as flat-woven
materials and knits provides Lear the opportunity to offer our
customers a wider range of seat trim options and improve overall
seating system value."

Mr. Salvatorre, added, "We anticipate growing New Trend's fabric
sales multifold over the next couple years. "Our consumer
research shows European and Asian suppliers are trending toward
more flat wovens, while North America has a high usage of knits.  
As a result, we see an opportunity to increase our market share
in Asia, and further down the road, successfully launch our
fabric portfolio with North American and European customers."

Although Lear's investment gives it a majority ownership stake
and management control in the New Trend automotive fabric
business, the current management and employees will remain in
place to ensure operational continuity, manufacturing expertise
and existing design/development activities.  Lear will maintain
the New Trend brand identity, and we will refer to the business
as New Trend automotive fabric by Lear.

Lear's seat system design, engineering and manufacturing
expertise and global scale strongly complements New Trend's
experience in automotive fabrics and footprint in Asia.  In the
initial phase following acquisition, New Trend will continue to
focus on its core competencies and produce fabrics in China for
internal consumption.  At the same time, Lear will evaluate
opportunities to expand New Trend's facilities and leverage this
low-cost source for export to markets outside of Asia.

New Trend is a leading supplier of trim to the China automotive
market as well as an exporter to Europe and the U.S. through its
two automotive textile manufacturing facilities in China. The
company produces fabric used for seat covers, vehicle headliners
and automotive door panels and carpet for GM, VW, Ford, China
Brilliance, Toyota, Nissan, Hyundai, Chery and Geely vehicles,
predominantly in China.

                    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.


MEXORO MINERALS: Feb. 29 Balance Sheet Upside-Down by US$1.4MM
--------------------------------------------------------------
Mexoro Minerals Ltd., as of Feb. 29, 2008, reported total assets
US$857,671, total liabilities of US$2,235,116, resulting in a
stockholder's deficit of US$1,377,445, the company's
consolidated balance sheet filed with the U.S. Securities and
Exchange Commission reveals.  Its balance sheet as of Feb. 28,
2007, showed a stockholder's equity of US$269,492.

The Feb. 29, 2008 balance sheet further showed that the company
is illiquid with current assets of US$396,730 available to pay
current liabilities aggregating US$2,207,635.

For the year ended Feb. 29, 2008, Mexoro Minerals reported a
consolidated net loss of US$8,096,604, compared to the
US$7,396,132 loss booked in the same period last year.

Independent accounting firm Meyler & Company, LLC, in its
report, noted that Mexoro Mineral's consolidated financial
statements shows a history of operating losses, a working
capital deficiency of US$1,810,905 at Feb. 29, 2008, and a
cumulative loss during the exploration period of US$33,828,011.  
"These conditions raise substantial doubt about its ability to
continue as a going concern," the report said.

The company's management intends to reduce its cumulative loss
through the attainment of profitable operations, from its
investment in a Mexican mining venture.  The company has already
conducted private placements of convertible debt and common
stock, which have generated a portion of the initial cash
requirements of its planned Mexican mining ventures.

Mexoro Minerals Ltd. (MXOM.OB) -- http://www.mexoro.com/-- is    
an exploration and production company focused on mining precious
metals in the traditionally mineral rich Sierra Madre region of
Chihuahua, Mexico.  Mining operations are through a 100%-owned
Mexican subsidiary, Sunburst de Mexico, S.A. de C.V.  Sunburst
Mexico owns or has options on three historical gold-silver mines
for which additional exploration has confirmed significant
mineral potential.  The company has also staked claims on
additional attractive properties, in the Chihuahua area.  



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

CHIQUITA BRANDS: Shares Dip 29% on Forecast of 3rd Quarter Loss
---------------------------------------------------------------
Shares of Chiquita Brands International Inc. dropped 29% after
the fruit-and-vegetable distributor said it expects to report a
third-quarter loss amid struggles to offset higher industry
costs, The Wall Street Journal relates.

In a press statement, the company stated that significant
increases were posted in banana prices in April and May, but it
sees flat volume in North American and lower volume in Europe as
higher sourcing costs continue to affect results.  

According to WSJ, Chiquita didn't give an outlook on June 16 for
its second quarter, which ends in two weeks.

WSJ says that BB&T Capital Markets cut its rating on the stock
to "hold" from "buy," citing disappointing pricing and volume
trends despite a temporary U.S. surcharge.  WSJ points out that
shares were off US$6.68 at US$16.65 in 4 p.m. on Monday at the
New York Stock Exchange composite trading.

WSJ cites Chiquita chief executive Fernando Aguirre as saying:
"pricing in Europe has begun to moderate and reflect normal
seasonal trends, as previously expected, and industry and other
product supply costs continue to increase substantially."

WSJ indicates that Chiquita raised its estimate for industry and
product-supply cost increases by US$60 million to US$65 million
to US$240 million to US$265 million on fuel, raw-material and
fertilizer prices.

BB&T noted that although some of Chiquita's higher cost
estimates will be offset by gains on fuel hedges, net costs will
likely still increase by about US$48 million to US$53 million,
WSJ states.

BB&T, according to WSJ, projects Chiquita's European launch of
its "Just Fruit in a Bottle" product will require "significant
unforeseen spending."

The fruit distributor continues to project strong 2008
operating-performance improvements but said the second half will
be challenging, WSJ relates.  Chiquita expects to post a
"significant loss" in the third quarter with a "more normal"
fourth quarter, WSJ adds.  Chiquita posted a first-quarter
profit after reporting losses in both the third and fourth
quarters, WSJ notes.

WSJ relates that the mean estimates of analysts surveyed by
Thomson Reuters were for a third-quarter profit of three cents a
share and a fourth-quarter profit of 29 cents a share.

                      About Chiquita Brands

Headquartered in Cincinnati, Ohio, Chiquita Brands International
Inc. (NYSE: CQB) -- http://www.chiquita.com/-- is a marketer  
and distributor of high-quality fresh and value-added food
products.  The company markets its products under the
Chiquita(R) and Fresh Express(R) premium brands and other
related trademarks.  Chiquita employs approximately 25,000
people operating in more than 70 countries worldwide, including
Panama.

At Dec. 31, 2007, the company's consolidated balance sheet
showed US$1.429 billion in total assets, US$533.3 million in
total liabilities, and US$895.5 million in total stockholders'
equity.

                          *     *    *

In March 2008, Moody's Investors Service affirmed Chiquita
Brands International, Inc.'s B3 corporate family and B3
probability of default ratings.  Moody's said the rating outlook
remains negative.

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



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

GENESIS EDUCATIONAL: Case Summary; 2 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Genesis Educational Bilingual Center Inc.
        41 Bo. Cantera, Suite 5
        Manati, PR 00674

Bankruptcy Case No.: 08-03756

Chapter 11 Petition Date: June 11, 2008

Court: District of Puerto Rico (Old San Juan)

Judge: Sara E. de Jesus Kellogg

Debtor's Counsel: Jesus Santiago Malavet
                  (smslopsc@prtc.net)
                  Santiago Malavet ans Santiago Law Office
                  470 Sagrado Corazon Street
                  San Juan, PR 00915
                  Telephone (787) 727-3058
                  Fax (787) 726-5906

Total Assets: US$1,592,330

Total Debts: US$1,640,534

Debtor's 2 Largest Unsecured Creditors:

   Entity                      Nature of Claim      Claim Amount
   ------                      ---------------      ------------
Church of God Mission Board    Trade Debt             US$108,000
TCB La Iglesia De Dios
Mission Board
Buzon 9, Suite 1,
Bo. Cantera
Manati, PR 00674

BFI of Puerto Rico             Trade Debt               US$2,534
PO Box 51986
Toa Baja, PR 00950-1986



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

HARVEST NATURAL: Closes US$50 Million Stock Repurchase Program
--------------------------------------------------------------
Harvest Natural Resources, Inc., has completed its stock
repurchase program.  The Board of Directors authorized the
repurchase of up to US$50 million of Harvest's common stock
through open market repurchases in June 2007.  Under the
program, Harvest repurchased 4.6 million shares of common stock.

The company had approximately 34 million shares of common stock
outstanding as of June 12, 2008.

Harvest President and Chief Executive Officer, James A.
Edmiston, said, "The stock repurchase program demonstrated the
confidence we have in our company, the portfolio of assets and
its potential.  We are pleased to have repurchased shares at
what, we believe, is a significant discount to the intrinsic
value of the company's assets.  Since the repurchase program was
announced, the company has continued to invest in our growth
strategy for building shareholder value by acquiring acreage in
attractive plays, shooting seismic in our new areas of operation
and drilling new wells.  The newer additions to the portfolio
combined with a sustained development of the Petrodelta assets
in Venezuela provide a foundation for what we believe will be a
very exciting future for the company and shareholders alike."

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

                        *     *     *

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

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


PETROLEOS DE VENEZUELA: Transfers US$2.7 Billion to Dev't Fund
--------------------------------------------------------------
Venezuelan news daily El Universal reports that Petroleos de
Venezuela SA has transferred about US$2.7 billion to Fonden
development fund, a government-controlled development fund.

According to El Universal, the US$2.7 billion Petroleos de
Venezuela handed to Fonden is its share of a recently approved
windfall oil price tax.  Fonden is President Hugo Chavez's
"preferred spending mechanism".

Venezuelan Oil Minister Rafael Ramirez told El Universal that
Petroleos de Venezuela has been paying an average of
US$300 million per week to Fonden.

Dow Jones Newswires relates that under President Chavez,
Petroleos de Venezuela increased its financing of social
spending projects.  Petroleos de Venezuela's 2007 audited
results indicated it allotted US$14.1 billion to social spending
projects, compared to US$11 million set aside for oil industry
investments that year.

El Universal notes that Petroleos de Venezuela will still start
charging foreign oil firms for the new windfall oil tax, which
takes effect when "Brent crude exceeds the US$70 threshold".  
Firms must then pay 50% of the difference between the "Brent
price and the sale price of the crude".  When "Brent prices"
surpass US$100, the rate rises to 60%.

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

                       *     *     *

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

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

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



                            ***********


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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.

The TCR Latin America subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each.  For
subscription information, contact Christopher Beard at
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           * * * End of Transmission * * *