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        T R O U B L E D   C O M P A N Y   R E P O R T E R

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

              Monday, July 7, 2008, Vol. 9, No. 133

                            Headlines


A R G E N T I N A

BANCO ITAU: Banco Itau BBA Wants to be One-Stop Shop in 2009
CARDTRONIC SA: Trustee to Submit General Report on Sept. 3
COOPERATIVA DE TRABAJO: Individual Report Filing Is on July 28
DANA CORP: Wants Court to Disallow Visteon's US$9.8 Mil. Claim
ELECTRONIC DATA: US$14BB Merger Gets No More Question from DOJ

FAMILY SRL: Trustee to Submit General Report in Court on July 11
HN FLORI: Trustee Verifies Proofs of Claim Until July 27
OSTEOS SRL: Trustee to File Individual Reports on Nov. 21
PROPERSA SRL: Trustee to File Individual Reports on Sept. 23
PROYECTOS ELECTROMECANICOS: Individual Report Filing on Oct. 3

TELECOM ARGENTINA: Gov't Blocking Boost of Telefonica's Stake
TENNECO INC: Moody's Holds Ratings on Improved Credit Metrics


B E R M U D A

XL CAPITAL: Uncertain IPO Cues S&P to Put Ratings on Neg. Watch


B R A Z I L

BANCO NACIONAL: Extends Funding & Lowers Loans Costs for 2008/09
BANCO NACIONAL: To Provide BRL1 Bil. for Sustainable Agriculture
BEAR STEARNS: Value of Collateral for Fed Bailout Loan Drops
BRASKEM SA: Bernardo Gradin Replaces Jose Grubisich as CEO
CHRYSLER LLC: Appoints Rae as EVP; Combines HR & Employee Depts.

EL PASO: S&P Holds 'BB' Credit Rating, Changes Outlook to Stable
GENERAL MOTORS: Bankruptcy Fears Overblown, Analyst Says
GERDAU SA: JPMorgan Puts Overweight Rating on Firm's Shares
GERDAU AMERISTEEL: Strong Performance Cues S&P's Stable Outlook
GERDAU AMERISTEEL: Okays Jacksonville Steel Mill Expansion

GOL LINHAS: Issues Passenger Traffic Statistics for June 2008
TAM SA: Consolidated Net Income Down 79% to BRL129MM in 2007


C A Y M A N  I S L A N D S

AIMCO CLO SERIES 2007-A: Deadline for Claim Filing Is July 10
ASTMAX JELS: Deadline for Proofs of Claim Filing Is July 10
CEDARWOODS CRE: Deadline for Proofs of Claim Filing Is July 10
CHEMIST CAPITAL: Proofs of Claim Filing Deadline Is July 10
CHINA EVERBRIGHT: Deadline for Proofs of Claim Filing Is July 10

FIRST COSTA RICAN: Proofs of Claim Filing Deadline Is July 10
FRASER SULLIVAN: Deadline for Proofs of Claim Filing Is July 10
GEECHEE REINSURANCE: Creditors Have Until July 10 to File Claims
HERBALIFE LTD: SEC Completes Investigation on Firm
MAGNETAR SAR: Deadline for Proofs of Claim Filing Is July 10

SOUNDVIEW CI-1: Proofs of Claim Filing Deadline Is July 10
SOUNDVIEW CI-27: Deadline for Claims Filing Is Until July 10


C O L O M B I A

AMPEX CORPORATION: Wants Bankruptcy Control Until October 26
SOLUTIA INC: Retains HSBC to Explore Nylon Biz Strategic Options


D O M I N I C A N  R E P U B L I C

PRC LLC: Emerges From Chapter 11 After Five Months
PRC LLC: Keeps Call Center Customer Services Deal with Verizon
PRC LLC: Sets July 28 as Admin. and Rejection Claims Bar Date


E L  S A L V A D O R

MILLICOM INTERNATIONAL: Names Francois-Xavier Roger as CFO


G U A T E M A L A

BRITISH AIRWAYS: Changes Stance on Proposed BAA Limited Breakup


J A M A I C A

AIR JAMAICA: In Talks With Cayman Airways on Collaboration
AIR JAMAICA: Minister Stresses Shirley Williams' Role in Airline
SUGAR COMPANY: Gov't to Cover Up to J$3BB in Redundancy Payments


M E X I C O

CLEAR CHANNEL: Rush Limbaugh Renews Radio Contract, Gets US$400M
DESARROLLADORA HOMEX: Enters Into US$200 Million Credit Facility
LEAR CORP: S&P's B+ Rating Unmoved by Proposed Credit Amendment
METROLOGIC INSTRUMENTS: Honeywell Closes US$720 Mil. Acquisition
SMITHFIELD FOODS: Sells 4.95% of Shares to COFCO to Pay Debts

SMITHFIELD FOODS: Mulls Offering US$350MM Convertible Sr. Notes
SMITHFIELD FOODS: JV Unit Merges With Campofrio Alimentacion
SMITHFIELD FOODS: Amends U.S. and European Credit Facilities
SUPERIOR ESSEX: S&P Retains 'BB' Rating Under Developing Watch
VITRO SAB: Releases Sustainable Development 2007 Report

* MEXICO: Moody's Publishes System Profile for Banking Industry


P E R U

DOE RUN: Herculaneum Unit Reaches NAAQS for 2008 Second Quarter


P U E R T O  R I C O

AMSCAN HOLDINGS: Selling 4 Retail Stores to Zurchers Merchandise


U R U G U A Y

BANCO ITAU: Expects AFAP UnionCapital Market Share Growth


V E N E Z U E L A

ARVINMERITOR INC: S&P's 'B+' Rating Unaffected by Falling Sales
PETROLEOS DE VENEZUELA: Debt Rises to US$16.06 Bil. in 1st Qtr.
PETROLEOS DE VENEZUELA: Buys Dedini's 4 Ethanol Distilleries
* VENEZUELA: Fitch Reviews Banks After Regulatory Mandate



* BOND PRICING: For the Week June 30 - July 4, 2008


                         - - - - -


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

BANCO ITAU: Banco Itau BBA Wants to be One-Stop Shop in 2009
------------------------------------------------------------
Banco Itau BBA, the investment banking and corporate finance arm
of Banco Itau Holding Financeira SA's Banco Itau Argentina SA,
wants to become a one-stop shop next year to have a more
"competitive edge", Ulric Rindebro at Business News Americas
reports, citing Itau BBA's Local Director Renato Lulia-Jacob.

BNamericas explains that Banco Itau and Banco Itau BBA operate
as two separate banks in Brazil.  In Argentina, Banco Itau BBA
operates "as an area within" Banco Itau Argentina.

No bank has offered a one-stop shop service in the Argentine
market, BNamericas says, citing Mr. Lulia-Jacob.  For Banco Itau
BBA to become a one-stop shop, it will need large investments to
build up new areas like cash management and trading services to
complement the offering of investment banking, corporate
finance, and credit, Mr. Lulia-Jacob added.

BNamericas notes that Mr. Lulia-Jacob said Banco Itau BBA has
180 active customers in Argentina.  Due to the strong growth it
is experiencing in several areas, the bank is likely to have
around 200 active clients by year-end, Mr. Lulia-Jacob added.

Mr. Lulia-Jacob said that Banco Itau BBA has grown faster than
expected, BNamerica relates.  The bank would probably increase
its staff to 50 by year-end from the current 45, the bank
official added.

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

                         *     *     *

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


CARDTRONIC SA: Trustee to Submit General Report on Sept. 3
----------------------------------------------------------
The court-appointed trustee for Cardtronic S.A.'s reorganization
proceeding, will submit to the National Commercial Court of
First Instance in La Rioja a general report containing an audit
of the firm's accounting and banking records on Sept. 3, 2008.

The trustee verified creditors' proofs of claim until May 9,
2008.  The trustee presented the validated claims in court as  
individual reports on June 13, 2008.  The court determined
whether the verified claims were admissible, taking into
account the trustee's opinion, and the objections and challenges
that were raised by Cardtronic and its creditors.


COOPERATIVA DE TRABAJO: Individual Report Filing Is on July 28
--------------------------------------------------------------
The court-appointed trustee for Cooperativa de Trabajo de
Remises Limitada (Remiscop)'s bankruptcy proceeding will present
the validated claims as individual reports in the National
Commercial Court of First Instance in La Rioja on July 28, 2008.

The trustee verified creditors' proofs of claim until June 30,
2008.  The trustee will submit to court a general report
containing an audit of Cooperativa de Trabajo's accounting and
banking records on Nov. 21, 2008.


DANA CORP: Wants Court to Disallow Visteon's US$9.8 Mil. Claim
--------------------------------------------------------------
Dana Corp. and it debtor-affiliates ask the U.S. Bankruptcy
Court for the Southern District of New York to disallow Visteon
Corporation's Claim No. 15037, asserting US$9,800,000.  The
Claim seeks reimbursement for Visteon's purported losses related
to a vehicle recall by Ford Motor Company.

Corinne Ball, Esq., at Jones Day, in New York, states that the
purpose of the recall was to repair air induction systems
that Visteon sold to Ford, which air induction systems contained
component parts that Visteon purchased from Dana.  She relates
that the Reorganized Debtors believe that Visteon based its
reimbursement claim on the Debtors' alleged breaches of contract
and warranty and on purported contractual indemnification
obligation.

However, Ms. Ball says the Reorganized Debtors intend to
demonstrate that they did not breach any contractual obligation
or warranty to Visteon and do not have indemnification
obligations to Visteon under the facts and law at issue.  She
adds that Visteon's alleged damages were resolved through a
private settlement and mutual release of claims between Ford and
Visteon that included other unrelated claims and resulted in a
net payment to Visteon.

Against this backdrop, the Reorganized Debtors assert that the
Visteon Claim should be disallowed.

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.


ELECTRONIC DATA: US$14BB Merger Gets No More Question from DOJ
--------------------------------------------------------------
Hewlett-Packard Company disclosed that the waiting period under
the Hart-Scott-Rodino Antitrust Improvements Act of 1976
relating to HP's proposed acquisition of Electronic Data Systems
Corporation has expired without a request for additional
information by the U.S. Department of Justice or the Federal
Trade Commission.

As reported in the Troubled Company Reporter on May 14, 2008,
Electronic Data System Corp. signed a definitive agreement with
Hewlett-Packard Company under which HP will purchase EDS at
roughly US$13.9 billion.  

The terms of the transaction have been unanimously approved by
the board of directors of both companies.

The transaction still requires EDS stockholder approval and
regulatory clearance from the European Commission and other non-
U.S. jurisdictions and is subject to the satisfaction or waiver
of the other closing conditions specified in the merger
agreement.

                 About Hewlett-Packard Company
  
Headquartered in Palo Alto, California, Hewlett-Packard Company
(NYSE:HPQ) -- http://www.hp.com/--  is a provider of products,   
technologies, software, solutions and services to individual
consumers, small- and medium-sized businesses and large
enterprises, including in the public and education sectors.

                         About EDS Corp.

Based in Plano, Texas, Electronic Data System Corp. (NYSE: EDS)
-- http://www.eds.com/-- is a global technology services   
company delivering business solutions to its clients.  The
company founded the information technology outsourcing industry
more than 40 years ago.  The company delivers a broad portfolio
of information technology and business process outsourcing
services to clients in the manufacturing, financial services,
healthcare,  communications, energy, transportation, and
consumer and retail industries and to governments around the
world.

The company has locations in Argentina, Australia, Brazil,
China, Chile, Hong Kong, India, Japan, Malaysia, Mexico, Puerto
Rico, Singapore, Taiwan, Thailand and South Korea.

                          *     *     *

The TCR reported on March 25, 2008, that Moody's Investors
Service raised the subordinated shelf registration rating to (P)
Ba1 from (P) Ba2 and confirmed the preferred shelf registration
rating at (P) Ba2.


FAMILY SRL: Trustee to Submit General Report in Court on July 11
----------------------------------------------------------------
The court-appointed trustee for Family S.R.L.'s reorganization
proceeding, will submit to the National Commercial Court of
First Instance in La Rioja a general report containing an audit
of the firm's accounting and banking records on July 11, 2008.

The trustee verified creditors' proofs of claim until April 4,
2008.  The trustee presented the validated claims in court as  
individual reports on May 23, 2008.  The court determined
whether the verified claims were admissible, taking into
account the trustee's opinion, and the objections and challenges
that were raised by Family and its creditors.


HN FLORI: Trustee Verifies Proofs of Claim Until July 27
--------------------------------------------------------
The court-appointed trustee for H.N. Flori S.A.'s reorganization
proceeding will be verifying creditors' proofs of claim until
July 27, 2008.

The trustee will present the validated claims in court as  
individual reports on Sept. 15, 2008.  The National Commercial
Court of First Instance in Tres Arroyos, Buenos Aires, will
determine if the verified claims are admissible, taking into
account the trustee's opinion, and the objections and challenges
that will be raised by H.N. Flori and its creditors.

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

A general report that contains an audit of H.N. Flori's
accounting and banking records will be submitted in court on
Oct. 27, 2008, 2008.


OSTEOS SRL: Trustee to File Individual Reports on Nov. 21
---------------------------------------------------------
Ana Pazos, the court-appointed trustee for Osteos S.R.L.'s
bankruptcy proceeding, will present the validated claims in the
National Commercial Court of First Instance in Buenos Aires on
Nov. 21, 2008.

Ms. Pazos is verifying creditors' proofs of claim until Oct. 3,
2008.  She will submit to court a general report containing an
audit of Osteos' accounting and banking records on Feb. 6, 2009.

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

The debtor can be reached at:

           Osteos S.R.L.
           Esmeralda 625
           Buenos Aires, Argentina

The trustee can be reached at:

           Ana Pazos
           Maipu 374
           Buenos Aires, Argentina


PROPERSA SRL: Trustee to File Individual Reports on Sept. 23
------------------------------------------------------------
Mauricio Zafran, the court-appointed trustee for Propersa
S.R.L.'s bankruptcy proceeding, will present the validated
claims as individual reports in the National Commercial Court of
First Instance in Buenos Aires on Sept. 23, 2008.

Mr. Zafran is verifying creditors' proofs of claim until
Aug. 11, 2008.  He will submit to court a general report
containing an audit of Propersa's accounting and banking records
on Nov. 4, 2008.

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

The debtor can be reached at:

           Propersa SRL
           Jorge Newbery 4494
           Buenos Aires, Argentina

The trustee can be reached at:

           Mauricio Zafran
           Avenida Callao 420
           Buenos Aires, Argentina


PROYECTOS ELECTROMECANICOS: Individual Report Filing on Oct. 3
--------------------------------------------------------------
Eduardo Caggiano, the court-appointed trustee for Proyectos
Electromecanicos IME SA's bankruptcy proceeding, will present
the validated claims as individual reports in the National
Commercial Court of First Instance in Buenos Aires on
Oct. 3, 2008.

Mr. Caggiano is verifying creditors' proofs of claim until
Aug. 21, 2008.  He will submit to court a general report
containing an audit of Proyectos Electromecanicos' accounting
and banking records on Nov. 18, 2008.

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

The debtor can be reached at:

           Proyectos Electromecanicos IME SA
           Lavalle 1783
           Buenos Aires, Argentina

The trustee can be reached at:

           Eduardo Caggiano
           San Martin 66
           Buenos Aires, Argentina


TELECOM ARGENTINA: Gov't Blocking Boost of Telefonica's Stake
-------------------------------------------------------------
Published reports in Argentina say that the Argentine government
has started taking measures against Telefonica S.A.'s attempt to
increase its participation in Telecom Argentina S.A.

Reuters relates that through a consortium, Telefonica purchased
an indirect 10% stake in Telecom Italia in 2007.  

As reported in the Troubled Company Reporter-Latin America on
Oct. 18, 2007, the Argentine government created a two-person
board at Telecom Argentina to check whether Telefonica's
purchase of a stake in Telecom Italia affects competition and
whether the acquisition would lead to Telefonica having undue
influence on the decisions of Telecom Argentina, which Telecom
Italia controls.  A consortium of Italian companies and
Telefonica reached an accord on April 28, 2007, to indirectly
acquire a 23.6% controlling stake in European operator Telecom
Italia.  Telecom Italia owns 50% of Sofora, Telecom Argentina's
controller.  Local investment group Grupo Werthein, Telecom
Argentina's second biggest shareholder, claimed that Telefonica
would eventually have an impact on Telecom Argentina.  Comision
Nacional asked Spanish telecommunications firm Telefonica,
Telefonica de Argentina's parent firm, for additional
documentation on its acquisition of a controlling stake in
Telecom Italia.

Telecom Italia needs government authorization before increasing
its stake in Telecom Argentina or any related firms, Reuters
says, citing Argentina's Communications Secretariat.  This is to
prevent Telefonica's monopolization of the market through
Telecom Italia.

Telecom Italia has an option to purchase Wertheins' stake in
Sofora.  The government's decision would complicate any future
deal, Reuters states.

Headquartered in Buenos Aires, Telecom Argentina S.A. --
http://www.telecom.com.ar/-- provides telephone-related  
services, such as international long-distance service and data
transmission and Internet services, and through its
subsidiaries, wireless telecommunications services,
international wholesale services and telephone directory
publishing.  As of Dec. 31, 2006, its telephone system included
approximately 4.09 million lines in service.

As of 2007, current approximate ownership of Telecom Argentina
is: * 54.74% by Nortel Inversora S.A., itself a consortium made
up of: -- Werthein Group (48%) -- Telecom Italia  -- France
Telecom group (2%); * 41.5% publicly traded; and * 4.21%
employee stock ownership program France Telecom sold its part of
Telecom Argentina to the WertheinGroup, an Argentine
agricultural concern owned in part by vice chairman Gerardo
Werthein.  As of 2007, current approximate ownership of Telecom
Argentina is: * 54.74% by Nortel Inversora S.A., itself a
consortium made up of: -- Werthein Group (48%) -- Telecom Italia
group (50%) -- France Telecom group (2%); * 41.5% publicly
traded; and * 4.21% employee stock ownership program.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 21, 2008, Fitch Ratings upgraded Telecom Argentina's
foreign and local currency issuer default ratings to 'B+' from
'B'.  Fitch said the outlook is positive.


TENNECO INC: Moody's Holds Ratings on Improved Credit Metrics
-------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of Tenneco
Inc.:

Corporate Family Rating, B1;

   -- first-lien senior secured credit facilities, Ba1;
   -- senior secured second lien debt, Ba3;
   -- senior unsecured note, B2; and
   -- senior subordinated notes, B3.

In a related action the outlook was changed to Stable from
Positive.

The affirmation of the B1 corporate family rating incorporates
Tenneco's competitive position in its emissions controls
business, which has resulted in generally improved credit
metrics through the first quarter of 2008.  The company's
geographic diversity and market position within its product
markets are expected to continue to support the company's
position within the assigned rating.

However, the outlook change to stable reflects automotive
industry pressures including general economic conditions which
have weakened consumer demand, high fuel costs, and decreasing
market share of the Detroit-3.  These factors have resulted in
announcements of North American monthly sales declines from
Tenneco's largest North American customers.  The recent monthly
sales declines come after announcements from North American OEMs
of lowered production forecasts for the remainder of 2008 and
delays in the launch of new SUV and light truck models.  These
pressures are expected to continue into 2009.  Approximately 25%
of Tenneco's revenues are to the North American operations of
the Big 3 OEMs and a significant portion of revenue relates to
light truck and SUV platforms.  Tenneco's performance is
expected to continue to benefit from its geographic diversity
(53% of revenues coming from outside North America) and growth
in its emission control business.

Nevertheless, ongoing pricing pressures and increasing raw
material costs will also add to industry headwinds.  As of March
31, 2008, Tenneco maintained cash and cash equivalents of US$161
million and availability under its revolving credit facility of
approximately US$256 million and is expected to maintain
sufficient cushion under the financial covenants to access the
complete facility over the near-term.

These ratings were affirmed:

   -- B1 Corporate Family rating;

   -- B1 Probability of Default rating;

   -- B2 (LGD4, 64%) rating for the 8.125% guaranteed senior
      unsecured notes due 2015

   -- Ba3 (LGD3, 32%) rating for the 10.25% guaranteed senior
      secured second-lien notes due 2013

   -- Ba1 (LGD2, 12%) rating for the US$550.0 million first lien
      senior secured revolving credit facility;

   -- Ba1 (LGD2, 12%) rating for the US$150 million first lien
      senior secured term loan A;

   -- Ba1 (LGD2, 12%) rating for the US$130 million first lien
      senior secured letter of credit / revolving loan facility;

   -- B3 (LGD6, 92%) rating for the 8.625% guaranteed senior
      subordinated notes due November 2014

The last rating action was on Nov. 1, 2007 when the company's
Corporate Family Rating was affirmed and the outlook changed to
Positive.

Future events that have potential to drive Tenneco's outlook or
ratings higher include a stabilization of conditions in North
American automotive market, including increased production and a
profitable product mix that would complement the profits from
emission control revenues; and higher levels of free cash flow
over the intermediate term resulting in debt reduction.
Consideration for a higher rating could arise if any combination
of these factors were to lead to EBIT/Interest coverage
approaching 2.0x or a reduction in leverage consistently below
4.0x.

Future events that have potential to drive Tenneco's outlook or
ratings lower include additional declines in North American OEM
production; the inability to manage working capital usage
supporting increased emission control sales resulting in
continuing negative free cash flow; or deteriorating liquidity.
Consideration for a lower outlook or rating could arise if any
combination of these factors were to increase leverage over 5.0x
or result in EBIT/Interest coverage approaching 1.5x times.

Based in Lake Forest, Illinois, Tenneco Inc., (NYSE: TEN) --
http://www.tenneco.com/-- manufactures automotive ride and
emissions control products and systems for both the original
equipment market and aftermarket.  Brands include Monroe(R),
Rancho(R), and Fric Rot ride control products and Walker(R) and
Gillet emission control products.  The company has operations in
Argentina, Japan, and Germany.  The company has approximately
19,000 employees worldwide.  Net sales in 2007 were
approximately US$6.2 billion.



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XL CAPITAL: Uncertain IPO Cues S&P to Put Ratings on Neg. Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services has placed its ratings on XL
Capital Group on CreditWatch with negative implications.
     
"The action was taken because of our concern that earnings,
capitalization, and financial flexibility might be adversely
affected by the uncertainty surrounding XL's outstanding
reinsurance agreements and guarantee of business underwritten by
the operating subsidiaries of bond insurer Security Capital
Assurance, or SCA, prior to the SCA IPO by XL in August 2006,"
said S&P's credit analyst Steven Ader.  "The continued
uncertainty of this exposure and the potential for material
impairments in the investment portfolio support the rating
action."
     
XL's first-quarter 2008 financials reflect outstanding
obligations under reinsurance agreements of about US$400
million, but do not reflect any potential obligation due under
the guarantee from pre-IPO business.  On June 17, 2008, S&P
lowered its financial strength rating on Security Capital's
operating subsidiaries to 'BBB-' because of a US$500 million
capital shortfall relative to the prior rating level.  The
shortfall is based on the current assessment of potential losses
on the company's 2005-2007 residential mortgage-backed security
exposure.  The credit volatility of the RMBS exposure materially
raises the likelihood that XL will face additional obligations
under these arrangements.
     
"Although XL is proactively addressing a resolution of these
exposures," said Mr. Ader, "we believe the uncertainty of the
cost and resultant effect on earnings, capital, and financial
flexibility is a risk to the rating."
     
In addition, credit market conditions continue to adversely
affect the investment portfolio.  XL has a structured credit
investment portfolio of US$11.8 billion, which includes RMBS
exposure of US$1.6 billion (US$1.2 billion was rated 'AAA' as of
March 2008).  S&P believes uncertainty in the financial markets
has adversely affected XL's investment portfolio more than the
portfolios of XL's property/casualty–focused peers.
     
The CreditWatch will be resolved after S&P is able to analyze
the extent, financial effect, and uncertainty of future
operational and investment charges, whether formally booked or
incorporated by S&P in its analysis.  The scope of the financial
charges, the replacement of capital and resulting effect on
financial leverage and fixed-charge coverage, and the potential
for additional charges will be integral to resolving the
CreditWatch.
     
Without a replenishment of capital, a formal or perceived charge
exceeding US$500 million would likely result in a lowering of
the rating.  A downgrade of one notch at the operating company
level and up to two notches at the holding company would be
likely if financial leverage exceeds 40% or operating
fixed-charge coverage -- excluding realized gains/losses and
nonoperating charges -- falls materially below 5.5.  The
prospective rating action would reflect XL's diminished
financial flexibility, as it could be precluded from issuing
debt or hybrid equity securities to address future loss of
capital.  The ratings would likely be affirmed if charges are
either less than US$500 million or successfully offset by
appropriate remedial action and the financial leverage and
fixed-charge coverage metrics are appropriate for the rating
category.



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


BANCO NACIONAL: Extends Funding & Lowers Loans Costs for 2008/09
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social SA expanded
funding and decreased costs of agriculture-focused loans for
2008/2009 harvesting year (from July 1, 2008 to June 30, 2009).  
These actions were taken as part of the 2008-2009 Farming Plan
disclosed on July 2, by President Luiz Inacio Lula da Silva.  
The plan will provide a total credit volume of BRL78 billion,
which represents an increase of BRL8 billion as compared to the
2007-2008 harvesting year.

BNDES will contribute with this governmental initiative
providing this sector with BRL7.5 billion loans, 8.7% higher
than BRL6.9 billion assigned to the previous harvesting year.  
Out of this amount, BRL6.7 billion will be invested in the
agribusiness and BRL825 million will be for small-scale
agriculture.

Moderfrota (a program that funds purchase of agriculture
machinery and implements), alone, will be assigned, in this
harvesting year, a BRL3 billion budget and eliminated the
additional flat interest of 4% on the agricultural financing
amount since 2004-2005 harvesting period.

Out of the total budget of Moderfrota for 2008-2009, BRL2.5 bi
will be financed with a 9.5% flat interest rate per annum, with
maximum share of 90%.  As for the remaining BRL500 million,
these will be financed with fixed interest rates of 7.5% per
annum and maximum share of 100%.  In this case, farmers eligible
for the benefits of the federal program Proger Rural (for
farmers earning annual incomes below BRL250,000).

In addition to the agricultural programs sponsored by the
Federal Government, BNDES will also be part of the new
sustainable farming production program (Produsa), with a BRL1
billion budget in 2008-2009 and will be divided into two types:
Recovery of degraded areas (with flat interest rates of 5.75%
per annum) and investments for improvements in farming
production, with 6.75% interest rates per annum.

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

                        *     *     *

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


BANCO NACIONAL: To Provide BRL1 Bil. for Sustainable Agriculture
----------------------------------------------------------------
Banco Nacional de Desenvolvimento Economico e Social SA will
provide BRL1 billion for the promotion of sustainable
agriculture in Brazil, Mercopress reports.

Mercopress relates that the project would include:

   -- restoration of forests and sensitive ecosystems; and

   -- efforts to rebuild stockpiles of corn, wheat, beans, and
      rice after a decline in the past two crop years.

Mercopress notes that the Brazilian government expects to lessen
the impact of changes in international food prices and curtail
domestic inflation by increasing inventories.  According to
Brazil's Agriculture Minister Reinhold Stephanes, the government
is aiming to boost output, productivity, and inventories as
prices of agriculture commodities are increasing.

According to the report, Banco Nacional said the government has
promised farmers BRL78 billion in soft loans to promote
agriculture production and help curb inflation.  Minister
Stephanes said during a meeting with farm organizations in
Curitiba that the loan includes BRL65 billion for commercial
farmers in the crop year that started this month.  The rest of
the loan is allocated to "family and subsistence farmers".

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

                        *     *     *

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


BEAR STEARNS: Value of Collateral for Fed Bailout Loan Drops
------------------------------------------------------------
The Wall Street Journal's Sudeep Reddy reports that the value of
the Bear Stearns Cos. assets the Federal Reserve Bank of New
York agreed to accept to facilitate the investment bank's sale
to J.P. Morgan Chase in March 2008 has dropped by
US$1,000,000,000 from the estimated value at the time of the
deal.

The assets declined to US$28,900,000,000 from US$30,000,000,000
in mid-March, Mr. Reddy reports, but the decline is not yet
enough to put U.S. taxpayers on the hook for any losses.  As
part of the deal, JPMorgan committed US$1,150,000,000, which
would cover the first losses from any decline in the assets'
value, the Journal says.

The Journal relates that the Fed late in June contributed
US$28,800,000,000 to a newly created firm, Maiden Lane LLC, to
finance the deal.

According to the Journal, Fed Chairman Ben Bernanke has said
that the Fed's adviser, BlackRock Inc., is "reasonably confident
that we will be able to recover the full amount if we dispose of
these assets on a measured basis, rather than to sell them all
at once."  Mr. Bernanke even added that the Fed may even turn a
profit, the Journal continues.

The Fed plans to release an updated value of the portfolio
quarterly, the Journal notes.

The Journal notes that direct borrowing by investment banks
under the Fed's primary dealer credit facility dropped to an
average of US$1,740,000,000 a day in the week ending July 2,
down from US$6,100,000,000 in the prior week.  Total borrowing
outstanding as of July 2 had dropped to zero, the Journal adds.  
The Journal also relates that borrowing by commercial banks
averaged US$14,860,000,000 a day during the week under the Fed's
primary credit program, up slightly from US$14,700,000,000 a day
in the prior week.

Bear stockholders approved the investment bank's merger with
JPMorgan at a special meeting held May 29, 2008, the Troubled
Company Reporter has said.

The Journal valued the transaction to about US$1,400,000,000.  
Bear's market capitalization was US$25,000,000,000 in early 2007
before its demise.

The TCR said JPMorgan and Bear scheduled the merger to close at
the end of the day on May 30, 2008.  Upon completion of the
merger, each outstanding share of common stock of Bear was
converted into the right to receive 0.21753 shares of JPMorgan
common stock, and Bear would become a direct subsidiary of
JPMorgan.

As disclosed in the Troubled Company Reporter on March 25, 2008,
JPMorgan and Bear amended the terms of the merger agreement,
increasing the bid from US$2 per share to US$10 per share.  A
week before the amended pact, JPMorgan agreed to buy Bear for
US$2 per share totaling US$236,000,000 based on the number of
shares outstanding as of Feb. 16, 2008.

At March 14's close, Bear Stearns' stock-market value was about
US$3,500,000,000, and the company finished at US$30 a share in 4
p.m. New York Stock Exchange composite trading March 14, 2008.

Between April 11 and April 14, JPMorgan acquired 3,298,600
shares of Bear Stearns common stock in the open market for an
aggregate purchase price of US$33,154,017.  As of April 14,
2008, JPMorgan Chase beneficially owned 119,855,914 shares of
common stock, or approximately 49.78% of the outstanding shares
of common stock of Bear Stearns.

                          About JPMorgan

JPMorgan Chase & Co. (NYSE: JPM) --
http://www.jpmorganchase.com/-- is a global financial services  
firm with assets of US$1.6 trillion and operations in more than
60 countries.  The firm focuses in investment banking, financial
services for consumers, small business and commercial banking,
financial transaction processing, asset management, and private
equity.  A component of the Dow Jones Industrial Average,
JPMorgan Chase serves millions of consumers in the United States
and many of the world's most prominent corporate, institutional
and government clients under its JPMorgan and Chase brands.

                        About Bear Stearns

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

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

                           *     *     *

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

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


BRASKEM SA: Bernardo Gradin Replaces Jose Grubisich as CEO
----------------------------------------------------------
Braskem S.A. has appointed Bernardo Gradin as its new Chief
Executive Officer, replacing Jose Carlos Grubisich, who has led
the company over the past seven years.

Braskem's new CEO will have the mission of implementing this
strategy while identifying new growth opportunities aimed at
positioning Braskem among the ten largest global petrochemical
companies.

The appointment of Mr. Gradin as Braskem's new CEO was made in
line with the planned leadership succession at Organizacao
Odebrecht, the controlling shareholder of Braskem.  Mr. Gradin
participated in the entire creation and strategy-formulation
process at Braskem, where he has also performed important
executives roles, such as vice-president of the Vinyls and Basic
Petrochemicals units.  He is a civil engineer with an MBA from
Wharton Business School and joined Odebrecht in 1987, where most
recently he served as head of Odebrecht Infrastructure and
Investments.

Mr. Grubisich is leaving Braskem to serve as CEO of ETH
Bioenergia S.A., a company that consolidates Odebrecht's
investments in the sugar and ethanol industry, an area that
offers huge opportunities for growth through new production
capacities and active role in the consolidation process.

With the announced changes, Braskem is renewing the commitment
with its clients' competitiveness and with the whole
petrochemicals and plastics production chain, as well as with
the highest corporate governance standards.

Full Notice to the Market is available on the company's IR web
site at: http://www.braskem.com.br/ir

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

                             * * *

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

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

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


CHRYSLER LLC: Appoints Rae as EVP; Combines HR & Employee Depts.
----------------------------------------------------------------
Chrysler LLC disclosed the appointment of Nancy Rae, Executive
Vice President -– Human Resources and Communications, to lead
the integration of the company's Human Resources, Employee
Relations and Communications functions into one organizational
structure.  Ms. Rae was formerly Senior Vice President –- Human
Resources and Corporate Communications.

"In alignment with Chrysler LLC's long-term strategy, to create
organizational synergies and to provide a greater focus on our
strategic levers of Leadership Development, Operational
Excellence, Labor Cost Management and the Management of Human
Capital, we are pleased to appoint Nancy to lead this important
effort," Bob Nardelli, Chairman and CEO, Chrysler LLC, said.  
"With more than 30 years of Company experience, she is a true
leader in transformational change."

To facilitate the acceleration of the organizational realignment
of Human Resources and Employee Relations, John Franciosi
announced his intention to retire Sept. 30, 2008.

"John has made significant contributions to this company during
some of its most challenging times," Mr. Nardelli said.  "We
appreciate the leadership he has demonstrated during his 31
years of dedicated service."

"During times of great change, we have appreciated our working
relationship with John and his contributions to Chrysler,"
General Holiefield, Vice President, United Auto Workers,
responsible for Chrysler LLC, said.  "We look forward to a
productive relationship with the company in the future."

With Mr. Franciosi's departure, Al Iacobelli - Vice President of
Employee Relations, is realigned to report to Ms. Rae.  The
position of Senior Vice President - Employee Relations will be
eliminated.  Reporting to Mr. lacobelli are:

    * James Fenton who is appointed Director – Labor Economics &  
      Benefit Finance;

    * Fred Martino-DiCicco, Director – Employee Relations
      Operations;

    * Glenn Shagena, Director – Manufacturing HR/ER;

    * Angel Munoz, Director – Chrysler de Mexico HR/ER;

    * Michael Brown, Director – UAW / Chrysler National Training
      Center; and

    * Michael Jessamy, Director – Health and Safety.

In addition, Lori McTavish is appointed Executive Director –
Communications, and continues to report to Ms. Rae.  Ms.
McTavish was formerly Director - Corporate and Internal
Communications.  In this position, Ms. McTavish will be
responsible for developing and executing Chrysler LLC's
communications strategy and initiatives for all internal and
external audiences for all aspects of the Company's corporate,
product and brand, design, advanced technologies, and sales and
marketing messages.  Reporting to Ms. McTavish are:

    * Richard Deneau, Director – Product and Brand
      Communications;

    * William Dawson, Senior Manager – Executive Communications;

    * Shawn Morgan, Senior Manager – Corporate Business Affairs
      Communications; and

    * Stuart Schorr, Senior Manager – Sales, Dealer and Mopar
      Communications.

                         About Chrysler

Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital    
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products.  The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.

                            *     *     *

As reported in the Troubled Company Reporter-Latin America on
June 25, 2008, Moody's Investors Service affirmed the B3
Corporate Family Rating and Probability of Default Rating of
Chrysler LLC, but changed the outlook to negative from stable.  
The change in outlook reflects the increasingly challenging
environment faced by Chrysler as the outlook for US vehicle
demand falls, and as high fuel costs drive US consumers away
from light trucks and SUVs, and toward more fuel efficient
vehicles.

TCR-LA also reported that DBRS has placed the ratings of
Chrysler LLC Under Review with Negative Implications.  The
rating action reflects the structural deterioration of the
company's operations in North America brought on by high oil
prices and a slowing U.S. economy.  Negative developments
include:

  -- Issuer Rating: Under Review - Negative B

  -- First Lien Secured Credit Facility: Under Review - Negative
     B(high)

  -- Second Lien Secured Credit Facility: Under Review -
     Negative B(low)


EL PASO: S&P Holds 'BB' Credit Rating, Changes Outlook to Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services has revised the outlook on El
Paso Corp. to stable from positive.  At the same time, S&P
affirmed the ratings on the company and its subsidiaries,
including the 'BB' corporate credit rating.  As of March 31,
2008, El Paso had US$12.7 billion of total debt.
     
The outlook change reflects S&P's expectation that there will
not be an upgrade in the near term.  While El Paso is benefiting
from a high commodity price environment, the incremental cash
flow is being directed at equity holders and is unlikely to
produce a notable near-term improvement in key credit metrics to
warrant a higher rating.  This focus is demonstrated by the
company's decision to move forward with the Ruby pipeline
project (El Paso does not plan to issue equity for the project)
and the May announcement of US$300 million share repurchase
program and 25% increase in the dividend.  

These announcements follow El Paso's April 2008 analyst
presentation in which it indicated that it does not intend to
take sizable steps to improve the rating following the upgrade
that resulted from the ANR pipeline disposal and subsequent debt
reduction.  The company will seek to grow its way to a higher
rating, which is certainly possible in the long term, but
unlikely over the next 12 to 18 months.  The Ruby pipeline
project is now expected to cost US$3 billion, up from the
original US$2 billion estimate, and when combined with the
dividend increase and share repurchase program, will exacerbate
the company's already significantly negative free cash position
for the foreseeable future.
     
The ratings on El Paso reflect a satisfactory overall business
risk profile, which includes the stability of the company's
interstate natural gas pipeline systems, and partly offset by
the risks associated with its exploration and production segment
and a significantly improved, although still aggressive,
financial profile.

Headquartered in Houston, Texas, El Paso Corporation (NYSE: EP)
-- http://www.elpaso.com/-- provides natural gas and related   
energy products.  El Paso owns North America's largest
interstate natural gas pipeline system and one of North
America's largest independent natural gas producers.

El Paso's exploration and production business is focused on the
exploration for and the acquisition, development and production
of natural gas, oil and natural gas liquids in the United
States, Brazil and Egypt.  It operates in three business
segments: Pipelines, Exploration and Production and Marketing.  
It also has a Power segment, which holds its remaining interests
in international power plants in Brazil, Asia and Central
America.


GENERAL MOTORS: Bankruptcy Fears Overblown, Analyst Says
--------------------------------------------------------
JPMorgan analyst Himanshu Patel said in a conference call
Thursday that General Motors Corp. is not "in danger of an
imminent bankruptcy" and that bankruptcy fears have been
overblown, the Associated Press reports.

Mr. Patel, however, said GM will need to raise about
US$10,000,000,000 to weather the downturn in U.S. auto sales,
AP continues.

As reported by the Troubled Company Reporter-Latin America on
July 4, 2008, Merrill Lynch analyst John Murphy said a
bankruptcy filing for GM is not impossible "if the market
continues to deteriorate and significant incremental capital is
not raised."  Mr. Murphy, in a research note, said GM will need
to raise US$15,000,000,000 in capital to fund its operations for
the next two years.  Mr. Murphy, according to the reports,
warned GM is burning through cash faster than investors realize.

In his post at MLive.com, Rick Haglund, citing an industry
expert, said GM could file for Chapter 11 for its North American
operations, similar to what Delphi Corp. did in 2005.  Mr.
Haglund said GM is profitable and growing in every other region
of the world in which it operates.

According to Dow Jones, Shelly Lombard, an auto analyst at Gimme
Credit, said while GM may need additional liquidity, some of the
money required may just be cash for an "emotional security
blanket" to assuage investors' anxiety.

David Welch, in his post at BusinessWeek, noted that GM's stock
is trading at under US$10 a share and that the company's market
capitalization is roughly US$5,700,000,000.  Mr. Welch said
certain investors could buy control of GM for less than
US$3,000,000,000, pointing out that billionaire investor Kirk
Kerkorian could come up with that money, since he tabled a
US$4,500,000,000 bid for Chrysler LLC last year.  Mr. Kerkorian
is already invested in Ford, and hence not a candidate for a run
at GM, Mr. Welch added.

GM's shares slid to a 54-year low Wednesday due to bankruptcy
fears.  GM shares are up 3.6% to US$10.34 Thursday, AP notes.

Mr. Patel believes GM doesn't need cash immediately, since it
has enough to fund what Mr. Patel expects will be an
US$18,000,000,000 cash burn through 2009, AP relates.  Mr. Patel
also believes GM will attempt to raise funds and announce
further restructuring in the third quarter of 2008, AP adds.

                  About General Motors

Based in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908.  GM employs     
about 266,000 people around the world and manufactures cars and
trucks in 35 countries, including the United Kingdom, Germany,
France, Russia, Brazil and India.  In 2007, nearly 9.37 million
GM cars and trucks were sold globally under the following
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden,
HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling.  GM's
OnStar subsidiary is the industry leader in vehicle safety,
security and information services.

At March 31, 2008, GM's balance sheet showed total assets of
US$145,741,000,000 and total debts of US$186,784,000,000,
resulting in a stockholders' deficit of US$41,043,000,000.  
Deficit, at Dec. 31, 2007, and March 31, 2007, was
US$37,094,000,000 and US$4,558,000,000, respectively.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America
June 30, 2008, Fitch downgraded the Issuer Default Rating of
General Motors Corporation to 'B-' from 'B', and assigned a
Rating Outlook Negative.  The downgrade results from weak
economic conditions, the dramatic shift to fuel efficient
vehicles and the resulting cash drains at GM that are expected
to persist at lest through 2009.  Fitch expects that cash drains
in 2008 will exceed US$10 billion, and that new financing
activity will be required over the next 18 months to keep GM's
cash position above the minimum comfort level of US$12 - US$14
billion.

As reported in the Troubled Company Reporter-Latin America on
June 25, 2008, DBRS has placed the ratings of General Motors
Corporation and General Motors of Canada Limited Under Review
with Negative Implications.  The rating action reflects the
structural deterioration of the company's operations in North
America brought on by high oil prices and a slowing U.S.
economy.

Standard & Poor's Ratings Services is placing its corporate
credit ratings on the three U.S. automakers, General Motors
Corp., Ford Motor Co., and Chrysler LLC, on CreditWatch with
negative implications, citing the need to evaluate the financial
damage being inflicted by deteriorating U.S. industry
conditions--largely as a result of high gasoline prices.  
Included in the CreditWatch placement are the finance units Ford
Motor Credit Co. and DaimlerChrysler Financial Services Americas
LLC, as well as GM's 49%-owned finance affiliate GMAC LLC.


GERDAU SA: JPMorgan Puts Overweight Rating on Firm's Shares
-----------------------------------------------------------
JPMorgan has reportedly assigned an "overweight" recommendation
on Gerdau SA's shares, SteelGuru reports.

According to SteelGuru, JPMorgan said in a research note,
"Gerdau is uniquely positioned to benefit from an improved
pricing environment, given that it has not only added capacity
but it is also the only Latin producer with spare capacity to
accommodate thriving domestic consumption and with improved
pricing, its U.S. exposure is no longer a major concern."

SteelGuru notes that JPMorgan set a BRL54 target price for
Gerdau's Brazilian shares for 2008.  JPMorgan also set a US$31
target price for Gerdau's American Depositary Receipts for 2008.  
"Given Gerdau's growth prospects and its unique position to
benefit from the positive industry environment, in our view
Gerdau deserves to trade at a premium to peers," JPMorgan said.

Headquartered in Porto Alegre, Brazil, Gerdau S.A. --
http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products.  In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay, India and the
United States.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 26, 2007, Moody's Investors Service affirmed Gerdau S.A.'s
Ba1 corporate family rating and stable outlook.


GERDAU AMERISTEEL: Strong Performance Cues S&P's Stable Outlook
---------------------------------------------------------------
Standard & Poor's Ratings Services has revised its outlook on
Tampa, Florida-based Gerdau Ameristeel Corp., to stable from
negative.  All ratings are affirmed, including the 'BB+'
corporate credit rating.
     
"The outlook revision reflects Gerdau's strong recent operating
performance, partly as a result of the significant contribution
from the Chaparral acquisition; solid credit metrics; and
currently favorable industry conditions, characterized by low
import competition that has allowed steel producers to realize
high prices despite slowing demand in some markets," said
Standard & Poor's credit analyst Marie Shmaruk.
     
Although debt levels remain somewhat high at this point in the
cycle, the company has minimal near-term debt maturities and
adequate free cash flow generation.  Moreover, S&P expect Gerdau
Ameristeel will have sufficient cash on hand and generate
sufficient cash flow in the next several quarters to fund
capital expenditures and smaller bolt-on acquisitions without
meaningfully increasing leverage.  Total debt, adjusted for
pension and other postretirement benefits and operating leases,
was about US$3.3 billion on March 31, 2008, and debt to EBITDA
was about 2.7x, with debt to capitalization at 46%.  The company
has historically targeted debt to EBITDA below 2.5x and debt to
capital of less than 35%.
     
The rating reflects the company's highly cyclical and intensely
competitive product mix, predominantly composed of commodity
steel products; industrywide cost pressures; aggressive growth
strategy, and currently high financial leverage.  The rating
also reflects its good market share in long products, the
enhanced product offering gained from Chaparral, its
historically conservative financial policy, and the support of
Gerdau S.A., which guarantees the debt incurred to acquire
Chaparral.
     
Headquartered in Tampa, Florida, Gerdau Ameristeel Corporation
(NYSE: GNA; TSX: GNA.TO) -- http://www.ameristeel.com/-- is a    
mini-mill steel producer in North America.  Through its
vertically integrated network of 17 mini-mills, 17 scrap
recycling facilities and 52 downstream operations, Gerdau
Ameristeel serves customers throughout North America.  The
company's products are sold to steel service centers, steel
fabricators, or directly to original equipment manufactures for
use in a variety of industries, including construction, cellular
and electrical transmission, automotive, mining and equipment
manufacturing.  Gerdau Ameristeel is a unit of Brazilian firm
Gerdau SA.


GERDAU AMERISTEEL: Okays Jacksonville Steel Mill Expansion
----------------------------------------------------------
Gerdau Ameristeel Corp. has approved the first two phases of a
planned expansion of its steel mill in Jacksonville, Florida.  
The total expansion project is planned to result in a melting
and rolling capacity in excess of 1.0 million tons per year in
rebar products.

"With this expansion, our Jacksonville facility will be
positioned to serve needs not only in Florida but also in the
greater Southeast and Southern regions of the United States,"
said Gerdau Ameristeel's Sales and Marketing Vice President Jim
Kerkvliet.  Engineering, equipment procurement, and subsequent
construction will begin immediately.

Gerdau Ameristeel's Chief Operating Officer Terry Sutter stated,
"This expansion is part of the total capital strategy Gerdau
Ameristeel has developed for our core products such as rebar,
structural, merchants and wire rod.  We are leaders in these
products and we are committed to becoming the 'Supplier of
Choice' for our customers.  We have to earn our customers'
business each and every day and that means leading with world-
class quality, on-time delivery and capacity to meet their
growth needs."

Headquartered in Tampa, Florida, Gerdau Ameristeel Corporation
(NYSE: GNA; TSX: GNA.TO) -- http://www.ameristeel.com/-- is a    
mini-mill steel producer in North America.  Through its
vertically integrated network of 17 mini-mills, 17 scrap
recycling facilities and 52 downstream operations, Gerdau
Ameristeel serves customers throughout North America.  The
company's products are sold to steel service centers, steel
fabricators, or directly to original equipment manufactures for
use in a variety of industries, including construction, cellular
and electrical transmission, automotive, mining and equipment
manufacturing.  Gerdau Ameristeel is a unit of Brazilian firm
Gerdau SA.

                          *     *     *

As reported in the Troubled Company Reporter on Nov. 26, 2007,
Moody's Investors Service affirmed the ratings of Gerdau
Ameristeel Corporation including its 'Ba1' Corporate Family
Rating and Probability of Default Rating, as well as the US$405
million Senior Unsecured Regular Bond issued.  Moody's outlook
for all ratings is stable.  Moody's also affirmed Gerdau
Brazil's (fictitious entity representing the Brazilian
operations of Gerdau S.A. Comprising Gerdau Acominas S.A.,
Gerdau Acos Longos S.A., Gerdau Acos Especiais S.A., and Gerdau
Comercial de Acos SA) Ba1 Global Local Currency Corporate Family
Rating.

As reported in the Troubled Company Reporter-Latin America on
July 4, 2008, Standard & Poor's Ratings Services revised its
outlook on Gerdau Ameristeel Corp. to stable from negative.  All
ratings are affirmed, including the 'BB+' corporate credit
rating.


GOL LINHAS: Issues Passenger Traffic Statistics for June 2008
-------------------------------------------------------------
GOL Linhas Aereas Inteligentes S.A., the parent company of
Brazilian airlines GOL Transportes Aereos S.A. and VRG Linhas
Aereas S.A., has released preliminary passenger statistics for
the month of June 2008.  Consolidated domestic passenger traffic
(RPK) for June 2008 increased 18% and capacity (ASK) increased
25% year-over-year (vs. June 2007).  Domestic consolidated load
factor for the month was 67% and international consolidated load
factor was 58%.  GOL's total system load factor for the month of
June was 65%.

GOL Transportes' domestic passenger traffic (RPK) for June 2008
was 1,555mm and capacity (ASK) was 2,283mm.  International
passenger traffic (RPK) was 139mm and capacity (ASK) was 235mm.  
VRG's domestic passenger traffic (RPK) for June 2008 was 289mm
and capacity (ASK) was 467mm.  International passenger traffic
(RPK) was 251mm and capacity (ASK) was 434mm.

Consolidated Operating Data   June 2008   June 2007   Change(%)
---------------------------------------------------------------
Total System
   ASK (mm)                     3,418.7     2,859.0       19.6%
   RPK (mm)                     2,234.4     1,887.5       18.4%
   Load Factor                    65.4%       66.0%   -0.6 p.p.
Domestic Market
   ASK (mm)                     2,749.8     2,195.5       25.2%
   RPK (mm)                     1,844.3     1,561.3       18.1%
   Load Factor                    67.1%       71.1%   -4.0 p.p.
International Market
   ASK (mm)                       668.9       663.5        0.8%
   RPK (mm)                       390.1       326.2       19.6%
   Load Factor                   58.3%        49.2%   +9.1 p.p.
              
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
June 23, 2008, Fitch Ratings has downgraded these credit ratings
of Gol Linhas Aereas Inteligentes SA:

  -- Foreign and Local Currency long-term Issuer Default Ratings
     to 'BB' from 'BB+';

  -- US$200 million of perpetual notes to 'BB' from 'BB+;

  -- US$200 million seniors note due to 2017 to 'BB' from 'BB+;

  -- Long-term National rating to 'A+(bra)' from 'AA-(bra).

Fitch has revised the rating outlook to negative.

TCR-Latin America reported on May 29, 2008 that 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.


TAM SA: Consolidated Net Income Down 79% to BRL129MM in 2007
------------------------------------------------------------
TAM S.A.'s annual report in Form 20-F filed with the U.S.
Securities and Exchange Commission showed the company and its
subsidiaries booking a consolidated net income of BRL129 million
in 2007, a 78.9% slide from the BRL612 million earned in 2006.

The net income decreased even with the rise in consolidated
revenues.  According to the annual report, TAM's consolidated
gross operating revenues increased by 10.1% to BRL8,474 million
for the year ended Dec. 31, 2007, compared to BRL7,700 million
in 2006.  This increase was driven by an increase in total
demand (measured in RPKs) although this was partially offset by
a decrease in yields, TAM noted.

The increase in RPKs was a result of our taking advantage of the
market opportunities resulting from the significant decrease in
international operations by our main Brazilian competitor, the
company explains.

The rise in expenses, however, offset the increased revenues.
The company's cost of services rendered and operating expenses
increased by 24.3% to BRL7,889 million in 2007, compared to
BRL6,348 million in 2006.  According to the company, the
increase is primarily due to an increase in costs from sales and
marketing, personnel, fuel, landing, take-off and navigational
tariffs, and maintenance costs.

The company also points out its increased fuel costs -- up 19.1%
to BRL2,536 million in 2007 compared to that in 2006.  The
increase in oil prices, which was inevitable with the soaring
oil prices in the period, was offset by a 17.2% of appreciation
of the Brazilian real against the U.S. dollar and savings from
our fuel tankering program.

Sales and marketing expenses increased by 11.4% to
BRL975 million in 2007 compared to BRL875 million in 2006.  This
increase, TAM says, primarily resulted from increased revenues
derived from increased sales in the international market.  With
increased sales, the company incurred higher costs for
commissions paid to travel agencies in the international market.
This, however, was partially offset by a reduction in the levels
of commissions TAM paid in the domestic market as a result of
revisions to its commercial policy for dealings with domestic
travel agencies.

Other increases in TAM's costs and expenses in 2007 include:

   -- aircraft and flight equipment lease costs increased by
      22.5% to BRL881 million;

   -- personnel expenses increased by 48.9% to BRL1,299 million;

   -- maintenance costs increased by 20.3% to BRL467 million;

   -- costs and expenses for services rendered by third parties
      increased by 1.7% to BRL549 million;

   -- costs of landing, take-off and navigation charges
      increased by 33.7% to BRL421 million;

   -- depreciation and amortization costs increased by 14% to
      BRL116 million; and

   -- other operating expenses increased by 64.2% to
      BRL611 million.

A full-text copy of the company's consolidated financial
statements for the year ended Dec. 31, 2007, is available for
free at http://ResearchArchives.com/t/s?2f25

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

AIMCO CLO SERIES 2007-A: Deadline for Claim Filing Is July 10
-------------------------------------------------------------
Aimco CLO Series 2007-A Ltd.'s creditors have until July 10,
2008, to prove their claims to Jan Neveril and Wendy Ebanks, 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.

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

The liquidators can be reached at:

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


ASTMAX JELS: Deadline for Proofs of Claim Filing Is July 10
-----------------------------------------------------------
Astmax Jels Fund Ltd.'s creditors have until July 10, 2008, to
prove their claims to Jagjit (Bobby) Toor and Jan Neveril, 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.

Astmax Jels' shareholder(s) decided on May 20, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Jagjit (Bobby) Toor and Jan Neveril
                 c/o Maples Finance Limited,
                 P.O. Box 1093GT, Grand Cayman,
                 Cayman Islands


CEDARWOODS CRE: Deadline for Proofs of Claim Filing Is July 10
--------------------------------------------------------------
Cedarwoods Cre CDO III Ltd.'s creditors have until July 10,
2008, to prove their claims to Chris Watler and Bobby Toor, 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.

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

The liquidators can be reached at:

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


CHEMIST CAPITAL: Proofs of Claim Filing Deadline Is July 10
-----------------------------------------------------------
Chemist Capital's creditors have until July 10, 2008, to prove
their claims to Chris Watler and Giles Kerley, 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.

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

The liquidators can be reached at:

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


CHINA EVERBRIGHT: Deadline for Proofs of Claim Filing Is July 10
----------------------------------------------------------------
China Everbright Securities (Cayman) Ltd.'s creditors have until
July 10, 2008, to prove their claims to Jan Neveril and Giles
Kerley, 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.

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

The liquidators can be reached at:

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


FIRST COSTA RICAN: Proofs of Claim Filing Deadline Is July 10
-------------------------------------------------------------
First Costa Rican Housing Finance Corp.'s creditors have until
July 10, 2008, to prove their claims to Chris Watler and Emile
Small, the company's liquidators, or be excluded from receiving
any distribution or payment.

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

First Costa Rican's shareholder(s) decided on May 29, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidators can be reached at:

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


FRASER SULLIVAN: Deadline for Proofs of Claim Filing Is July 10
---------------------------------------------------------------
Fraser Sullivan CLO IV Ltd.'s creditors have until July 10,
2008, to prove their claims to Chris Watler and Jagjit (Bobby)
Toor, 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.

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

The liquidators can be reached at:

                 Chris Watler and Jagjit (Bobby) Toor
                 c/o Maples Finance Limited,
                 P.O. Box 1093GT, Grand Cayman,
                 Cayman Islands


GEECHEE REINSURANCE: Creditors Have Until July 10 to File Claims
----------------------------------------------------------------
Geechee Reinsurance Company SPC's creditors have until July 10,
2008, to prove their claims to Gregory Schaack, 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.

GeeChee Reinsurance's shareholder decided on June 10, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.

The liquidator can be reached at:

                 Gregory Schaack
                 c/o USA Risk Group (Cayman) Ltd.
                 Grand Pavilion Commercial Centre
                 P.O. BOX 1085, Grand Cayman,
                 Cayman Islands

Contact for inquires:

                 Paul Macey
                 Telephone: (345) 946 0821


HERBALIFE LTD: SEC Completes Investigation on Firm
--------------------------------------------------
Herbalife Ltd. has received a letter from the Los Angeles
Regional Office of the Securities and Exchange Commission
stating it has completed its investigation as to Herbalife, and
it does not intend to recommend any enforcement action be taken
by the SEC against the company.

As previously disclosed, the SEC investigation related to the
timing of trading in Herbalife securities by a former mid-level
employee as well as the extent of personal use of Herbalife
products by the company's independent distributors and the
company's related policies and procedures.  In November 2007,
Herbalife voluntarily disclosed the SEC's investigation, and
over the past eight months has cooperated fully with the SEC
during the course of the investigation.

Herbalife Ltd. (NYSE: HLF) -- http://www.herbalife.com/-- is a
global network marketing company that sells weight management,
nutritional supplement, energy & fitness products and personal
care products through a network of over 1.7 million independent
distributors where the company currently sells the products
through retail stores and an employed sales force.  The company
reports in the U.S., Canada, Jamaica, Mexico, Costa Rica, El
Salvador, Panama, the Dominican Republic, Brazil, Europe,
Africa, New Zealand, and Australia.  Herbalife was
founded in 1980 and is based in Grand Cayman, Cayman Islands.

                          *      *      *

In April 2007, Standard & Poor's Ratings Services said that its
'BB+' corporate credit rating on Herbalife Ltd. remains on
CreditWatch with negative implications following the company's
announcement that the company's board of directors has rejected
a bid to be acquired by Whitney V L.P.  The board indicated that
although it views Whitney's bid as too low, it would consider an
improved offer.


MAGNETAR SAR: Deadline for Proofs of Claim Filing Is July 10
------------------------------------------------------------
Magnetar Sar Fund Ltd.'s creditors have until July 10, 2008, to
prove their claims to Peter D. Anderson and S. Alan Milgate, 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.

Magnetar Sar's shareholder decided on May 28, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

                 Peter D. Anderson and S. Alan Milgate
                 c/o Rawlinson & Hunter, P. O. Box 897,
                 Third Floor, One Capital Place,
                 George Town, Grand Cayman,
                 Cayman Islands
                 Telephone: (345) 949 7576
                 Fax: (345) 949 8295


SOUNDVIEW CI-1: Proofs of Claim Filing Deadline Is July 10
----------------------------------------------------------
Soundview CI-1's creditors have until July 10, 2008, to prove
their claims to Chris Watler and Giles Kerley, 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.

Soundview's shareholder(s) decided on May 23, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.

The liquidators can be reached at:

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


SOUNDVIEW CI-27: Deadline for Claims Filing Is Until July 10
------------------------------------------------------------
Soundview CI-27's creditors have until July 10, 2008, to prove
their claims to Chris Watler and Emile Small, the company's
liquidators, or be excluded from receiving any distribution or
payment.

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

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

The liquidators can be reached at:

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



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

AMPEX CORPORATION: Wants Bankruptcy Control Until October 26
------------------------------------------------------------
Ampex Corporation and its debtor-affiliates ask the Hon. Arthur
J. Gonzalez of the United States Bankruptcy Court for the
Southern District of New York to extend their exclusive periods
to:

   a) file a Chapter 11 plan until Oct. 26, 2008, and

   b) solicit acceptances of that plan until Dec. 25, 2008.

The requested extension of time will permit the Debtors to
obtain confirmation of their proposed Chapter 11 plan of
reorganization, without any disruption of their restructuring
operation of their businesses.  

As reported in the Troubled Company Reporter on June 12, 2008,
the Court approved pursuant to Section 1125 of the Bankruptcy
Code the adequacy of the Debtors' disclosure statement dated
June 8, 2008, explaining an amended Chapter 11 plan.  The Court
set a hearing on July 31, 2008, at 10:00 a.m., to consider
confirmation of the Debtors' amended plan.

The Debtors' exclusive period to file a Chapter 11 plan
currently expires on July 28, 2008.

A hearing is set for July 23, 2008, at 10:00 a.m., to consider
the Debtors' extension request.  Objections, if any, are due
July 21, 2008, at 4:00 p.m.

                         About Ampex

Headquartered in Redwood City, California, Ampex Corp. --  
http://www.ampex.com/-- (Nasdaq:AMPX) is a licensor of visual         
information technology.  The company has two business segments:
Recorders segment and Licensing segment.  The Recorders segment
primarily includes the sale and service of data acquisition and
instrumentation recorders (which record data and images rather
than computer information), and to a lesser extent mass data
storage products.  The Licensing segment involves the licensing
of intellectual property to manufacturers of consumer digital
video products through their corporate licensing division.

On March 30, 2008, Ampex Corp. and six affiliates filed for
protection under Chapter 11 of the Bankruptcy Code with the U.S.
Bankruptcy Court for the Southern District of New York (Case
Nos. 08-11094 through 08-11100).  Matthew Allen Feldman, Esq.,
and Rachel C. Strickland, Esq., at Willkie Farr & Gallagher LLP,
represent the Debtors in their restructuring efforts.  The
Debtors have also retained Conway Mackenzie & Dunleavy as their  
financial advisors.  In its schedules of assets and liabilities
filed with the Court, Ampex Corp. disclosed total assets of
US$9,770,089 and total debts of US$82,488,054.

The Debtors have nine foreign affiliates that are incorporated
in seven countries -- one each in the United Kingdom, Japan,
Belgium, Colombia and Brazil and two each in Germany and Mexico.  
With the exception of the affiliates located in the U.K. and
Japan, none of the other foreign affiliates conduct meaningful
business activity.  As of March 30, 2008, none of the foreign
affiliates have commenced insolvency proceedings.


SOLUTIA INC: Retains HSBC to Explore Nylon Biz Strategic Options
----------------------------------------------------------------
Solutia Inc. has retained HSBC Securities (USA) Inc. to explore
strategic alternatives with respect to its nylon business,
including a possible sale.

"We have transformed our nylon business from a North American-
focused fiber business into the world's second-largest producer
of nylon 66 plastics," commented Jeffry N. Quinn, chairman,
president and chief executive officer of Solutia Inc.  "The
nylon business is on a path for further growth and improvement
in financial performance, and we believe strongly in the
strategic course we have set for the business.  However, given
the strength of our high-margin specialty chemical and
performance materials businesses and the current industry
dynamic in the nylon segment, it is an appropriate time to
explore strategic alternatives available with respect to the
nylon business that would better position both the nylon
business and the rest of Solutia for reaching their ultimate
potential."

In 2007, the nylon business generated net sales of US$1,892
million or approximately 51% of Solutia's total revenue, and
adjusted EBITDAR of US$106 million, or 28% of Solutia's total
pro forma adjusted EBITDAR.  In 2008, first quarter net sales
for the nylon business were US$468 million, an increase of 10%
when compared to the first quarter of 2007; however, the
business' adjusted EBITDAR was a loss of US$7 million for the
quarter, a decrease of US$35 million year-over-year, largely due
to higher raw material costs that were only partially recovered
with higher selling prices in the quarter.  In contrast,
Solutia's other three business platforms -- Saflex(r),
CPFilms(r), and Technical Specialties, which generated net sales
of US$1,850 million and adjusted EBITDAR of US$270 million in
2007, generated US$108 million in adjusted EBITDAR in the first
quarter 2008, an increase of 23% over the same period in 2007.

Solutia's nylon business is one of only two world wide
businesses that own the complete range of technology to produce
nylon 66.  The business is able to efficiently serve global
markets from its integrated set of world-scale, flexible assets
located in North America.  During 2007, 28% of the business'
sales came from Asia.  With its 2008 addition of 68,000 metric
tons of capacity for Vydyne(r) and Ascend(r) nylon 66 resins and
polymers, that percentage is expected to rise further, driven by
rapidly growing demand among Asian producers of automotive,
electrical, and consumer goods.

                       About Solutia Inc.

Based in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ) --
http://www.solutia.com/-- and its subsidiaries, engage in the
manufacture and sale of chemical-based materials, which are used
in consumer and industrial applications worldwide.  Solutia
has operations in Malaysia, China, Singapore, Belgium, and
Colombia.

The company and 15 debtor-affiliates filed for chapter 11
protection on Dec. 17, 2003 (Bankr. S.D.N.Y. Case No. 03-17949).
When the Debtors filed for protection from their creditors, they
listed US$2,854,000,000 in assets and US$3,223,000,000 in debts.

Solutia is represented by Richard M. Cieri, Esq., Jonathan S.
Henes, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis
LLP, in New York, as lead bankruptcy counsel, and David A.
Warfield, Esq., and Laura Toledo, Esq., at Blackwell Sanders
LLP, in St. Louis Missouri, as special counsel.  Trumbull Group
LLC is the Debtor's claims and noticing agent.  Daniel H.
Golden, Esq., Ira S. Dizengoff, Esq., and Russel J. Reid, Esq.,
at Akin Gump Strauss Hauer & Feld LLP represent the Official
Committee of Unsecured Creditors, and Derron S. Slonecker at
Houlihan Lokey Howard & Zukin Capital provides the Creditors'
Committee with financial advice.  The Official Committee of
Retirees of Solutia, Inc., et al., is represented by Daniel D.
Doyle, Esq., Nicholas A. Franke, Esq., and David M. Brown, Esq.,
at Spencer Fane Britt & Browne, LLP, in St. Louis, Missouri, and
Frank M. Young, Esq., Thomas E. Reynolds, Esq., R. Scott
Williams, Esq., at Haskell Slaughter Young & Rediker, LLC, in
Birmingham, Alabama.

On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement.  On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan.  The Bankruptcy Court approved the Debtors'
amended Disclosure Statement on Oct. 19, 2007.  On Oct. 22,
2007, the Debtor re-filed a Consensual Plan & Disclosure
Statement and on Nov. 29, 2007, the Court confirmed the Debtors'
Consensual Plan.  (Solutia Bankruptcy News, Issue No. 118;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)

                         *     *     *

Solutia Inc. continues to carry a corporate credit rating of B+
with stable outlook from Standard & Poor's Ratings Services.  
The rating was raised to its current level from D in March 2008
following the company's emergence from bankruptcy on Feb. 28,
2008, and the implementation of its financing plan.



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

PRC LLC: Emerges From Chapter 11 After Five Months
--------------------------------------------------
After five months under Chapter 11 Chapter 11, PRC LLC and its
debtor-affiliates now emerge from bankruptcy following the
confirmation of their Joint Plan of Reorganization by the U.S.
Bankruptcy Court for the Southern District of New York.

The Plan provides for full payment to holders of administrative
claims and priority claims.  The holders of prepetition first
lien claims, however, are set to receive 67 cents to 73.7 cents
on the dollar on their claims while holders of prepetition
second lien claims 0% to 3%.  General unsecured claimants are
expected to obtain a 4% to 8% recovery, depending on the total
amount of allowed claims sharing the US$1,350,000 available for
the class.

The Reorganized Debtors will obtain from Silver Point Finance,
LLC, Babson Capital and Bayside Capital Lenders exit financing
of up to US$20,000,000 in secured revolving credit and
additional amounts to repay indebtedness outstanding under PRC's
existing DIP Credit Agreement dated as of March 4, 2008,
provided by Royal Bank of Scotland, et al.  The Debtors will
also obtain a second lien facility of US$40,000,000 which will
be used to pay for the allowed claims under their Prepetition
First Lien Facility.  The Revolving Credit Facility matures on
the third-anniversary of the closing date, when the first
borrowing under the facility is made.  The Second Lien Facility
matures on the fourth anniversary  of the closing date.

Evercore Partners, the Debtors' financial advisors, gave an
enterprise value of US$74,000,000 to US$109,000,000 to the
Reorganized Debtors.

On June 20, 2008, the Court held that the Debtors have met the
statutory requisites for confirmation of the Plan.  In
connection with that, the Court has directed the Reorganized
Debtors to submit and comply with these directives:

  (1) Submit Periodic Status Reports detailing actions taken,
      and the progress towards the consummation of the Plan.  
      The Status Reports must be filed initially within 45 days
      after entry of the Postconfirmation Order, and thereafter
      on January 15, April 15, July 15, and October 15, until a
      final decree has been entered.

   (2) Mail a copy of the Confirmation Order and the
       Postconfirmation Order to:

        -- The Debtors,
        -- Counsel for the Debtors,
        -- The U.S. Trustee,
        -- Chadbourne & Park LLP,
        -- Bingham McCutchen LLP,
        -- Blank Rome LLP,
        -- Paul, Weiss, Rifkind, Wharton & Garrison LLP, and
        -- parties-in-interest entitled to notices.

   (3) File a Closing Report pursuant to Rule 3022-1 of the
       Local Rules of Bankruptcy Procedure, and an application
       for a Final Decree (x) within 45 days after the
       distribution of any deposit required by the Plan or, (y)
       if no deposit was required, upon the payment of the final
       distribution required by the Plan.

   (4) Submit the Closing Report and the application for a Final
       Decree within one year from the date of the Confirmation
       Order.  If the Debtors fail to comply, the Clerk will
       advise the Court and an order to show cause may be
       issued.

                           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.  The Court confirmed that Plan
mid-June 2008.  (PRC LLC Bankruptcy News, Issue
No. 17; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PRC LLC: Keeps Call Center Customer Services Deal with Verizon
--------------------------------------------------------------
PRC LLC and its debtor-affiliates, and Verizon Communications
Inc. entered into a stipulation to continue the Debtors'
services to Verizon pursuant to a master agreement.  The
stipulation was approved by the U.S. Bankruptcy Court for the
Southern District of New York.

Before the date of bankruptcy filing, the InteractiveCorp, the
former parent of the Debtors, entered into a Global Services
Agreement with MCI Worldcom Communications, Inc., an affiliate
of Verizon Communications, Inc.  Subsequently, the Debtors
entered into a Communication Services Authorized User
Participation Agreement, pursuant to which the Debtors purchased
certain goods and services from Verizon pursuant to the GSA.  
The Debtors also entered into certain Statements of Work,
Amendments, and other Ancillary Documents in connection with the
GSA and the Participation Agreement.

Additionally, prior to the bankruptcy filing, the Debtors
entered into a (i) Master Agreement for Call Center Customer
Services, (ii) PI Agreement, and (iii) Domestic Agreement.  
Pursuant to the PI Agreement and Domestic Agreement, the Debtors
provide Verizon certain call center services in the Philippines
and the United States.

The Parties have rejected the Master Agreement for Call Center
Customer Services, pursuant to a Court-approved stipulation,
effective as of April 30, 2008.

In connection with the reorganization and re-scaling of their
businesses, the Debtors have determined that post-confirmation
they will continue to require some, but not all, of the services
currently purchased under the GSA.  They also desire to continue
to provide the services to Verizon currently being provided
under the PI Agreement and the Domestic Agreement.

The Debtors and Verizon, in a Court-approved stipulation, agree
to these terms, among others:

   (1) On the later of the (x) Plan Effective Date, or (y) other
       agreed upon date within 30 days after the entry of the
       related Consent Order:

       -- the Parties will execute and enter into a "Master
          Agreement for Call Center Customer Services -- between
          Verizon Corporate Services Group, Inc. and PRC, LLC --
          together with two Statements of Work with accompanying
          Authorization Letters; and

       -- the GSA Documents which have not been previously
          terminated or expired will be deemed assumed pursuant
          to Section 365(a) of the Bankruptcy Code, and the
          Parties will enter into a Global Services Agreement,
          which will be deemed an amendment and restatement of
          the GSA Documents in its entirety.  

   (2) The New Agreements will be effective as of Aug. 1, 2008.

       After the New Agreement Effective Date, the PI Agreement
       and the Domestic Agreement will terminate, except to the
       extent that they will govern the rights and obligations
       of the parties prior to the New Agreement Effective Date,
       including the obligation of Verizon to pay the Debtors
       amounts due for postpetition services provided by the
       Debtors under the PI Agreement and the Domestic
       Agreement.
  
       After the New Agreement Effective Date, the GSA Documents
       will terminate except:

       -- with respect to certain terms agreed in the
          Stipulation, and

       -- that they will govern the rights and obligations of
          the parties prior to the New Agreement Effective Date
          for the amounts due for postpetition services provided
          by Verizon prior to the termination date of the
          related services, other than for related "early
          termination" or other "termination" liability charges.

   (3) Upon entry of the Consent Order, in order to cure
       prepetition default obligations related with the
       assumption of the GSA Documents, the Debtors will pay
       Verizon:

       (a) Cash Payment of US$2,000,000 by the later of the
           Consent Order Effective Date, or Plan Effective Date.  

       (b) Two Deferred Payments of US$250,000 each on Jan. 2,
           2009, and July 2, 2009.  

       (c) Set-off of all sums owed by Verizon to the Debtors
           prior to the Petition Date, against any sum owed by
           the Debtors to Verizon prepetition.

       (d) Year 1 Earned Credits and Payments at 6.5% of
           Verizon's monthly payments for services during the
           first year of  the New MSA Documents up to
           US$1.5 million, in the aggregate.  Fifty percent of
           each Year 1 Monthly Credit/Payment Amount will be
           paid in the form of credits, and 50% of the amount
           will be in cash payments to "Verizon Business".  

           For each invoice associated with services under the
           New MSA Documents during MSA Year 1, Verizon will be
           entitled to take a 3.25% credit, and the Debtors will
           deliver to Verizon credit memos reflecting the
           discount.

           Within five business days after the end of each month
           of MSA Year 1, the Debtors will deliver to Verizon
           cash payments totaling 3.25% of the gross amount paid
           by Verizon during that month, without deducting from
           the gross amount any sum paid by a credit memo issued
           pursuant to the Stipulation, for services under the
           New MSA Documents.  Credit memos will be delivered to
           Verizon in the same manner in which invoices under
           the New MSA Documents are delivered to Verizon; cash
           payments will be delivered to Verizon's counsel.  In
           no event will Verizon be entitled to receive, or will
           the Debtors be required to provide, payments or
           credits that, in excess of US$1,500,000, in the
           aggregate, during MSA Year 1.  If, however, the total
           all payments and credits Verizon has received during
           MSA Year 1 is less than US$1,500,000, then the
           difference between US$1,500,000 and the total
           payments and credits Verizon has received during MSA
           Year 1 will be deemed a "Carryover Credit/Payment
           Pool."

       (e) Year 2 Earned Credits and Payments at 6.5% of
           Verizon's monthly payments during MSA Year 2, up to
           the maximum aggregate amount of US$1,500,000.  

           Fifty percent of each Year 2 Monthly Credit/Payment
           Amount will be paid in the form of credits, and 50%
           will be in cash payments to "Verizon Business".  
           Verizon will be entitled to take a 3.25% credit for
           each invoice on services under the New MSA Documents
           during the MSA Year 2, for which the Debtors will
           deliver to Verizon credit memos reflecting the
           discount.  Within five business days after the end of
           each month of MSA Year 2, the Debtors will deliver to
           Verizon cash payments at 3.25% of the amount paid by
           Verizon during that month, gross of any sum paid by
           related credit memo.

           Credit memos will be delivered to Verizon in the same
           manner in which invoices under the New MSA Documents
           are delivered to Verizon; cash payments will be
           delivered to Verizon's counsel.  In no event will
           Verizon be entitled to receive, or will the Debtors
           required to provide,  payments or credits in excess
           of US$1,500,000, in the aggregate, with respect to
           MSA access the Carryover Payment/Credit Pool up to
           the amount in connection with any invoice paid by
           Verizon so long as, at the time of payment, (i) the
           total payments and credits required of the Debtors
           during MSA Year 2 has been sufficient to exhaust the
           Year 2 Credit/Payment Pool; and (ii) Verizon has not
           yet acted to terminate any of the New MSA Documents.

       (f) Verizon may access the Carryover Credit/Payment Pool
           at 6.5% of Verizon's payments -- in excess of those
           payments used to qualify for the Year 1
           Credit/Payment Pool and the Year 2 Credit/Payment
           Pool -- for the Debtors' services under the New MSA
           Documents in MSA Year 2 up to the amount, if any, of
           the Carryover Payment/Credit Pool.  The credits and
           cash payments associated with the Carryover
           Payment/Credit Pool will be divided in the same
           manner -- 3.25% in credits and 3.25% in cash
           payments -- and delivered in the same manner as the
           Year 2 Credit/Payment Pool.  In no event will the
           aggregate amounts of credits and payments for MSA
           Year 1, MSA Year 2, and applications of the
           Carryover Credit Payment/Credit Pool, to Verizon
           exceed US$3,000,000.

   (4) Verizon will continue to provide the Debtors, on a
       transitional basis, with the services provided under the
       GSA Documents through these termination dates:

        GSA Doc.            Doc. Description    Termination Date
        -------             ----------------    ----------------
        SOW No. 1           1500 Seat Avaya        10/31/08
                            hosted services

        SOW NO. 3           1400 Seat Avaya        06/30/08
                            hosted services
    
        SOW No. 8           IP PBX Services        06/30/08
    
        SOW No. 9           275 Seat Avaya
                            hosted services        06/30/08
   
        SOW No. 10          ACD Maintenance        06/30/08
  
        1st Amendment to    Schedules 1,2,3       Various dates
        Communications                             by 11/30/08
        Services Authorized
        User Participation
        Agreement

       The parties purported to terminate an SOW No. 8 in the
       Rockwell Stipulation, based on the Debtors' numbering of
       SOWs, which is SOW No. 7 based on Verizon's reference.     
       SOW No. 8, accordingly, is terminated pursuant to the
       Parties' stipulation, and the Rockwell Stipulation will
       be deemed amended to have terminated SOW No. 7, instead
       of SOW No. 8.  All references to terminated SOWs in both
       the Rockwell Stipulation and the Parties' stipulation,
       will be deemed as pointing to the Verizon SOW number
       references.

                           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.  The Court confirmed that Plan
mid-June 2008.  (PRC LLC Bankruptcy News, Issue
No. 17; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)


PRC LLC: Sets July 28 as Admin. and Rejection Claims Bar Date
-------------------------------------------------------------
Reorganized PRC LLC and its debtor-affiliates inform parties-in-
interests in their Chapter 11 cases that:

   (a) All proofs of claims for damages related to contracts or
       unexpired leases which have been rejected pursuant to the
       Plan, must be filed by July 28, 2008.

   (b) All executory contracts and unexpired leases that (i)
       are not listed in their schedules of leases to be assumed
       pursuant to their Plan of Reorganization, (ii) was not
       previously assumed by order of the Bankruptcy Court,
       (iii) is not a contract pursuant to which the Debtors
       sell their services and which was assumed pursuant to
       Section 8.1(B) of the Plan, or (iv) does not have as its
       primary purpose the licensing of intellectual property
       rights by the Debtors, have or will be rejected by the
       Debtors as provided in the Plan or applicable Court
       order.

   (c) Each proof of claim must be an original, must
       substantially conform to Court-approved form or the
       Official Form No. 10, will be duly executed and written
       in the English language, must set forth the Debtors'
       names and the Chapter 11 case numbers, including the
       amounts claimed, and must be delivered to the claims
       agent, Epiq Bankruptcy Solutions, LLC.

   (d) Claims for administrative expenses, other than for
       compensation for professional services and reimbursement
       of expenses, that have not yet been paid, must be filed
       and served no later than 90 days after the effective date
       of the Plan.  Otherwise, Claimants will forever be barred
       from asserting their Claims.

   (e) Final fee applications, together with the related proof
       of service, must be filed with the Bankruptcy Court and
       served on:

        -- The Debtors,
        -- Counsel for the Debtors,
        -- The U.S. Trustee,
        -- Chadbourne & Park LLP,
        -- Bingham McCutchen LLP,
        -- Blank Rome LLP, and
        -- Paul, Weiss, Rifkind, Wharton & Garrison LLP.

   (f) Objections to any final fee application must be filed
       with the Bankruptcy Court so as to be filed and actually
       received not later than 4:00 p.m. prevailing Eastern Time
       on the date that is five business days prior to the
       hearing on that application.

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.  The Court confirmed that Plan
mid-June 2008.  (PRC LLC Bankruptcy News, Issue
No. 17; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)



====================
E L  S A L V A D O R
====================

MILLICOM INTERNATIONAL: Names Francois-Xavier Roger as CFO
----------------------------------------------------------
Millicom International Cellular S.A. has appointed Francois-
Xavier Roger as its Chief Financial Officer effective Sept. 1,
2008.

Mr. Roger joins Millicom from Groupe Danone where he served as
Vice-President Corporate Finance since 2006 and previously as
Chief Financial Officer for Danone Asia from 2000 to 2005.

Millicom's current Chief Financial Officer, David Sach, will be
leaving the company at the end of the calendar year to pursue
other opportunities.  Francois-Xavier Roger and David Sach will
work together to ensure a smooth transition.

Marc Beuls, CEO of Millicom commented, "We are very pleased to
welcome Francois-Xavier Roger to Millicom as his wide experience
of the fast moving consumer goods sector in emerging markets
will be important to us in taking Millicom forward to the next
stage of its development.  We thank David Sach for his
contribution to Millicom over the last three years."

Headquartered in Bertrange, Luxembourg, and controlled by
Sweden's AB Kinnevik, Millicom International Cellular S.A.
-- http://www.millicom.com/-- is a global telecommunications     
investor with cellular operations in Asia, Latin America and
Africa.  It currently has cellular operations and licenses in 16
countries.  The Group's cellular operations have a combined
population under license of around 391 million people.

The Central America Cluster comprises Millicom's operations in
El Salvador, Guatemala and Honduras.  The population under
license in Central America at December 2005 is 26.4 million.
The South America Cluster comprises Millicom's operations in
Bolivia and Paraguay.  The population under license in South
America at December 2005 is 15.2 million.

                            *     *     *

As reported in the Troubled Company Reporter-Europe on
Nov. 16, 2007, Moody's Investors Service upgraded ratings of
Millicom International Cellular S.A.  The corporate family
rating was upgraded to Ba2 from Ba3 and the rating on the
existing senior notes was upgraded to B1 from B2.  Moody's said
the outlook on the ratings is stable.



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

BRITISH AIRWAYS: Changes Stance on Proposed BAA Limited Breakup
---------------------------------------------------------------
British Airways Plc has withdrawn its petition to the U.K.
Competition Commission calling for the  separation of ownership
of some of BAA Limited's airports, Jane Bradley writes for the
Scotsman.

British Airways, in its recent letter to the Commission, said a
breakup may "prove counterproductive" since it would divert BAA
attention away from other matters, the Scotsman discloses.

The carrier instead has called for the commission to reform the
"regulatory regime" to help remedy BAA's lack of investment,.

The commission, the paper notes, had indicated it may favor
separation of ownership, saying common ownership "adversely
affects competition" between airport and airlines."

As reported in the TCR-Europe on April 29, 2008, the commission
expects to publish its provisional findings in August 2008 and
if competition problems are identified, it intends to set out
its possible remedies at the same time, whether requiring the
sale of one or more of BAA's airports or otherwise.

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

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

                        *     *     *

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



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

AIR JAMAICA: In Talks With Cayman Airways on Collaboration
----------------------------------------------------------
Cay Compass News reports that Air Jamaica has been discussing
with Cayman Airways on a possible collaboration to reduce
operating costs and improve service.

Cay Compass relates that Air Jamaica met with Cayman Airways on
June 30 to address the challenges the airline industry is facing
due to high fuel prices and flight reductions by U.S. carriers.

"The meeting was a preliminary discussion to see how we might
co–operate to reduce operating costs and improve service to our
respective countries," Cay Compass quoted an e-mail statement
from Tourism, Environment, Investment and Commerce Minister
Charles E. Clifford and Cayman Airways Board Chairperson Angelyn
Hernandez.  "This dialogue would have been a smart approach at
any time, but given the current environment and the challenges
the aviation industry faces, it is particularly prudent that we
explore co–operation to improve our purchasing powers and
negotiating positions on things such as fuel for example.  
Airlines to the north have cooperated to varying degrees even
without the same obligations and risks to their home–based
economies."

Cayman Net News relates that Jamaica and the Cayman Islands need
to attract North American tourists.  Air Jamaica and Cayman
Airways agreed that they have to find ways to maintain and boost
airlift to Jamaica and the Cayman Islands through a joint
cooperation.

Minister Clifford said after one meeting, it is premature to say
what or if there would be any cooperation between Cayman Airways
and Air Jamaica, Cay Compass states.

Headquartered in Kingston, Jamaica, Air Jamaica --
http://www.airjamaica.com/-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.  Air Jamaica offers vacation packages
through Air Jamaica Vacations.  The company closed its intra-
island services unit, Air Jamaica Express, in October 2005.  The
Jamaican government assumed full ownership of the airline after
an investor group turned over its 75% stake in late 2004.  The
government had owned 25% of the company after it went private in
1994.  The Jamaican government does not plan to own Air Jamaica
permanently.

                          *    *     *

As reported in the Troubled Company Reporter-Latin America on
June 12, 2007, Moody's Investors Service assigned a B1 rating
to Air Jamaica Limited's guaranteed senior unsecured notes.

On July 21, 2006, Standard & Poor's Rating Services assigned a
"B" long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, based on the government's
unconditional guarantee of both principal and interest payments.


AIR JAMAICA: Minister Stresses Shirley Williams' Role in Airline
----------------------------------------------------------------
Don Wehby, Minister Without Portfolio in Jamaica's Ministry of
Finance, has explained that Shirley Williams will be a
traditional non-executive chairperson at Air Jamaica, The
Jamaica Observer reports.

As reported in the Troubled Company Reporter-Latin America on
July 4, 2008, Ms. Williams was retained at Air Jamaica's board,
while most of the 14-member board were dismissed.  Ms. Williams
would have limited powers in Air Jamaica.  

According to The Observer, Minister Wehby told reporters during
a post-Cabinet press briefing at Jamaica House in Kingston that
Ms. Wiliams will chair board meetings, give guidance on
policies, and probably chair some of the board committees.  Ms.
Williams' responsibility in Air Jamaica won't involve the daily
operations.

Ms. Williams was a non-paid executive chairperson, The Observer
says, citing Minister Wehby.  She was involved in Air Jamaica's
daily operations of the company, the minister added.

Minister Wehby said that the Air Jamaica board was slashed in
half, The Observer notes.  According to the minister, it was
important to appoint three new members to the board with a level
of expertise that will help the airline in making hard
decisions.  "I am not saying a board of 14 is too large, but
when you have an airline that is facing challenges that Air
Jamaica is facing I believe we need a more focused board with a
level of expertise of turning around and making some tough
decisions for the airline," Minister Wehby added.

Headquartered in Kingston, Jamaica, Air Jamaica --
http://www.airjamaica.com/-- was founded in 1969.  It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America.  Air Jamaica offers vacation packages
through Air Jamaica Vacations.  The company closed its intra-
island services unit, Air Jamaica Express, in October 2005.  The
Jamaican government assumed full ownership of the airline after
an investor group turned over its 75% stake in late 2004.  The
government had owned 25% of the company after it went private in
1994.  The Jamaican government does not plan to own Air Jamaica
permanently.

                          *    *     *

As reported in the Troubled Company Reporter-Latin America on
June 12, 2007, Moody's Investors Service assigned a B1 rating
to Air Jamaica Limited's guaranteed senior unsecured notes.

On July 21, 2006, Standard & Poor's Rating Services assigned a
"B" long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, based on the government's
unconditional guarantee of both principal and interest payments.


SUGAR COMPANY: Gov't to Cover Up to J$3BB in Redundancy Payments
----------------------------------------------------------------
The Jamaican government will cover up to J$3 billion in
redundancy payments for an estimated 13,000 workers who will be
laid off after the divestment of the Sugar Company of Jamaica
Limited's five factories, John Myers Jr. at The Jamaica Gleaner
reports, citing Agriculture Minister Chris Tufton.

As reported in the Troubled Company Reporter-Latin America on
July 3, 2008, the Sugar Company will surrender ownership of its
sugar factories to Infinity Bio-Energy Limited.  Jamaica's Prime
Minister Bruce Golding signed a Head of Agreement with Infinity
Bio-Energy for the factories' divestment.  As agreed, the Sugar
Company will still be managing the government's assets at the
six sugar factories and the workers' status won't change before
the final transfer of assets on Sept. 30.  After the assets are
transferred to Infinity Bio-Energy, the government will keep a
25% stake in the company for at least three years.  Newco
Limited will be formed to manage the sugar factories that will
be sold to Infinity Bio-Energy.  The divestment of the Sugar
Company's factories will be completed by Sept. 30.

The Gleaner relates that the government won't receive any cash,
just the US$25 million 25% stake.  The government also agreed to
surrender Petrojam Ethanol plant to Newco and absorb an
estimated J$18 billion of debt owed by the Sugar Company, ahead
of the divestment.  The government will be spending a total of
J$21 billion to rid itself of the sugar factories.

According to a Radio Jamaica report, Mr. Tufton has assured
workers that the necessary redundancy payments will be made on
time and will be consistent with labor laws and contracts signed
between the Trade Unions and Sugar Company, Radio Jamaica
reports, citing Jamaica's Agriculture Minister Christopher
Tufton.

The Sugar Company of Jamaica Limited, a.k.a. SCJ, was formed in
November 1993 by a consortium made up of J. Wray & Nephew
Limited, Manufacturers Investments Limited and Booker Tate
Limited.  The three companies each held 17% equity in SCJ, with
the remaining 49% being held by the government of Jamaica.  In
1998, the government became the sole shareholder of SCJ by
acquiring the interests of the members of the consortium. Its
stated goal was to maximize efficiency, productivity and
profitability of the three sugar factories, within three years.
The principal activities of the company are the cultivation of
cane and the manufacture and sale of sugar and molasses.

The Sugar Company of Jamaica Limited registered a net loss of
almost US$1.1 billion for the financial year ended Sept. 30,
2005, 80% higher than the US$600 million reported in the
previous financial year.  Sugar Company blamed its financial
deterioration to the reduction in sugar cane production.
According to published reports, the Jamaican government has
taken responsibility for the payment of the firm's debts.  Radio
Jamaica has said that to date, the five sugar factories have
incurred J$3 billion in debts.  The government is now selling
the factories, which have racked up debts of J$20 billion.



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

CLEAR CHANNEL: Rush Limbaugh Renews Radio Contract, Gets US$400M
----------------------------------------------------------------
Radio talk show host Rush Limbaugh renewed his contract with
Clear Channel Communications Inc.'s Premiere Radio Networks and
Clear Channel Radio, continuing the syndication of The Rush
Limbaugh Show many years into the future.

The Wall Street Journal's Sarah McBride reports that Mr.
Limbaugh's US$400 million 8-year contract is a far cry from his
2001 contract, which paid him US$285 million.

According to a press release, the deal also includes continued
syndication of The Rush Limbaugh Morning Update, a 90-second
commentary that airs Monday through Friday.  Furthermore,
Premiere Radio, in partnership with Mr. Limbaugh, will continue
to oversee The Limbaugh Letter, a monthly newsletter with a
subscriber base in the hundreds of thousands, and
RushLimbaugh.com, one of the most popular broadcast media
websites that incorporates Rush247.com, a subscription service.

"This is exactly where I want to be, doing what I was born to
do, with an amazing audience and phenomenal support from
affiliate stations and sponsors," Mr. Limbaugh stated.  "I'm
having more fun than a human being should be allowed to have.  
There's a relationship between the audience and the host here
that is second to none.  We're going to continue to provide
Broadcast Excellence and have a lot of fun along the way."

WSJ relates that radio networks are scrambling to keep
indispensable radio personalities amid the battle for a greater
margin in a fragmented entertainment market.  National radio
star Ryan Seacrest recently signed a pact with Premiere giving
him control over advertising on one of his shows.

The press release recounts that advertiser and affiliate demand
is at an all-time high for Mr. Limbaugh.  "The Rush Limbaugh
Show enjoys an unprecedented platform of radio affiliates,"
President of Premiere Radio Networks Charlie Rahilly stated.  
"Plus, advertisers harness the intensity of listener engagement
-- no one's 'word of mouth' about a product or service delivers
more impact than Mr. Limbaugh's.  The Premiere team is proud to
partner with Mr. Limbaugh deep into the next decade."

"Broadcasters of Rush's quality come along once in a lifetime,"
Clear Channel Radio President and CEO John Hogan commented.  
"We're privileged to continue our relationship which is
unprecedented in the history of our industry."

In addition, The Rush Limbaugh Show will reach a radio milestone
this August -- the 20th anniversary of America's most-listened-
to radio program.

The Rush Limbaugh Show is the highest rated national radio talk
show in America.  Known as the media pundit who reshaped the
political landscape with his entertaining and informative brand
of conservatism, Mr. Limbaugh is also widely credited with
resuscitating AM radio by many industry experts.  He has been
recognized for his achievements with Marconi Awards for
"Syndicated Radio Personality of the Year" in 1992, 1995, 2000
and 2005 from the National Association of Broadcasters.  In
1993, he was inducted into the Radio Hall of Fame and in 1998,
into the National Association of Broadcasters Hall of Fame.

WSJ, citing Arbitron Inc., observes that radio has roughly 93%
listeners of the population each week, who tune in an average of
about 18.5 hours, a decline from just over 22 hours per week 10
years ago.  Radio advertising, including on radio Internet
sites, reached US$21.3 billion in 2007, a decrease from US$21.7
billion in 2006.

                 About Clear Channel Communications

Based in San Antonio, Texas, Clear Channel Communications Inc.
(NYSE:CCU) -- http://www.clearchannel.com/-- is a media
and entertainment company specializing in "gone from home"
entertainment and information services for local communities and
premiere opportunities for advertisers.  The company's
businesses include radio, television and outdoor displays.
Outside U.S., the company operates in 11 countries -- Norway,
Denmark, the United Kingdom, Singapore, China, the Czech
Republic, Switzerland, the Netherlands, Australia, Mexico and
New Zealand. As of Dec. 31, 2007, it owned 717 core radio
stations, 288 non-core radio stations which are being marketed
for sale and a leading national radio network operating in the
United States.

                         *     *     *

As reported by the Troubled Company Reporter-Latin America on
June 23, 2008, Standard & Poor's Ratings Services lowered its
corporate credit rating on Clear Channel Communications to 'B'
from 'B+' based on the proposed financing of the company's
pending leveraged buyout by the private equity group co-led by
Thomas H. Lee Partners L.P. and Bain Capital Partners LLC.  
At the same time, S&P removed all the ratings from CreditWatch,
where they had been placed with negative implications on
Oct. 26, 2006, following the company's announcement that it was
exploring strategic alternatives to enhance shareholder value,
including a possible sale of the company.  The outlook is
stable.

S&P further assigned its 'B' bank loan rating and '3' recovery
rating on Clear Channel's US$16.1 billion of new senior secured
credit facilities.  The '3' recovery rating indicates S&P's
expectation for meaningful (50% to 70%) recovery of principal
and pre-petition interest in the event of a payment default.
S&P also assigned its 'CCC+' rating on the company's
US$2.3 billion of new senior unsecured notes, with a recovery
rating of '6', indicating its expectation for negligible (0% to
10%) recovery in the event of a payment default.
   
At the same time, S&P lowered its rating on the company's US$5.1
billion of existing senior unsecured notes to 'CCC+' from 'B-'
and assigned a recovery rating of '6' on these issues.
The 'B-' rating on the company's existing 8% senior notes due
November 2008 at its AMFM Operating Inc. subsidiary remains on
CreditWatch with negative implications pending the completion of
the company's tender offer for these notes.   S&P lowered the
rating on Clear Channel's existing US$750 million of 7.65%
senior notes due 2010 to 'CCC+' from 'B-' and assigned a
recovery rating of '6', reflecting the potential for this issue
to remain outstanding until maturity.


DESARROLLADORA HOMEX: Enters Into US$200 Million Credit Facility
----------------------------------------------------------------
Desarrolladora Homex, S.A.B. de C.V., has entered into a new
credit facility denominated in Mexican pesos in an amount
equivalent to US$200 million with Banco Inbursa, S.A., one of
the leading banks in Mexico.

"This transaction reflects not only the solid Homex brand but
also the strength of the Mexican financial institutions." said
Homex's Chief Financial Officer, Alan Castellanos and added
that, "through this credit facility, we believe the company will
be able to improve its capital structure and liquidity
position."

The five-year credit facility, with a single principal payment
due at maturity, has an annual interest rate of TIIE (the
reference interest rate in Mexico) plus 1.35% payable quarterly.

The company intends to use the credit facility for land
acquisitions, improving its tax strategy, as well as for
investment in recently launched vertical or multistory
construction and tourism developments.

Desarrolladora Homex S.A.B. de C.V. (NYSE: HXM, BMV: HOMEX) --
http://www.homex.com.mx-- is a vertically integrated home    
development company focused on affordable entry-level and
middle-income housing in Mexico.  It is one of the most
geographically diverse homebuilders in the country.  Homex is
the largest homebuilder in Mexico, based on revenues, number of
homes sold and net income.

                        *      *      *

As reported in the Troubled Company Reporter-Latin America on
Sept. 19, 2007, Moody's affirmed Desarrolladora Homex's national
scale issuer rating at A3.mx, and global scale local currency
issuer rating at Ba3.  Moody's said the rating outlook remains
positive.

As reported in the Troubled Company Reporter-Latin America on
March 17, 2008, Standard & Poor's Ratings Services said that
Desarrolladora Homex S.A.B. de C.V.'s (BB-/Stable/--)
announcement that it has received approval from its shareholders
to establish a US$250 million share repurchase program does not
have an immediate impact on the current rating or outlook
assigned to the issuer.  S&P expects a negative rating action
should be expected if the company's share repurchase program
leads to additional indebtedness and/or a significant reduction
in its cash balance.


LEAR CORP: S&P's B+ Rating Unmoved by Proposed Credit Amendment
---------------------------------------------------------------
Standard & Poor's Ratings Services said that Lear Corp.'s
proposed amendment to its senior credit facility to extend the
revolving credit commitments from March 23, 2010, to Jan. 31,
2012, and to reduce the lender's level of commitment by at least
one-third will have no effect on the company's corporate credit
rating (B+/Stable/--).  

Moreover, new pricing will apply to the extended revolving
commitments, whereby current interest rate margins increase by
100 basis points, and the current facility fee goes up by 25
bps.  S&P expect Lear's revolving credit facility to remain of
sufficient size after the extension.  S&P will evaluate the
effect, if any, on the  existing recovery ratings on Lear's
secured term loan and unsecured debt issues once the sizes of
the old and new revolving credit commitments are known.

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.


METROLOGIC INSTRUMENTS: Honeywell Closes US$720 Mil. Acquisition
----------------------------------------------------------------
Metrologic Instruments Inc. has been completely acquired by
Honeywell for approximately US$720 million.

Metrologic will be part of Honeywell Imaging & Mobility, a line
of business within Honeywell Security.  Honeywell Imaging &
Mobility includes Hand Held Products, a leading manufacturer of
imaging and mobility solutions, acquired by Honeywell last year.

"The Metrologic acquisition further positions Honeywell as a
global leader in the dynamic enterprise mobility and imaging
industry, a US$16 billion marketplace with double-digit growth
potential," said Ben Cornett, President, Honeywell Security.  
"Honeywell is now well positioned with strong customer
relationships and compelling opportunities in rapidly expanding
sectors such as retail, industrial and healthcare.  The
acquisition creates a comprehensive imaging and mobility
portfolio, a more extensive distribution network, critical scale
and global presence."

Metrologic incorporates a broad array of laser, holographic,
vision-based, RFID and emerging technologies to create its best-
in-class products and solutions.  Its sophisticated imaging and
scanning solutions serve a variety of retail point-of-sale,
industrial, healthcare, inventory and distribution applications.  
Metrologic sells its products in more than 110 countries, and
approximately 65 percent of Metrologic's business is with
customers outside North America.

"As part of Honeywell, Metrologic is now better positioned to
optimize our global product offering to the benefit of our
customers worldwide," said Darius Adamczyk, president of the
combined business.  "The number of solutions we will be able to
offer our customers will substantially increase as these two
product offering and IP portfolios come together."

                 About Metrologic Instruments

Headquartered in Blackwood, New Jersey, Metrologic Instruments,
Inc. is a global supplier for data capture and collection
hardware, and image processing software.  The company had LTM
September 2006 revenues of approximately US$210 million.  The
company has operations in Brazil and Mexico.

                        *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 9, 2007, Standard & Poor's Rating Services revised its
outlook on Metrologic Instruments Inc. to negative from stable,
and affirmed the 'B+' corporate credit rating.  The revision in
the outlook reflects increased leverage, to the mid-5x area from
the mid-4x area, resulting from US$45 million in additional debt
to buy out shares held by the company's founder, as well as a
redemption of preferred equity held by remaining shareholders.

In April 2007, Moody's Investors Service downgraded Metrologic
Instruments' corporate family rating and probability of default
rating to B3 from B2 following the recent debt financed share
repurchase.  At the same time, Moody's assigned a B2 rating to
the first lien secured credit facility, which is comprised of a
US$170 million term loan (split into two tranches) and a US$35
million undrawn revolver, and a Caa2 rating to the US$75 million
senior secured second lien.  Proceeds from the transaction were
used to refinance US$200 million of debt (US$125 million first
lien and US$75 million second lien) and to repurchase about
US$40 million of stock.  The ratings on the existing first and
second lien facilities will be withdrawn upon closing.  Moody's
said the ratings outlook is stable.


SMITHFIELD FOODS: Sells 4.95% of Shares to COFCO to Pay Debts
-------------------------------------------------------------
Smithfield Foods Inc. has entered into an agreement with COFCO
Limited, China's largest national agricultural trading and
processing company, for the sale of 7,000,000 shares, or 4.95%
of Smithfield's common stock.  The purchase price per share will
be equal to the closing price of Smithfield's common stock on
the pricing date for the offering of the company's convertible
senior notes.  The company plans to use the proceeds of the sale
to repay debts and for other general corporate purposes.

"I am very pleased that COFCO has agreed to make this equity
investment in Smithfield.  We have been working closely together
and this investment represents a significant step in cementing
our relationship for the long term," stated C. Larry Pope,
Smithfield's president and chief executive officer.

"COFCO is a widely respected leader in China's food and
agriculture industry," Mr. Pope said.  "China is experiencing
rapid growth in pork consumption and consumes more pork than the
rest of the world combined. COFCO has introduced Smithfield to
many opportunities in China and we look forward to continue
working together."

Mr. Gaoning Ning, the chairman of COFCO, said, "Smithfield is
the world's largest producer and processor of pork.  We look
forward to building on our existing commercial relationship and
exploring growth opportunities in China's food industry
together."

In connection with the sale, Smithfield has agreed to nominate
Mr. Ning for election as a director at its 2008 annual
shareholders' meeting.  COFCO's investment in Smithfield is
passive in nature and the purchase agreement contains standstill
provisions.

Smithfield expects to close on an initial US$63.1 million of the
shares promptly following the closing of Smithfield's
convertible notes offering.  Settlement on the remainder of the
shares will be subject to completion of Hart-Scott-Rodino
antitrust review.

Hogan & Hartson LLP and McGuire Woods LLP are serving as legal
advisors to Smithfield Foods.

Morgan Stanley & Co. Incorporated is acting as financial advisor
and Davis Polk & Wardwell is serving as legal advisor to COFCO.

The sale was made pursuant to Regulation S under the Securities
Act of 1933.

                       About COFCO Limited

COFCO Limited, -- http://www.cofco.com/-- a company owned by  
the government of the People's Republic of China, is the largest
national agricultural trading and processing company in China.
COFCO also has substantial business interests in food and
beverage production, commercial and residential real estate,
hotel operations, financial services and packaging.

                      About Smithfield Foods

With sales of US$11 billion, Smithfield, Va.-based Smithfield
Foods Inc. (NYSE: SFD) -- http://www.smithfieldfoods.com/--  
processes and markets fresh pork and packaged meats in the
United States, as well as produces hogs.  The company conducts
its business through five segments: Pork, International, Hog
Production, Other and Corporate, each of which comprises a
number of subsidiaries. The Pork segment produces a variety of
fresh pork and packaged meats products in the United States and
markets them nationwide and to a number of foreign markets,
including China, Japan, Mexico, Brazil, Russia and Canada.  The
Pork segment operates over 40 processing plants. The
International segment includes its international meat processing
operations that produce a variety of fresh and packaged meats
products.  The HP segment consists of hog production operations
located in the United States, Poland and Romania, as well as its
interests in hog production operations in Mexico.  The Other
segment comprises its turkey production operations and its
interest in Butterball LLC.  During the fiscal year ended April
27, 2008 it discontinued its Beef segment operations.

                            *    *    *

As reported in the Troubled Company Reporter-Latin America on
July 2, 2008, Standard & Poor's Ratings Services lowered its
corporate credit rating on Smithfield Foods Inc. to 'BB-' from
'BB+'.  At the same time, S&P's assigned a '1' recovery rating
to Smithfield Foods' senior secured notes, indicating
expectations of very high (90%-100%) recovery in the event of a
payment default.  The issue-level rating on the secured notes
remains at 'BB+'.  In addition, S&P's lowered the ratings on the
company's senior unsecured notes to 'BB-' from 'BB' and assigned
a '4' recovery rating, indicating the expectation of average
(30%-50%) recovery in the event of a payment default.  The
ratings remain on CreditWatch with negative implications where
they were placed on Dec. 3, 2007.  Smithfield Foods had about
US$4.2 billion of debt at April 27, 2008.

The TCR-LA said on June 17, 2008, that Moody's Investors Service
placed under review for possible downgrade the long-term ratings
of Smithfield Foods Inc.  Ratings placed under review for
possible downgrade include Corporate family rating at Ba2;
Probability of default rating at Ba2; and Senior unsecured debt
at Ba3.  This action was based Moody's expectation that credit
metrics will remain inconsistent with the rating category,
despite the anticipated receipt of proceeds from the pending
sale of Smithfield's beef business, given worsening returns in
the hog production business and higher than anticipated debt
balances at fiscal year end April 27, 2008.  The company's
speculative grade liquidity rating was lowered to SGL-4 from
SGL-3, reflecting Moody's concern that poor profitability will
result in even heavier reliance on external sources of financing
and that Smithfield will be challenged to meet its bank
covenants.


SMITHFIELD FOODS: Mulls Offering US$350MM Convertible Sr. Notes
---------------------------------------------------------------
Smithfield Foods Inc. intends to offer US$350 million aggregate
principal amount of its convertible senior notes due 2013 in a
registered underwritten public offering.

In connection with the offering, Smithfield intends to grant the
underwriters a 30-day option to purchase up to US$50 million
aggregate principal amount of additional convertible notes
solely to cover over-allotments, if any.

The notes will be convertible subject to certain conditions into
cash or a combination of cash and shares of Smithfield's common
stock.  The interest rate, conversion rate, offering price and
other terms of the convertible notes will be determined by
negotiations between the underwriters and Smithfield.

Smithfield expects to use a portion of the proceeds from the
offering to fund the net cost of convertible note hedge and
warrant transactions that Smithfield expects to enter into with
affiliates of certain underwriters of the convertible notes,
representing the cost to us of the convertible note hedge
transactions, partially offset by the proceeds to us of the
warrant transactions.

In addition, Smithfield expects to use the proceeds from the
offering to pay down one of its short-term credit lines and its
U.S. revolving credit agreement.  Receipt of net proceeds from
the
offering would also result in termination of the commitments of
the lenders under a bridge facility that Smithfield put in place
pending the sale of its beef operations, a transaction it
currently expects will close during the second quarter of its
fiscal year 2009.

Smithfield intends to enter into privately-negotiated warrant
transactions relating to its common stock with the option
counterparties, pursuant to which it may be obligated to issue
shares of its common stock.

The convertible note hedge transactions are expected to reduce
the potential dilution to Smithfield's common stock upon any
conversion of the convertible notes.  However, the warrant
transactions could separately have a dilutive effect to the
extent that the price of Smithfield's common stock exceeds the
applicable strike price of the warrants.

If the underwriters exercise their over- allotment option to
purchase additional convertible notes, the notional size of the
convertible note hedge transactions and warrant transactions
will be automatically increased so that they also relate to a
number of shares of Smithfield's common stock initially issuable
upon conversion of the additional convertible notes.

In connection with establishing their initial hedge of these
convertible note hedge and warrant transactions, Smithfield has
been advised that the option counterparties and their respective
affiliates expect to enter into various over-the-counter
derivative transactions with respect to its common stock
concurrently with or after the pricing of the convertible notes
and, shortly after the completion of the underwriters'
participation in the distribution of the convertible notes,
purchase Smithfield's common stock or other securities,
including the convertible notes, in secondary market
transactions.

These activities could have the effect of increasing or
preventing a decline in the price of Smithfield's common stock
concurrently with or following the pricing of the convertible
notes.  In addition, the option counterparties and their
affiliates expect to modify their hedge position after the
pricing of the convertible notes from time to time by entering
into or unwinding various derivative transactions with respect
to Smithfield's common stock and by purchasing or selling
Smithfield's common stock or other securities, including the
convertible notes, in secondary market
transactions and are likely to do so during any observation
period related to the conversion of the convertible notes.

These activities could have the effect of increasing, preventing
a decline in or adversely impacting the value of Smithfield's
common stock and the value of the convertible notes.

Citi Goldman Sachs & Co. and JPMorgan are serving as joint book-
running managers for the offering.

Copies of the preliminary prospectus supplement and related
prospectus for the offering can be obtained from the joint-book
running managers for the offering at these addresses or
telephone numbers:

     a) Citi
        Citi-Brooklyn Army Terminal
        140 58th St., 8th Floor
        Brooklyn, NY 11220
        Tel (800) 831-9146    

     b) Goldman Sachs & Co.
        Prospectus Department
        85 Broad St., New York, NY 10004
        Fax (212) 902-9316
        Email prospectus-ny@ny.email.gs.com

     c) JPMorgan
        Prospectus Library
        4 Chase Metrotech Center, CS Level
        Brooklyn, NY 11245
        Tel (718) 242-8002

                      About Smithfield Foods

With sales of US$11 billion, Smithfield, Va.-based Smithfield
Foods Inc. (NYSE: SFD) -- http://www.smithfieldfoods.com/--  
processes and markets fresh pork and packaged meats in the
United States, as well as produces hogs.  The company conducts
its business through five segments: Pork, International, Hog
Production, Other and Corporate, each of which comprises a
number of subsidiaries. The Pork segment produces a variety of
fresh pork and packaged meats products in the United States and
markets them nationwide and to a number of foreign markets,
including China, Japan, Mexico, Brazil, Russia and Canada.  The
Pork segment operates over 40 processing plants. The
International segment includes its international meat processing
operations that produce a variety of fresh and packaged meats
products.  The HP segment consists of hog production operations
located in the United States, Poland and Romania, as well as its
interests in hog production operations in Mexico.  The Other
segment comprises its turkey production operations and its
interest in Butterball LLC.  During the fiscal year ended
April 27, 2008 it discontinued its Beef segment operations.

                            *    *    *

As reported in the Troubled Company Reporter-Latin America on
July 2, 2008, Standard & Poor's Ratings Services lowered its
corporate credit rating on Smithfield Foods Inc. to 'BB-' from
'BB+'.  At the same time, S&P's assigned a '1' recovery rating
to Smithfield Foods' senior secured notes, indicating
expectations of very high (90%-100%) recovery in the event of a
payment default.  The issue-level rating on the secured notes
remains at 'BB+'.  In addition, S&P's lowered the ratings on the
company's senior unsecured notes to 'BB-' from 'BB' and assigned
a '4' recovery rating, indicating the expectation of average
(30%-50%) recovery in the event of a payment default.  The
ratings remain on CreditWatch with negative implications where
they were placed on Dec. 3, 2007.  Smithfield Foods had about
US$4.2 billion of debt at April 27, 2008.

The TCR-LA said on June 17, 2008, that Moody's Investors Service
placed under review for possible downgrade the long-term ratings
of Smithfield Foods Inc.  Ratings placed under review for
possible downgrade include Corporate family rating at Ba2;
Probability of default rating at Ba2; and Senior unsecured debt
at Ba3.  This action was based Moody's expectation that credit
metrics will remain inconsistent with the rating category,
despite the anticipated receipt of proceeds from the pending
sale of Smithfield's beef business, given worsening returns in
the hog production business and higher than anticipated debt
balances at fiscal year end April 27, 2008.  The company's
speculative grade liquidity rating was lowered to SGL-4 from
SGL-3, reflecting Moody's concern that poor profitability will
result in even heavier reliance on external sources of financing
and that Smithfield will be challenged to meet its bank
covenants.


SMITHFIELD FOODS: JV Unit Merges With Campofrio Alimentacion
------------------------------------------------------------
Groupe Smithfield Holdings, S.L., a 50/50 joint venture between
Smithfield Foods Inc. and funds controlled by Oaktree Capital
Management LLC, on June 30, 2008, agreed to merge with Campofrio
Alimentacion, S.A.  Campofrio is a company organized and
existing under the laws of Spain.

Under the terms of the Merger, Campofrio, a publicly-traded
company on the Spanish Stock Exchange, will issue shares to the
Company and the Oaktree Funds in exchange for all of the
membership interests in Groupe Smithfield.

Smithfield Foods, which currently controls about 24% of the
outstanding shares of Campofrio, will control about 36% of the
outstanding shares of the combined company after giving effect
to the merger.  Following the Merger, Campofrio's board of
directors will have a nine members that will include two
representatives of Smithfield Foods and two representatives of
the Oaktree Funds.

In connection with the merger, Smithfield Foods agree that for a
period of three years it will not (i) be entitled to exercise
voting rights with respect to more than 30% of the outstanding
shares of Campofrio, (ii) appoint more than one-half of the
directors of Campofrio or (iii) acquire any additional shares of
Campofrio.  

Following the three-year period, Smithfield Foods will continue
to be prohibited from appointing more than one-half of the
directors of or acquiring additional shares of Campofrio unless
it offers to acquire all of the outstanding shares of Campofrio
at a fair price determined in accordance with applicable Spanish
law.  The above restrictions and obligations are subject to
limited exceptions.  Smithfield Foods will also agree not to
pursue any opportunity to acquire, finance or otherwise invest
in any processed meats business within the member countries of
the European Union, other than Poland and Romania, unless it has
first offered such opportunity to Campofrio.

The merger is subject to the approval of the stockholders of
Campofrio and to customary closing conditions and regulatory
approvals, including the grant of a takeover bid exemption by
the Spanish securities regulator, CNMV.  Smithfield Foods
expects the merger to close in the company's third fiscal
quarter.  After the merger, the company would continue to
account for its investment in Campofrio under the equity method
of accounting.

                          About Campofrio

Campofrio Alimentacion SA (MCE: CPF) is a Spain-based company
engaged in the food industry.  The company specializes in the
processing, commercialization and distribution of pork and beef
meat derivatives, such as sausages, cooked ham or cured meat.
Additionally, it produces and distributes poultry and fish
products.  It markets its products under the Campofrio,
Finissimas, Vuelta y Vuelta, Sanissimo, Pavofrio and Pollofrio
brands.  Campofrio Alimentacion SA is a parent company of Grupo
Campofrio.  The company's main subsidiaries are: Campofrio
Portugal SA, Tenki International Holding BV, Carnes Selectas
2000 SAU and Campofrio Internacional Finance SARL, among others.  
The company mainly operates in Spain, Portugal, France, Romania
and Russia.  Its production plants are located in Burgos,
Madrid, Toledo, Soria, Valencia and Caceres.

                      About Smithfield Foods

With sales of US$11 billion, Smithfield, Va.-based Smithfield
Foods Inc. (NYSE: SFD) -- http://www.smithfieldfoods.com/--  
processes and markets fresh pork and packaged meats in the
United States, as well as produces hogs.  The company conducts
its business through five segments: Pork, International, Hog
Production, Other and Corporate, each of which comprises a
number of subsidiaries. The Pork segment produces a variety of
fresh pork and packaged meats products in the United States and
markets them nationwide and to a number of foreign markets,
including China, Japan, Mexico, Brazil, Russia and Canada.  The
Pork segment operates over 40 processing plants. The
International segment includes its international meat processing
operations that produce a variety of fresh and packaged meats
products.  The HP segment consists of hog production operations
located in the United States, Poland and Romania, as well as its
interests in hog production operations in Mexico.  The Other
segment comprises its turkey production operations and its
interest in Butterball LLC.  During the fiscal year ended April
27, 2008 it discontinued its Beef segment operations.

                            *    *    *

As reported in the Troubled Company Reporter-Latin America on
July 2, 2008, Standard & Poor's Ratings Services lowered its
corporate credit rating on Smithfield Foods Inc. to 'BB-' from
'BB+'.  At the same time, S&P's assigned a '1' recovery rating
to Smithfield Foods' senior secured notes, indicating
expectations of very high (90%-100%) recovery in the event of a
payment default.  The issue-level rating on the secured notes
remains at 'BB+'.  In addition, S&P's lowered the ratings on the
company's senior unsecured notes to 'BB-' from 'BB' and assigned
a '4' recovery rating, indicating the expectation of average
(30%-50%) recovery in the event of a payment default.  The
ratings remain on CreditWatch with negative implications where
they were placed on Dec. 3, 2007.  Smithfield Foods had about
US$4.2 billion of debt at April 27, 2008.

The TCR-LA said on June 17, 2008, that Moody's Investors Service
placed under review for possible downgrade the long-term ratings
of Smithfield Foods Inc.  Ratings placed under review for
possible downgrade include Corporate family rating at Ba2;
Probability of default rating at Ba2; and Senior unsecured debt
at Ba3.  This action was based Moody's expectation that credit
metrics will remain inconsistent with the rating category,
despite the anticipated receipt of proceeds from the pending
sale of Smithfield's beef business, given worsening returns in
the hog production business and higher than anticipated debt
balances at fiscal year end April 27, 2008.  The company's
speculative grade liquidity rating was lowered to SGL-4 from
SGL-3, reflecting Moody's concern that poor profitability will
result in even heavier reliance on external sources of financing
and that Smithfield will be challenged to meet its bank
covenants.


SMITHFIELD FOODS: Amends U.S. and European Credit Facilities
------------------------------------------------------------
Smithfield Foods Inc. executed amendments to its
US$1,300,000,000 secured revolving credit facility and its
EUR300,000,000 secured revolving credit facility on June 25,
2008, and June 26, 2008.  The amendments reduce the interest
ratio coverage covenants from 3.0 to 1 to 2.0 to 1 under the U.S
Credit Facility and the Euro Credit Facility until the end of
the company's fiscal 2009.

The second amendment dated June 25, 2008, pertains to a
revolving credit agreement dated as of Aug. 19, 2005, among the
company,  subsidiary guarantors, lenders, Calyon New York
Branch, Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A.
"Rabobank International," New York Branch and SunTrust Bank, as
co-documentation agents, Citicorp USA Inc., as syndication agent
and JPMorgan Chase Bank, N.A., as administrative agent, relating
to a US$1,300,000,000 secured revolving credit facility, as
amended.

A full-text copy of the second amendment to the revolving credit
agreement is available for free at
http://ResearchArchives.com/t/s?2f0a

The amendment dated June 26, 2008, pertains to multi-currency
revolving facility agreement dated Aug. 22, 2006, between
Smithfield Foods, Smithfield Capital Europe B.V., subsidiary
guarantors, lenders, BNP Paribas and Societe Generale Corporate
& Investment Banking as lead arrangers, and Societe Generale as
facility agent and security agent relating to a EUR300,000,000
secured revolving credit facility.

A full-text copy of the multicurrency revolving facility
agreement is available for free at
http://ResearchArchives.com/t/s?2f0b

                      About Smithfield Foods

With sales of US$11 billion, Smithfield, Va.-based Smithfield
Foods Inc. (NYSE: SFD) -- http://www.smithfieldfoods.com/--  
processes and markets fresh pork and packaged meats in the
United States, as well as produces hogs.  The company conducts
its business through five segments: Pork, International, Hog
Production, Other and Corporate, each of which comprises a
number of subsidiaries. The Pork segment produces a variety of
fresh pork and packaged meats products in the United States and
markets them nationwide and to a number of foreign markets,
including China, Japan, Mexico, Brazil, Russia and Canada.  The
Pork segment operates over 40 processing plants. The
International segment includes its international meat processing
operations that produce a variety of fresh and packaged meats
products.  The HP segment consists of hog production operations
located in the United States, Poland and Romania, as well as its
interests in hog production operations in Mexico.  The Other
segment comprises its turkey production operations and its
interest in Butterball LLC.  During the fiscal year ended
April 27, 2008 it discontinued its Beef segment operations.

                            *    *    *

As reported in the Troubled Company Reporter-Latin America on
July 2, 2008, Standard & Poor's Ratings Services lowered its
corporate credit rating on Smithfield Foods Inc. to 'BB-' from
'BB+'.  At the same time, S&P's assigned a '1' recovery rating
to Smithfield Foods' senior secured notes, indicating
expectations of very high (90%-100%) recovery in the event of a
payment default.  The issue-level rating on the secured notes
remains at 'BB+'.  In addition, S&P's lowered the ratings on the
company's senior unsecured notes to 'BB-' from 'BB' and assigned
a '4' recovery rating, indicating the expectation of average
(30%-50%) recovery in the event of a payment default.  The
ratings remain on CreditWatch with negative implications where
they were placed on Dec. 3, 2007.  Smithfield Foods had about
US$4.2 billion of debt at April 27, 2008.

The TCR-LA said on June 17, 2008, that Moody's Investors Service
placed under review for possible downgrade the long-term ratings
of Smithfield Foods Inc.  Ratings placed under review for
possible downgrade include Corporate family rating at Ba2;
Probability of default rating at Ba2; and Senior unsecured debt
at Ba3.  This action was based Moody's expectation that credit
metrics will remain inconsistent with the rating category,
despite the anticipated receipt of proceeds from the pending
sale of Smithfield's beef business, given worsening returns in
the hog production business and higher than anticipated debt
balances at fiscal year end April 27, 2008.  The company's
speculative grade liquidity rating was lowered to SGL-4 from
SGL-3, reflecting Moody's concern that poor profitability will
result in even heavier reliance on external sources of financing
and that Smithfield will be challenged to meet its bank
covenants.


SUPERIOR ESSEX: S&P Retains 'BB' Rating Under Developing Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services said its ratings on Superior
Essex Inc., including the 'BB' corporate credit rating, remain
on CreditWatch with developing implications.  The ratings were
placed on CreditWatch on June 11, 2008, following Superior
Essex's announcement that it signed a definitive agreement to be
acquired by Korean-based LS Cable Ltd. (unrated) for
US$900 million, or US$45 per share in a cash tender offer.  
Developing implications means that S&P could raise or lower the
ratings.
     
Superior Essex, in its Schedule 14D-9 public filing dated
July 1, 2008, indicated that LS Cable has received a debt
commitment letter from its lenders that will provide up to
US$350 million of asset-backed senior secured credit facilities
for the purpose of redeeming the outstanding $257 million 9%
senior notes due 2012.
     
"We will monitor the redemption and will withdraw the ratings on
Superior Essex's senior notes if it is successful," said
Standard & Poor's credit analyst David Tsui.

Superior Essex Inc. -- http://www.superioressex.com/-- (NASDAQ:   
SPSX) is a wire and cable manufacturer.  The company
manufactures and supplies a broad portfolio of wire and cable
products for the communications, energy, automotive, industrial,
and commercial & residential end-markets.  It is a leading
manufacturer of magnet wire, fabricated insulation products, and
copper and fiber optic communications wire and cable.  It is
also a leading distributor of magnet wire, insulation and
related products.

Superior Essex operates 26 manufacturing facilities in the
United States, Mexico, France, Germany, the United Kingdom,
Portugal and China.  The company has more than 4,400 employees
working around the world to supply the quality products that are
essential to the operation of a wide variety of everyday
household items and critical to day-to-day business operations.


VITRO SAB: Releases Sustainable Development 2007 Report
-------------------------------------------------------
Vitro S.A.B. de C.V. has released its Report on Sustainable
Development 2007 where it summarizes the principal initiatives
that it undertook in the area of social responsibility and
sustainability.

"Sustainable Development is not something new to Vitro as its
practice has been cemented in our culture since our founding in
1909.  Ever since the company has actively participated in the
development of Mexico and the countries where we conduct
business by creating economic and social value," states Adrian
Sada, Vitro Chairman of the Board.

He adds that Vitro's commitment to preserving the environment is
part of its roots and its reason to exist; glass, a material
that is 100 percent recyclable.

Federico Sada, Vitro Chief Executive Officer, comments that the
report includes the 5 key areas of the Company's sustainable
model.

"We focus our efforts on these following issues: on-going
investment in order to consolidate our competitive advantage,
transparency in the way we administer the business, quality of
lifestyles for our colleagues, continuous support for the
community and conservation of the environment", he explains.

Among the most important activities and initiatives the report
includes are:

   * Competitiveness:

   -- Net annual sales of US$2.5 billion dollars.

   -- US$242 million dollars invested in productive processes.

   -- US$8.8 million dollars for improvements through
      initiatives in research and development

   -- US$576 million dollars in salaries and benefits for its
      employees.

   -- US$1 million dollars in donations to different non profit
      organizations.

   -- 24,442 direct employees with salaries and benefits
      exceeding the national average in the countries where the
      company operates.

   -- An estimated of 400,000 indirect jobs

   -- More than US$2.5 million dollars invested in employee
      training and development initiatives.
   -- More than US$24 million dollars dedicated to retiree
      benefits.

   -- US$10 million dollars invested on the health, culture and
      relaxation activities of its employees and community.

   * Corporate Governance:

   -- Although the law requires that at least 25 percent of the
      Directors to be independent, in Vitro more than 50%
      percent of them are independent.

   -- Vitro was one of the first Mexican corporations to trade
      on the New York Stock Exchange (NYSE)

   -- 93 percent of all of its personnel read and attended the
      Code for Business Conduct and Professional Ethics course.

   -- A reliable report system for all Vitro employees, as well
      as its suppliers and clients, to report any deviation or
      irregularity

   -- the company has earned the certification from the Customs-
      Trade Partnership Against Terrorism (C-TPAT)

   * Employees:

   -- More than 1.2 million man hours of training were provided.

   -- the company invested more than US$2.5 million dollars in
      employee development.

   -- Accident rate by lowering it to 77, a number that is far
      below the glass industry minimum of 1,340.
   
   -- Clinica Vitro provided more than 102,565 medical
      appointments

   -- the company assisted 1,468 Vitro employees to obtained a
      housing loan

   -- 452,000 visits reported at Vitro Club in 2007

   -- 46,560 visits reported at Vitro Parque El Manzano

   * Care and sustainability of the environment:

   -- All of its manufacturing facilities in Mexico are
      certified as "Clean Industry" by Environmental Agency

   -- In 1997, the company consumed 4.33 MMTBU per ton of glass
      produced and today that figure has been reduced by 14
      percent.

   -- Between 2002 and 2007 its overall consumption of energy
      and water has been reduced by 21.5 percent and 40 percent,
      respectfully.
   -- Some of its products include the FIDE Seal that certifies
      their outstanding contribution in the savings of energy
      consumption.

   -- The company's family of low emission products increase the
      efficiency of the heating and cooling systems allowing for
      energy savings of up to 70 percent.

   -- the company secured 30 different projects for a reduction
      in glass container weight that translated into a reduction
      of energy consumption
     
   -- The use of organic paints to decorate its glass containers
  
   -- In 2007, the company recycled 125,946 tons of glass

   -- the company participated in the care of the ecosystem,
      nature areas and species in danger of extinction through
      Vitro Parque El Manzano, The Chipinque Ecological Park and
      Wildlife Organization (Organización Vida Silvestre, A.C.,
      OVIS).

   * Community and Social Commitment:

   -- The Glass Museum was created in 1992 for the purpose of
      promoting glass as an artistic element and stimulating
      creative activity.

   -- Ever since 1942, the company have supported children's
      education at the 4 Vitro Schools.

   -- the company joined forces with the Tecnologico de
      Monterrey to create the "Vitro Chair".

   -- the company contributed to the integral development of 296
      women through a group of volunteer group called ANSPAC.

   -- 969 surgeries were conducted on patients from the
      community

   -- the company was able to gather 13 tons of food that were
      sent to the Tabasco, a southern Mexican state devastated
      by huge floods.

   -- In Bolivia, the company delivered close to 1,500 toys to
      children from the communities surrounding its
      manufacturing facilities.

   -- In Colombia, the companyhelped the community of Vereda
      Samaria and Cundinamarca, both close to Bogota.

   -- In the United States of America, the company has supported
      basic adult educational programs and foundations or
      institutions dedicated to cancer treatment.

   -- In Spain, the company supported the publication "The Ages
      of Bierzo", an exceptional work narrates the history of
     this region.

The publishing of this report ratifies Vitro's commitment to
achieve a healthy balance between economic and social
development and preservation of the environment.  This
initiative forms an integral part of the process for the recent
award of the certification as a Socially Responsible Company.

"Although we are very proud of our accomplishments over these
nearly 100 years at Vitro and those who embrace these values in
our value chain, we are truly committed to continue promoting
and consolidating our sustainable development efforts embracing
a more transparent world", concludes Federico Sada.

                          About Vitro

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a
leading global glass producer, serving the construction and
automotive glass markets and glass containers needs of the food,
beverage, wine, liquor, cosmetics and pharmaceutical industries.


As reported in the Troubled Company Reporter-Latin America on
April 30, 2008, Fitch affirmed Vitro, S.A.B. de C.V.'s Foreign
currency issuer default rating at 'B'; Local currency issuer
default rating at 'B'; and Senior unsecured notes due in 2012,
2013 and 2017 at 'B+/RR3'.


* MEXICO: Moody's Publishes System Profile for Banking Industry
---------------------------------------------------------------
Moody's Investors Service has recently published its Banking
System Profile of Mexico's bank industry -- the first for any
Latin American country.

Mexico's banking system ranks among the most developed systems
in Latin America; in effect, "the system benefits from a much
improved regulatory environment", explains the author of the
report, Vice President David Olivares-Villagomez.  Based on a
number of advances that have been made since the last financial
crisis in 1995, regulatory and supervisory standards are
gradually converging to best common practices.  "These advances
play in favor of bank activity and are positive supporters of
bank ratings," according to the analyst.

Mexico's operating environment is well positioned by Latin
American standards but the analyst highlights that "relative to
more mature markets, however, Mexico is considered a riskier
country in which to do business because of more volatile
economic cycles and a less established legal system, which tend
to affect bank dynamics and limit ratings," Mr. Olivares-
Villagomez adds.

Significant to Moody's analysis of a bank's creditworthiness is
a judgment of the degree of systemic support available to it.
Moody's assesses Mexico as being a high support country.  The
report's author explains that "our support assessment is based
on the importance of the banking industry to the country's
payment system; the existence of a deposit insurance scheme that
provides significant deposit coverage and a solid track record
of systemic support.  The latter aimed at reducing contagion
risk and maintaining depositors' confidence during systemic
stress".

According to Mr. Olivares-Villagomez, the banking sector remains
concentrated in a handful of banks and the industry is largely
internationalized, reflecting the presence of large subsidiaries
of world-class institutions.  "These foreign banks have
contributed proven banking practices and stronger risk
standards, ultimately boosting the system's creditworthiness,"
concludes the analyst.

The report is the first published for any Latin American country
and is designed to complement Moody's Banking System Outlook
research on Mexico, and is a step back to look at the broader
context in which a country's banks function.

The report is called "Banking System Profile: Mexico."



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DOE RUN: Herculaneum Unit Reaches NAAQS for 2008 Second Quarter
---------------------------------------------------------------
The Doe Run Company's Herculaneum, Mo., facility met the
National Ambient Air Quality Standard (NAAQS) for lead during
the second quarter of 2008.

According to data collected by Doe Run and reported quarterly,
the company's 10 air monitoring stations in Herculaneum ranged
from 0.2 to 1.2micrograms of lead per cubic meter of air,
placing the smelter within the Environmental Protection Agency's
air quality standard of 1.5 micrograms of lead per cubic meter
of air (averaged over a calendar quarter).  Broad Street and
City Hall, the two monitors closest to the facility, registered
1.2 and 1.0 for the quarter, respectively.

"We're very pleased to see that, during the first quarter
following implementation of all the SIP controls, the plant met
the air quality standard at all monitors," said Gary Hughes,
general manager of the Herculaneum Smelting Division.  "By the
end of July, we will be finishing the new fence line as part of
the overall process to achieve consistent attainment in
Herculaneum."

In April, Doe Run successfully completed the 60-plus engineering
and administrative control measures outlined in the 2007 State
Implementation Plan (SIP), which was designed to improve air
quality and bring the area into consistent attainment with the
NAAQS for lead.  The company invested a total of approximately
US$8 million in SIP projects, including building enclosures,
stack extensions and a sprinkling system.  All were finished on
schedule.

The plant's extended fence line will create additional space
between the smelter and the neighboring community. The design of
the fence will allow an unobstructed view of the newly created
green area.

Based in St. Louis, Mo., The Doe Run Company --
http://www.doerun.com/-- is a privately held natural resources
company dedicated to environmentally responsible mineral
production, metals fabrication, recycling and reclamation.  The
company and its subsidiaries deliver products and services
needed to provide power, protection and convenience through
premium products and associated metals including lead, zinc,
copper, gold and silver.  As the operator of one of the world's
only multi-metal facilities and the Americas' largest integrated
lead producer, Doe Run employs more than 5,000 people, with U.S.
operations in Missouri, Washington and Arizona, and Peruvian
operations in Cobriza and La Oroya.

Doe Run Peru S.R.L., an indirect Peruvian subsidiary, operates a
smelter in La Oroya, Peru, one of the largest polymetallic
processing facilities in the world, producing an extensive
product mix of non-ferrous and precious metals, including
silver, copper, zinc, lead and gold.  Doe Run Peru also has a
copper mining and milling operation in Cobriza, Peru in the
region of Huancavelica, which is approximately 200 miles
southeast of La Oroya in Peru.

                 Doe Run Peru Going Concern Doubt

As reported in the Troubled Company reporter-Latin America on
Aug. 10, 2006, Doe Run Peru has significant capital requirements
under environmental commitments and guarantees and substantial
contingencies related to taxes and has significant debt service
obligations under the revolving credit facility, each of which,
if not satisfied, could result in a default under Doe Run Peru's
credit agreement and collectively raise substantial doubt about
Doe Run Peru's ability to continue as a going concern.

Doe Run Peru continues to have substantial cash requirements in
the future, including the maturity of the revolving credit
facility on Sept. 22, 2006, and significant capital requirements
under environmental commitments.  In addition, there are
substantial contingencies related to taxes.

The Doe Run Peru Revolving Credit Facility expires on
Sept. 22, 2006, and will require negotiations to extend its
terms.  There can be no assurance that Doe Run Peru will be
successful in extending the existing credit agreement or
negotiating a new agreement, or if it is successful, that the
extended or new credit agreement would be at terms that are
favorable to Doe Run Peru.

Any default under the requirements of the Environmental
Remediation and Management Program could result in a default
under the Doe Run Peru Revolving Credit Facility.  A default
under the requirements of the Doe Run Peru Revolving Credit
Facility results in defaults under the Doe Run Revolving Credit
Facility and the indenture governing the bonds.



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

AMSCAN HOLDINGS: Selling 4 Retail Stores to Zurchers Merchandise
----------------------------------------------------------------
Amscan Holdings Inc. disclosed the sale of two Party City and
two Party America stores in the Salt Lake City, Utah market to
Zurchers Merchandise Company.  

Zurchers operates seven retail party stores under the names of
Zurchers in the markets of Salt Lake City, well as Boise and
Twin Falls, Idaho.

The Party City and Party America stores being acquired by
Zurchers will be renamed under the Zurchers trade name and
result in their independent ownership of eleven retail party
stores in the states of Utah and Idaho.

In a related, but separate transaction AHI also entered into a
seven-year supply agreement with Zurcher's Merchandise Company.  
In exchange, the Supply Agreement obligates Zurchers to purchase
increased levels of merchandise from Amscan through the length
of its term.

"This Supply Agreement with Zurchers, which extends to 2015,
affords us the opportunity to strengthen our support with a long
standing, independently-owned trade customer," James Harrison,
President of AHI, commented.

                About Zurchers Merchandise Company

Headquartered in Midvale, Utah, Zurchers Merchandise Company --
http://www.zurchers.com/-- offers wedding invitations, wedding  
supplies and services, party supplies, party rentals,
invitations and announcements, balloons.

                      About Amscan Holdings

Headquartered in Elmsford, New York, Amscan Holdings Inc. --
http://www.amscan.com/-- designs, manufactures, contracts for    
manufacture and distributes party goods, including paper and
plastic tableware, metallic balloons, accessories, novelties,
gifts and stationery.  

The company also operates specialty retail party supply stores
in the United States, and franchises both individual stores and
franchise areas throughout the United States and Puerto Rico,
under the names Party City, Party America, The Paper Factory and
Halloween USA.  With the acquisition of Factory Card & Party
Outlet Corporation on Nov. 16, 2007, the company also operates
specialty retail party and social expressions supply stores
under the name Factory Card & Party Outlet.

                          *     *     *

Moody's Investors Service placed Amscan Holdings Inc.'s senior
subordinate ratings at 'Caa1' in December 2007.  The rating
still holds to date.



=============
U R U G U A Y
=============

BANCO ITAU: Expects AFAP UnionCapital Market Share Growth
---------------------------------------------------------
Banco Itau Holding Financiera SA anticipates market share growth
in its recently acquired Uruguayan pension fund services
provider AFAP UnionCapital, Business News Americas reports,
citing Banco Itau Uruguay S.A.'s Deputy General Manager Carlos
Ham.

As reported in the Troubled Company Reporter-Latin America on
April 23, 2008, Banco Itau Uruguay reached an accord to acquire
private pension fund manager AFAP UnionCapital.

BNamericas relates that Banco Itau acquired 100% shares from
AFAP UnionCapital on July 1, after securing regulatory
approvals.  Banco Itau then appointed Banco Itau Uruguay's Chief
Executive Officer Horacio Vilaro as chairperson of the AFP
UnionCapital board.

BNamericas quotes Mr. Ham as saying, "It was a really good
business opportunity and in line with Itau's strategy in Uruguay
of having an important presence in the retail segment."  The
pension business allows the Itau group to have long-term
relationships with its clients, Mr. Ham added.

According to BNamericas, AFAP UnionCapital served some 167,000
clients and had BRL13.2 billion in assets under management as of
May 2008, a 21% and 17% market share respectively.

Banco Itau doesn't rule out further acquisitions, BNamericas
states, citing Mr. Ham.

                      About UnionCapital

Headquartered in Montevideo, Uruguay, UnionCapital --
http://www.unioncapital.com.uy/-- is the country's third  
largest AFAP and has 167,000 clients and a 21% and 17% market
share respectively.

                   About Banco Itau Uruguay

Banco Itau Uruguay S.A. is a multi-product commercial bank, with
a branch network throughout the country.  As of June 2007 the
bank had UYU21.1 billion of assets and UYU1.9 billion of equity.

              About Banco Itau Holding Financiera

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.



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

ARVINMERITOR INC: S&P's 'B+' Rating Unaffected by Falling Sales
---------------------------------------------------------------
Standard & Poor's Ratings Services said that ArvinMeritor Inc.'s
affirmation of full-year 2008 earnings guidance--despite falling
sales in North America and volume declines in Europe--has no
current effect on the company's rating (B+/Negative/--).  The
company expects earnings per share to fall at the high end of
the previous guidance, in part because of strong sales growth in
South America and Asia-Pacific and solid demand for military and
off-highway products.  

S&P's rating and outlook reflect the challenging operating
environment for auto suppliers in 2008.  Although credit
measures will be weak during most of fiscal 2008, it expect an
eventual rebound in heavy truck demand in North America could
lead to sustainable improvements in cash profitability and cash
generation in the following year.  In the meantime, S&P view the
company's liquidity as acceptable.

Headquartered in Troy, Michigan, ArvinMeritor, Inc. (NYSE: ARM)
-- http://www.arvinmeritor.com/-- supplies integrated systems,
modules and components to the motor vehicle industry.  The
company serves light vehicle, commercial truck, trailer and
specialty original equipment manufacturers and certain
aftermarkets.  ArvinMeritor employs about 19,000 people at more
than 120 manufacturing facilities in 24 countries which includes
China, India, Japan, Singapore, Thailand, Australia, Venezuela,
Brazil, Argentina, Belgium, Czech Republic, France, Germany,
Hungary, Italy, Netherlands, Spain, Sweden, Switzerland, and
United Kingdom.


PETROLEOS DE VENEZUELA: Debt Rises to US$16.06 Bil. in 1st Qtr.
---------------------------------------------------------------
El Universal reports that Petroleos de Venezuela S.A.'s
consolidated debt has increased to US$16.06 billion in the first
quarter 2008, compared to the same period last year.

Petroleos de Venezuela's outstanding debt to providers grew
16.6% in the first quarter 2008, compared to the first quarter
2007, as what oil contractors expected, El Universal notes.

According to El Universal, general equity of Petroleos de
Venezuela and its affiliates rose to US$63.88 billion in the
first quarter 2008, from US$56.06 billion in the same quarter in
2007, maintaining its rising trend.  Petroleos de Venezuela's
debt/equity ratio dropped to 25% from 29%.

El Universal relates that Petroleos de Venezuela's general
consolidated balance sheet for the first quarter 2008 showed
that the firm contracted a US$1.37 billion debt from January to
March.  The amount is mostly related to a US$1.15 billion credit
line from French bank BNP Paribas and to a US$214 million debt
related to debt rescheduling of the Petrocedeno joint venture
due in 2012.

El Universal states that Petroleos de Venezuela and its unit
Citgo Petroleum Corp. "slightly" redeemed their credits in the
first quarter 2008.  Citgo Petroleum paid some US$72 million of
the revolving credit line contracted in 2007 and US$30 million
of previous contracted debts.

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.



PETROLEOS DE VENEZUELA: Buys Dedini's 4 Ethanol Distilleries
------------------------------------------------------------
Petroleos de Venezuela S.A. has purchased four ethanol
distilleries from Dedini S.A. Industrias de Base, Energy Current
reports.

Energy Current relates that Dedini would deliver in 17 months
the equipment needed to install the distilleries in Barinas,
Portuguesa, Cojedes and Trujillo.  Each distillery can produce
700,000 liters per day of sugar cane-based ethanol.  According
to Dedini, output from the distilleries will be used as gasoline
additive.  

According to Energy Current, Dedini said that it has sold a
plant to Petroleos de Venezuela in 2007.  As reported in
Ethablog, Dedini sold the ethanol-producing plant to Petroleos
de Venezulea to refine molasses for fuel production.

Petroleos de Venezuela will also construct 14 ethanol
distilleries by 2012 to generate 20,000 barrels of biofuel per
day, Energy Current states, citing Dedini.

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.


* VENEZUELA: Fitch Reviews Banks After Regulatory Mandate
---------------------------------------------------------
Fitch Ratings is conducting a review process of the possible
financial impact of some recent regulatory measures mandated by
the Finance Ministry and The Banking Superintendence related to
the investment portfolio of Venezuelan banks.

On May 19 2008, the Finance Ministry in Venezuela required all
commercial and universal banks to cease the negotiation of local
currency securities issued by foreign intermediaries (banks,
brokerage house, and any financial or non financial
institution), including structured notes issued in local
currency backed by assets denominated in foreign currency.  
Also, it was required that all local financial intermediaries to
unwind their current holdings of such securities in no more than
90 days since the release of such mandate, to end on Aug. 19,
2008.  This legal resolution was followed by a notification of
the local Banking Superintendence required all financial
intermediaries to provide then all the relevant information
about those positions and the effects of the unwinding process.

It is currently difficult to define the final effect of this
measure on the system and on individual banks.  Lack of clarity
in the definition of potentially affected securities, as well as
limits on transparency of reported financial statements, make
accurate analysis difficult.  In addition, the market risks
inherent in a forced sale could result in potentially
significant losses for large holders of such securities.  The
potential for forced sales of affected securities raise the
prospect of significant pricing pressures in such a sale; the
volatility of Venezuela's effective exchange rates also may put
pressure on individual institutions, depending on the effective
exchange rate at which individual securities were originally
booked.  Also, individual clauses on each kind of security could
result in some rigidity to unwind the current positions, while
early cancellation charges can not be ruled out.

Venezuelan banks show significant dispersion in terms of the
size of such exposures in their balance sheets, being that there
is still some debate about the kind of securities affected by
this regulatory requirement.  Last, but not least important,
lower profits and tight capital levels hinders the financial
flexibility for some institutions in order to cope with
significant and unexpected realized losses in case those
positions must be sold below its book value.

As a consequence of the aforementioned regulatory requirement,
Fitch has started a review process in order to asses the
magnitude of the possible effects of such action along the
portfolio of rated entities in the country.  The final outcome
of this review will depend on the relative size of the possible
expected costs involved in the sale of current positions and
will be based on the information provided by each rated entity
and the adjustment program to be provided to the regulator.  A
history of unpredictable regulatory intervention in banks'
affairs, and the potential for this to continue with measures
such as the one described herein, has led Fitch to maintain a
Negative Outlook on the Issuer Default Ratings of Venezuelan
banks, a position reinforced by these recent events.



* BOND PRICING: For the Week June 30 - July 4, 2008
---------------------------------------------------

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

   ARGENTINA
   ---------
Alto Palermo SA          7.875     5/11/17     USD      71.05
Argnt-Bocon PR11         2.000     12/3/10     ARS      50.60
Argnt-Bocon PR13         2.000     3/15/24     ARS      50.89
Arg Boden                2.000     9/30/08     ARS      15.22
Bonar Arg $ V           10.500     6/12/12     ARS      67.75
Arg Boden                7.000     10/3/15     USD      69.48
Bonar X                  7.000     4/17/17     USD      69.38
Argent-EURDIS            7.820    12/31/33     EUR      62.33
Argent-Par               0.630    12/31/38     ARS      32.12
Banco Hipot SA           9.750     4/27/16     USD      74.05  
Banco Macro SA           9.750    12/18/36     USD      70.00
Buenos-EURDIS            9.250     4/15/17     USD      70.12
Buenos Aire Prov         9.375     9/14/18     USD      64.87
Buenos Aire Prov         9.625     4/18/28     USD      63.75
Autopistas Del Sol      11.500     5/23/17     USD      55.25
Mendoza Province         5.500     9/04/18     USD      66.75

   BERMUDA
   ------
XL Capital Ltd.          6.500    12/31/49     USD      67.10

   BRAZIL
   ------
CESP                     9.750     1/15/15     BRL      69.20
Gol Finance              7.500     4/03/17     USD      72.36
Gol Finance              7.500     4/03/17     USD      68.50
Gol Finance              8.750     4/29/49     USD      71.50

   CAYMAN ISLANDS
   --------------
Barion Funding           0.100    12/20/56     EUR       7.79
Barion Funding           0.250    12/20/56     USD       6.52
Barion Funding           0.250    12/20/56     USD       6.52
Barion Funding           0.250    12/20/56     USD       6.52     
Barion Funding           0.250    12/20/56     USD       6.52
Barion Funding           0.250    12/20/56     USD       6.52
Barion Funding           0.250    12/20/56     USD       6.52
Barion Funding           0.630    12/20/56     GBP      15.08
Barion Funding           1.440    12/20/56     GBP      27.01
Shinsei Fin Caym         6.418     1/29/49     USD      67.34
Shinsei Finance          7.160     7/29/49     USD      69.25
Vontobel Cayman          9.900     7/25/08     CHF      48.00
Tam Capital INc.         7.375     4/25/17     USD      72.01
Tam Capital INc.         7.375     4/25/17     USD      69.00

   JAMAICA
   -------
Jamaica Govt LRS         7.500     10/6/12     JMD      72.52
Jamaica Govt LRS        12.750     6/29/22     JMD      71.45
Jamaica Govt LRS        12.750     5/31/22     JMD      71.98
Jamaica Govt LRS        13.375    12/15/21     JMD      74.97

   PUERTO RICO
   -----------
Puerto Rico Cons.        5.900     4/15/34     USD      45.00
Puerto Rico Cons.        6.000    12/15/34     USD      34.25

   VENEZUELA
   ---------
Petroleos de Ven         5.250     4/12/17     USD      68.37
Petroleos de Ven         5.375     4/12/27     USD      58.32
Petroleos de Ven         5.500     4/12/37     USD      57.45
Venezuela                6.000    12/09/20     USD      71.25
Venezuela                7.000     3/31/38     USD      70.30


                            ***********

Monday's edition of the TCR-LA delivers a list of indicative
prices for bond issues that reportedly trade well below par.
Prices are obtained by TCR-LA editors from a variety of outside
sources during the prior week we think are reliable.   Those
sources may not, however, be complete or accurate.  The Monday
Bond Pricing table is compiled on the Friday prior to
publication.  Prices reported are not intended to reflect actual
trades.  Prices for actual trades are probably different.  Our
objective is to share information, not make markets in publicly
traded securities.  Nothing in the TCR-LA constitutes an offer
or solicitation to buy or sell any security of any kind.  It is
likely that some entity affiliated with a TCR-LA editor holds
some position in the issuers' public debt and equity securities
about which we report.

Tuesday's edition of the TCR-LA features a list of companies
with insolvent balance sheets obtained by our editors based on
the latest balance sheets publicly available a day prior to
publication.  At first glance, this list may look like the
definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical
cost net of depreciation may understate the true value of a
firm's assets.  A company may establish reserves on its balance
sheet for liabilities that may never materialize.  The prices at
which equity securities trade in public market are determined by
more than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR-LA. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com

                            ***********


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

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

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

This material is copyrighted and any commercial use, resale or
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
240/629-3300.


           * * * End of Transmission * * *